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HomeMy WebLinkAboutContracts & Agreements_231-2017 AGREEMENT TO PERFORM PROFESSIONAL SERVICES This agreement for the provision of ERP System Planning and Advisory services ("Agreement") is made and entered in this 7th of November, 2017 ("Effective Date"), by and between the City of Redlands, a municipal corporation ("City)" and SDI Presence LLC, a Delaware limited liability company ("Consultant'). City and Consultant are sometimes individually referred to herein as a "Party" and, together, as the "Parties " In consideration of the mutual promises contained herein, City and Consultant agree as follows ARTICLE 1 —ENGAGEMENT OF CONSULTANT 1 1 City hereby engages Consultant to provide ERP System planning and advisory services for City's Management Services Department(the "Services") 12 The Services shall be performed by Consultant in a professional manner, and Consultant represents that it has the skill and the professional expertise necessary to provide the Services to City at a level of competency presently maintained by other practicing professional consultants in the industry providing like and similar types of Services ARTICLE 2—SERVICES OF CONSULTANT 21 The Services that Consultant shall perform are more particularly described in Exhibit "A," entitled "Scope of Services," which is attached hereto and incorporated herein by reference 22 Consultant shall comply with applicable federal, state and local laws and regulations in the performance of this Agreement including, but not limited to State prevailing wage laws ARTICLE 3—RESPONSIBILITIES OF CITY 3 1 City shall make available to Consultant information in its possession that may assist Consultant in performing the Services 32 City designates Daruelle Garcia, Management Services/Finance Director, as City's representative with respect to performance of the Services, and such person shall have the authority to transmit instructions, receive information, interpret and define City's policies and decisions with respect to performance of the Services ARTICLE 4—PERFORMANCE OF SERVICES 41 Consultant shall perform and complete the Services in a prompt and diligent manner in accordance with the schedule set forth in Exhibit "B," entitled "Project Schedule," which is attached hereto and incorporated herein by reference The Services shall commence within ten(10) days of the Effective Date of this Agreement [lealdimlAgreements\SD1 Presence LLC.PSA Agreement$99,275.doe I 42 If Consultant's Services Include deliverable electronic visual presentation materials, such materials shall be delivered in a form, and made available to the City, consistent with City Council adopted policy for the same It shall be the obligation of Consultant to obtain a copy of such policy from City Staff ARTICLE 5—PAYMENTS TO CONSULTANT 5 1 The total compensation for Consultant's performance of the Services shall not exceed the amount of Ninety Nine Thousand Two Hundred Seventy Five dollars ($99,275) City shall pay Consultant on a time and materials basis up to the not to exceed amount, in accordance with Exhibit "C" entitled "Project Costs and Hourly Rates" Exhibit "C" is attached hereto and incorporated herein by this reference 52 Consultant shall submit monthly invoices to City describing the Services performed during the preceding month Consultant's Invoices shall include a brief description of the Services performed,the dates the Services were performed,the number of hours spent and by whom, and a description of reimbursable expenses related to the project City shall pay Consultant no later than thirty(30) days after receipt and approval by City of Consultant's invoice 53 Any notice or other communication required, or which may be given, pursuant to this Agreement, shall be m wntmg Any such notice shall be deemed delivered (i) on the date of delivery in person, (ii) five (5) days after deposit in first class registered mail, with return receipt requested, (iii) on the actual delivery date if deposited with an overnight courier, or (iv) on the date sent by facsimile, if confirmed with a copy sent contemporaneously by first class, certified, registered or express mail, in each case properly posted and fully prepaid to the appropriate address set forth below, or such other address as a Party may provide notice in accordance with this section City Consultant Danielle Garcia, Director David Gupta, CEO Management Services/Finance Dept SDI Presence LLC City of Redlands 33 West Monroe Street, Ste 400 35 Capon Street, Suite 222 Chicago, IL 60603 PO Box 3005 (mailing) Redlands, CA 92373 ARTICLE 6—INSURANCE AND INDEMNIFICATION 61 Insurance required by this Agreement shall be maintained by Consultant for the duration of its performance of the Services Consultant shall not perform any Services unless and until the required insurance listed below is obtained by Consultant Consultant shall provide City with certificates of insurance and endorsements evidencing such insurance I IcaldJm\AgreementslSD1 Presence LLC.PSA Agreement$99,275 dw 2 prior to commencement of the Services Insurance policies shall include a provision prohibiting cancellation or modification of the policy except upon thirty (30) days prior written notice to City 62 Workers' Compensation and Employer's Liability insurance in the amount that meets statutory requirements with an insurance carrier acceptable to City, or certification to City that Consultant is self-insured or exempt from the workers' compensation laws of the State of California Consultant shall provide City with Exhibit "D," entitled "Workers' Compensation Insurance Certification," which is attached hereto and incorporated herein by this reference prior to performance of the Services 63 Consultant shall secure and maintain comprehensive general liability insurance with carriers acceptable to City Minimum coverage of One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) aggregate for public liability, property damage and personal injury is required City shall be named as an additional insured and such insurance shall be prunary and non-contributing to any insurance or self-insurance maintained by City 64 Consultant shall secure and maintain professional liability insurance throughout the term of this Agreement in the amount of One Million Dollars($1,000,000)per claim made 65 Consultant shall secure and maintain business auto liability coverage, with minimum limits of One Million Dollars ($1,000,000) per occurrence, combined single limit bodily injury liability and property damage liability This coverage shall include all Consultant owned vehicles used in connection with Consultant's provision of the Services, hired and non-owned vehicles, and employee non-ownership vehicles City shall be named as an additional insured and such insurance shall be primary and non-contributing to any insurance or self insurance maintained by City 66 Consultant shall defend, indemnify and hold harmless City and its elected officials, employees and agents from and against any and all claims, losses or liability, including attorneys' fees, arising from injury or death to persons or damage to property occasioned by any negligent act or omission by, or the willful misconduct of, Consultant, or its officers, employees and agents in performing the Services ARTICLE 7—CONFLICTS OF INTEREST 71 Consultant covenants and represents that it does not have any investment or interest in any real property that may be the subject of this Agreement or any other source of income, interest in real property or investment that would be affected m any manner or degree by the performance of Consultant's Services Consultant further covenants and represents that in the performance of its duties hereunder, no person having any such interest shall perform any Services under this Agreement I ka\djmftreementslSDi Presence LLC.PSA Agreement$99,275.doc 3 72 Consultant agrees it is not a designated employee within the meaning of the Political Reform Act because Consultant A Does not make a governmental decision whether to (i) approve a rate,rule or regulation, or adopt or enforce a City law, (mm) issue, deny, suspend or revoke any City permit, license, application, certification, approval, order or similar authorization or entitlement, (iii) authorize City to enter into,modify or renew a contract, (iv) grant City approval to a contract that requires City approval and to which City is a party, or to the specifications for such a contract, (v) grant City approval to a plan, design, report, study or similar item, (vi) adopt, or grant City approval of, policies, standards or guidelines for City or for any subdivision thereof B Does not serve in a staff capacity with City and in that capacity, participate in making a governmental decision or otherwise perform the same or substantially the same duties for City that would otherwise be performed by an individual holding a position specified in City's Conflict of Interest Code under Government Code section 87302 73 In the event City determines that Consultant must disclose its financial interests, Consultant shall complete and file a Fair Political Practices Commission Form 700, Statement of Economic Interests, with the City Clerk's office pursuant to the written instructions provided by the City Clerk ARTICLE 8—GENERAL CONSIDERATIONS 8 1 In the event any action is commenced to enforce or interpret any of the terms or conditions of this Agreement the prevailing Party shall, in addition to any costs and other relief, be entitled to the recovery of its reasonable attorneys' fees, including fees for the use of inn-house counsel by a Party 82 Consultant shall not assign any of the Services, except with the prior written approval of City and in strict compliance with the terms and conditions of this Agreement 83 Records, drawings, designs, cost estimates, electronic data files, databases and any other documents developed by Consultant in connection with its performance of the Services, and any copyright interest in such documents, shall become the property of City and shall be delivered to City upon completion of the Services, or upon the request of City Any reuse of such documents, and any use of Incomplete documents, shall be at City's sole risk 84 Consultant is for all purposes under this Agreement an independent contractor and shall perform the Services as an independent contractor Neither City nor its agents shall have control over the conduct of Consultant or Consultant's employees, except as herein set I Icaldam\Agreements\SDI Presence LLC PSA Agreement$99,275 doc 4 forth Consultant shall supply all necessary tools and instrumentalities required to perform the Services Assigned personnel employed by Consultant are for its account only, and in no event shall Consultant or personnel retained by it be deemed to have been employed by City or engaged by City for the account of, or on behalf of City Consultant shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent, nor shall Consultant have any authority, express or implied, to bind City to any obligation 85 Unless earlier terminated as provided for below, this Agreement shall terminate upon completion and acceptance of the Services by City This Agreement may be terminated by City, in its sole discretion, by providing not less than five (5) days prior written notice to Consultant of City's intent to terminate If this Agreement is terminated by City, an adjustment to Consultant's compensation shall be made, but (1) no amount shall be allowed for anticipated profit or unperformed Services, and (2) any payment due Consultant at the time of termination may be adjusted to the extent of any additional costs to City occasioned by any default by Consultant Upon receipt of a termination notice, Consultant shall immediately discontinue its provision of the Services and, within five(5) days of the date of the termmation notice, deliver or otherwise make available to City, copies (in both hard copy and electronic form, where applicable) of project related data, design calculations, drawings, specifications, reports, estimates, summaries and such other information and materials as may have been accumulated by Consultant in performing the Services Consultant shall be compensated on a pro-rata basis for Services completed up to the date of termination 86 Consultant shall maintain books, ledgers, invoices, accounts and other records and documents evidencing costs and expenses related to the Services for a period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant pursuant to this Agreement Such books shall be available at reasonable times for examination by City at the office of Consultant 87 This Agreement, including the Exhibits incorporated herein by reference, represents the entire agreement and understanding between the Parties as to the matters contained herein, and any prior negotiations, written proposals or verbal agreements relating to such matters are superseded by this Agreement Except as otherwise provided for herein, any amendment to this Agreement shall be in writing, approved by City and signed by City and Consultant 88 This Agreement shall be governed by and construed in accordance with the laws of the State of California 89 If one or more of the sentences, clauses, paragraphs or sections contained in this Agreement is declared invalid, void or unenforceable by a court of competent jurisdiction, the same shall be deemed severable from the remainder of this Agreement and shall not affect, impair or invalidate the remaining sentences, clauses, paragraphs or sections contained herein, unless to do so would deprive a Party of a material benefit of its bargain under this Agreement 11ca\djmlAg=ements\SDI Presence LLC PSA Agreement$99 275 doc 5 IN WITNESS WHEREOF, duly authorized representatives of City and Consultant have signed in confirmation of this Agreement. CITY OF REDLANDS SDI PRESENCE LLC By- l 1�� By- Paul Y-Paul W Foster, Mayor David Gupta, CEO Attest ei�ne Donaldson, City Clerk 1.1ca\djmlAgreementslSDI Presence LLC.PSA-Agreement$99,275.dm 6 Exhibit A - Scope of Services SDI Presence LLC will complete the activities and tasks described in the five Phases presented below, and will provide the deliverables described, as a part of the overall scope of services to be performed Phase 1 - initiate Activities and Tasks Deliverables Phase 1 1.1—Project Sponsor Planning Meeting 1.2—Work Plan Development ✓ Work Plan 1.3—Work Plan Review with Stakeholders ✓ Kickoff Meeting Presentation INITIATE 1A—Kickoff Meeting 1.1 Project Sponsor Planning Meeting TASK DESCRIPTION- SDI Presence LLC will meet on-site with the City's Project Sponsor and other key staff to complete a detailed review the scope of work, project timeline, deliverables, project status methods, project participants,and other items to ensure a well-planned project During this meeting,SDI Presence LLC will discuss the tools and templates that will be leveraged 1.2 Work Plan Development TASK DESCRIPTION SDI Presence LLC will publish a Work Plan that identifies the project approach, methods,tasks,activities, resources,schedule, budget, deliverables, issue and risk management,and major milestones DELIVERABLE. Draft Work Plan 1.3 Work Plan Review with Stakeholders TASK DESCRIPTION SDI Presence LLC will facilitate a meeting with the Project Stakeholder and key project staff to review and obtain feedback on proposed Work Plan The goal of this meeting will be to obtain consensus on the work plan and a commitment to support the work plan. DELIVERABLE Final Work Plan 1.4 Kickoff Meeting TASK DESCRIPTION. Since the project will have an enterprise-wide impact, it is important to proactively communicate with all impacted staff to ensure a clear understanding of project goals and objectives, roles and responsibilities, approach,tasks,and timeline. The Kickoff Meeting also provides the opportunity to introduce the SDI Presence LLC team to City staff and should involve senior level management and project sponsors to provide introduction of this City wide endeavor DELIVERABLE: Kickoff Meeting Presentation Phase 2 - Requirements Activities and Tasks Deliverables 21-Request and Review Documentation ✓ Documentation Request Listing 2.2-Conduct System Requirements Workshops ✓ Workflow Diagrams and Functional&operational Requirements Inventory 2.3-Document Functional Requirements 2.4-Dor Context Diagrams and Interface&Technical Requirements Inventory 2.5 Doctument Interfaces and Technical Requirements • V Data Conversion Requirements Inventory - ument Data Conversion Requirements ✓ 2.6-Develop Change Management Plan Change Management Plan 2.1 Request and Review.Documentation TASK DESCRIPTION. SDI Presence LLC understands that City staff has limited time to dedicate to this project Consequently, we will make all efforts to be as prepared as possible before asking for staff time To accomplish this, SDI Presence LLC will request documentation to familiarize ourselves with the current environment, processes, procedures, policies,transaction levels,organizational responsibilities, reports,technical documentation,etc It is not SDI Presence LLC's intent to create work for the staff with this task-if requested documentation doesn't exist,then it should not be created at this time DELIVERABLE: Documentation Request Listing 2.2 Conduct System Requirements Workshops TASK DESCRIPTION SDI Presence LLC will conduct in-person workshops with the City's functional subject matter experts in all City departments For the Finance Division interviews,the workshops will occur at a functional level (i a general ledger, budget,fixed assets, accounts receivable, inventory, purchasing, accounts payable, payroll,grant and project accounting,treasury, human resources, etc) For other City departments,a single workshop per department will provide the information necessary to complete an analysis of potential ERP applicability for those department functions In some cases,SDI Presence LLC may follow up the workshops requesting that staff demonstrate work practices The interviews will document current processes, practices, polices, and procedures related to the City's use of the ERP system The workshops will also explore unmet needs and focus on identifying new features and functions that can improve the existing operations SDI Presence LLC's approach to conducting the requirements workshops involves more than just gathering information from the City's subject matter experts It includes educating and/or collaborating with staff on best practices and how evolving technology capabilities (i a workflow, reporting, integration, dashboards,document management, etc)can be applied to the future environment. 2:3 Document Functional Requirements TASK DESCRIPTION SDI Presence LLC will utilize the information gathered during Task 2 2 above to document the City's existing and desired functional requirements so that potential vendors have a full understanding of the City's requirements This activity will include the development of workflow diagrams to document system processes DELIVERABLE, Workflow Diagrams and Functional &Operational Requirements Inventory 2.4 Document Interfaces and Technical Requirements y TASK DESCRIPTION SDI Presence LLC will identify potential required or desired interfaces or integration opportunities between the ERP system and other data repositories This helps ensure that an integration point or interface is not missed As part of this task,SDI Presence LLC will work with City staff to identify any interface standards that should be included in the RFP DELIVERABLE, Context Diagrams and Interface&Technical Requirements Inventory 2.5 Document Data Conversion Requirements mompffir I TASK DESCRIPTION SDI Presence LLC will document the City's desired data conversion and migration requirements so that potential vendors can include the costs and approach for completing the conversion in their proposals SDI Presence LLC will meet with the City's technical and business subject matter experts to identify and document data migration and conversion requirements SDI Presence LLC will provide consultation with regard to the pros and cons of the possible approaches/strategies and provide recommendations. DELIVERABLE Data Conversion Requirements Inventory 2.6 Develop Change Management Plan TASK DESCRIPTION Acknowledging and recognizing that change will be imminent when proceeding with a new ERP implementation,we recommend that the City adopt an OCM (Organizational Change Management) Plan to assist in resolving conflicting goals and objectives in the future These change requirements may result from the Initial discovery and requirements gathering sessions or be Identified further during Implementation of the selected solution Understanding and agreeing to change is a critical component to the successful implementation] of a project of this size, and having a Change Management Plan in place prior to starting prepares the city,departments and individuals for the impending business and process changes associated with the new solution It will be important for the City to be able to Identify and monitor organizational and individual change management needs and address them before they become Issues DELIVERABLE Change Management Plan Phase 3 - RFP Activities and Tasks ` Deliverables 3.1—Prepare Draft Request For Proposal ✓ Draft Request for Proposal 3.2—Review Draft RFP with Stakeholders ✓ Final Request for Proposal 3.3—Identify and Notify Potential Bidders 3.4—Develop Risk Management Plan ✓ Vendor Listing and Contact Information ✓ 3.5—Release Request For Proposal Risk Management Plan 3.1 Prepare Draft Request For Proposal TASK DESCRIPTION. SDI Presence LLC will prepare a draft RFP for review by the Project Stakeholders and other key staff if the City has an existing preferred RFP template,SDI Presence LLC will conduct a review and compare the City templates to SDI Presence LLCs proven ERP RFP template In addition, if necessary,SDI Presence LLC will meet with the City's purchasing and/or legal resources to verify RFP terms and conditions At a minimum,an RFP should include the following components: purpose and objectives, background,evaluation criteria and selection process,timeline,submission requirements (including forms and templates), RFP terms and conditions,current environment descriptions, business and operations metrics(i a number of employees, users,vendors, purchase orders,etc),functional requirements,technical requirements and standards,and pricing proposal submission requirements DELIVERABLE Draft Request For Proposal 3.2 Review Draft RFP with Stakeholders TASK DESCRIPTION- SDI Presence LLC recommends that the draft RFP be distributed to the Project Stakeholders and subject matter experts for careful review After the staff has had the opportunity to review the RFP,SDI Presence LLC will conduct a workshop to address any changes,questions, or concerns The workshop will provide an interactive forum to discuss the RFP content and to ensure a common understanding of the RFP content and upcoming procurement processes DELIVERABLE. Final Request For Proposal 3.3 Identify and Notify Potential Vendors TASK DESCRIPTION While online vendor portal sites provide a valuable channel for making an RFP publically available, SDI Presence LLC believes it is in the City's best interest to alert qualified vendors of the upcoming RFP release. SDI Presence LLC will compile a comprehensive list of public sector ERP solution vendors SDI Presence LLC will review the listing with the City and assist the City in creating a notification message that can be distributed via email Timely notification of the City's intent to release an RFP will help ensure the City attracts quality solution vendors and allow the vendors to be better prepared to provide a timely response DELIVERABLE- Vendor Listing and Contact Information 3.4 Develop Risk Management Plan TASK DESCRIPTION. SDI Presence LLC will develop a Project Risk Management Plan (RMP)that will describe the methods that the City will use to manage risks A risk is any potential problem that may interfere with the success of the project. Risks may affect project schedule, cost,scope, and/or quality The RMP establishes a proactive approach to Identifying and mitigating risks to minimize future problems or issues During the course of conducting the assessment and preparing the RFP,SDI Presence LLC will likely identify possible risks Some of the potential risks maybe limited to the procurement and selection efforts,while others will be associated with the subsequent implementation It is important that risks are captured in a format that supports ongoing monitoring and tracking and a means for resolution of the risks if encountered DELIVERABLE: Risk Management Plan 3.5 Release RFP TASK DESCRIPTION SDI Presence LLC will assist the City in preparing for and releasing the RFP As part of this task,SDI Presence LLC will create a tracking log of who has received an RFP Phase 4 - Select Activities and Tasks Deliverables 4.1-Address Vendor Questions 4.2-Prepare Evaluation Committee ✓ Vendor Question Responses 4.3-Conduct Initial Screening of Proposals ✓ Evaluation Scoring Methodology and Matrix Template Phase 4 4.4-AssistwithReviewand Scoring of Proposals / Evaluation Scoring Matrix Summary 4.5-Conduct Selection Workshop ✓ SWOT Summary of Vendor Finalists SELECT 4.6-Prepare for Proof of Capabilities(POC)Sessions ✓ POC Session Agenda and Scripts 4.7-Facilitate POC Sessions ✓ Reference Check and Site Visit Guidelines 4.8-Assist with Completion of Finalist(s)Due Diligence ✓ Vendor Selection Report 4.9-Prepare Vendor Selection Report 4.1 Address Vendor Questions TASK DESCRIPTION Release of a clear and well-structured RFP will dramatically reduce the number of vendor questions However, due to the complex nature of ERP procurements,the City should anticipate that vendors will submit questions that must be addressed to ensure quality proposals are received In this task,SDI Presence LLC will assist the City In responding to vendor questions DELIVERABLE- Vendor Question Responses 4.2 Prepare Evaluation.Committee TASK DESCRIPTION. SDI Presence LLC will work with the City to identify the evaluation team and prepare an evaluator's packet that includes clear description and direction of the evaluation methodology The packet will also include a scoring template to assist the evaluator In tabulating their results DELIVERABLE: Evaluation Scoring Methodology and Matrix Template 4.3 Conduct Initial Screening of Proposals TASK DESCRIPTION SDI Presence LLC will conduct a screening evaluation of all proposals to determine which vendors and proposals meet the mandatory RFP requirements and minimum qualifications. SDI Presence LLC will present the results of our screening evaluation to the City The City can use this information as a guide to determine which proposals require a detailed review 4.4 Assist with Review and Scoring of Proposals TASK DESCRIPTION. The evaluation team will review and rate the proposals according to the evaluation criteria In addition, SDI Presence LLC will review proposals to identify issues, concerns, questions, or clarifications that should be addressed,will provide this information to the evaluation team, and be available to the evaluators for consultation SDI Presence LLC will assist the City in arriving at a preliminary evaluation scoring matrix that identifies a short list of preferred vendors DELIVERABLE. Evaluation Scoring Matrix Summary 4.5 Conduct Selection Workshop TASK DESCRIPTION- SDI Presence LLC will facilitate a selection workshop with the City's proposal evaluation committee SDI Presence LLC will use a multi-step facilitation process that encourages evaluator participation and helps drive a consensus on the vendors that appear to be the best fit for the City. SDI Presence LLC will utilize a SWOT(Strengths;Weaknesses,Opportunities,Threats)tooi to assist with the workshop process DELIVERABLE- SWOT Summary of Vendor Finalists 4.6 Prepare for Proof-of-Capabilities(POC) TASK DESCRIPTION Conducting proof-of-capabilities (POC)sessions with short listed vendors are a key component of the selection process This provides the vendors with the opportunity to fully demonstrate their solutions using City provided demonstration scenarios and scripts As part of this task,SDI Presence LLC will develop the POC meeting agenda,scenarios,and scripts for the City review In addition,SDI Presence LLC can facilitate interaction between the City and the vendors to help ensure the vendor is adequately prepared to complete the POC. The POC provides valuable input into contract negotiations and helps clarify risk areas for special consideration DELIVERABLE. POC Session Agenda and Scripts 4.7 Facilitate POC Sessions TASK DESCRIPTION SDI Presence LLC will facilitate the POC sessions to keep vendors on schedule and ensure all POC scripts are completed At the conclusion of each vendor POC session, SDI Presence LLC will facilitate a debrief meeting with the evaluators to capture feedback and update the evaluation scoring matrix accordingly This information will be used in the final selection report. 4.8 Assist with Completion of Finalist(s) Due Diligence TASK DESCRIPTION. SDI Presence LLC will assist the City in planning for and completing reference checks and site visits SDI Presence LLC has templates available to the City to complete reference checks and site visits While SDI Presence LLC is available to conduct the reference checks, it has been our experience that these are best performed by City staff because of the information exchange and opportunity to further network Deliverable Reference Check and Site Visit Guidelines 4.9 Prepare Vendor Selection Report TASK DESCRIPTION- SDI Presence LLC will draft a final Selection Report that outlines the process followed and the results of the evaluation DELIVERABLE Vendor Selection Report Phase 5 - Negotiate Activities and Tasks I Deliverables 5.1—Research Prior Vendor Agreements 5.2—Conduct Initial Agreement Review ✓ Draft and Final Agreements with Vendor 5.3—Facilitate Negotiation Strategy Workshop ✓ City Council Agenda Documents NEGOTIATE 5 4—Conduct Negotiation Meetings 5.5—Obtain City Council Approval 5.1 Research Prior Vendor Agreements TASK DESCRIPTION, It is highly likely that the City will select a vendor that has recently implemented their solution with other public agencies This task focuses on identifying signed agreements with agencies that are of a similar size and complexity as they can provide a valuable source of information to help a City prepare for negotiations SDI Presence LLC will seek out and review available agreements The review will include evaluating terms and conditions, pricing, payment terms, milestones, and more The information gathered will be compared to that which was submitted with the RFP with the goal of identifying any gaps or more favorable terms and conditions 5.2 Conduct Initial Agreement Review TASK DESCRIPTION- SDI Presence LLC will perform a review and provide feedback of the proposed agreement templates Based on our experience,the City should expect multiple agreements (i e software licensing, maintenance and support, professional services,3rd party software, etc ) SDI Presence LLC will provide the City guidance and assistance on the review to help prepare for subsequent negotiations 5.3 Facilitate Negotiation Strategy Workshop TASK DESCRIPTION SDI Presence LLC will facilitate a workshop with key City staff to develop negotiation strategy The workshop will focus on outstanding issues and questions, as well as areas of high risk that need to be addressed. A well planned negotiation strategy reduces the negotiation timeline, reduces frustration among the parties, ensures the City presents a unified front, and reduces the risk that items will be overlooked 5.4 Conduct Negotiation Meetings TASK DESCRIPTION- SDI Presence LLC will assist the City in preparing for negotiation meetings and will attend to support the City staff If the City desires,SDI Presence LLC is available to facilitate the negotiation meetings SDI Presence LLC will take the lead in recording the minutes from the meetings to capture outstanding items, next steps, and critical dates DELIVERABLE. Draft and Final Agreements with Vendor 5.5 Obtain City Council Approval TASK DESCRIPTION SDI Presence LLC will be available to attend or participate in the City's presentation of the vendor agreements to City Council for approval DELIVERABLE City Council Agenda Documents Exhibit C — Project Costs and Hourly Rates SDI Presence LLC will perform the tasks and activities outlined in Exhibit A--Scope of Services on a time and materials basis Under this arrangement, SDI Presence LLC will bill the City based on actual hours worked up to the not-to-exceed price The resources being proposed for this engagement will be billed at an hourly rate of$175 In the table below,we identify the anticipated level of effort(hours)for each mayor phase and task Phase Resource Hours Hourly Cost Rate Patrick Griffin 18 $17500 $3,150 Phase 1- Initiate Cindy Abbott, PMP 4 $17500 $700 Richard Keyes, PMP 8 $175.00 $1,400 30 $5,250 AMIN Patrick Griffin 30 $17500 $5,250 Phase 2- Requirements I Cindy Abbott, PMP 120 $17500 $21,000 Richard Keyes, PMP 96 $17500 $16,800 246 $43,050 Patrick Griffin 16 $17500 $2,800 Phase 3-RFP I Cindy Abbott, PMP 16 $17500 $2,800 Richard Keyes, PMP 28 $175.00 $4,900 60 � $10,500 Patrick Griffin 28 $17500 $4,900 Phase 4-Select Cindy Abbott, PMP 56 $17500 $9,800 Richard Keyes, PMP 102 $17500 $17,850 186 y� $32,550 Patrick Griffin 21 $17500 $3,675 Phase 5- Negotiate I Cindy Abbott, PMP 0 $17500 $0 Richard Keyes, PMP 10 $17500 $1,750 31 $5,425 Sub-Total Project Hours 553 $17500 $96,775 Not-to-Exceed Travel $2,500 Total Project Cost $99,275 Travel Costs The only anticipated costs associated with travel will be mileage costs to and from the Orange County/ LA area Mileage will be billed at the current Federal government rate,and SDI Presence LLC agrees to a not-to-exceed travel budget of$2,500 SDI Presence LLC does not bill for travel time EXHIBIT "D" WORKERS' COMPENSATION INSURANCE CERTIFICATION Every employer, except the State, shall secure the payment of compensation in one or more of the following ways (a) By being Insured against liability to pay compensation by one or more insurers duly authorized to write compensation insurance in this State (b) By securing from the Director of Industrial Relations, a certificate of consent to self-insure, either as an individual employer, or as one employer in a group of employers, which may be given upon furnishing proof satisfactory to the Director of Industrial Relations of ability to self-insure and to pay any compensation that may become due to his or her employees CHECK ONE I am aware of the provisions of Section 3700 of the Labor Code which requires every employer to be Insured against liability for Workers' Compensation or to undertake self- insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of the work and activities required or permitted under this Agreement (Labor Code §1861) I affirm that at all tunes, in performing the work and activities required or permitted under this Agreement, I shall not employ any person in any manner such that I become subject to the workers' compensation laws of California However, at any time, if I employ any person such that I become subject to the workers' compensation laws of California, Immediately I shall provide the City with a certificate of consent to self-insure, or a certification of workers' compensation insurance I certify under penalty of pei3ury under the laws of the State of California that the information and representations made in this certificate are true and correct SDI PRESENCE LLC Date- ' t Z U l By L) David Gupta, CEO 1•Icaldjm\Agreements\SDI Presence LLC.PSA Agreement$99,275.dm15