HomeMy WebLinkAboutContract 33247 CIT
ON TR %ARY MAXIMUS
SERVICES AGREEMENT
This Services Agreement ("Agreement") is effective as of the 21st day of February,
2006 ("Effective Date"), by and between the City of Fort Worth, Texas (hereinafter
referred to as "Client") and MAXIMUS, Inc. (hereinafter referred to as "MAXIMUS") with
reference to the following:
WHEREAS, Client requires an organizational and operational review of its Finance
Department; and
WHEREAS, MAXIMUS has the requisite experience and expertise and is willing to
provide such services.
NOW, THEREFORE, in consideration of the mutual terms, conditions and covenants
set forth herein, the parties agree as follows:
1. SCOPE OF SERVICES
Client hereby engages MAXIMUS to perform the services as described Exhibit A, Scope
of Services. During the term of this Agreement Client may request changes in the
Scope of Services. Any such change, including any increase or decrease in the amount
of MAXIMUS' compensation, requires the mutual agreement of the parties and shall be
effective when incorporated by written amendment to this Agreement.
2. COMPENSATION AND METHOD OF PAYMENT
Client agrees that compensation and method of payment to MAXIMUS shall be
according to Exhibit B, Cost and Fee Schedule.
MAXIMUS shall submit monthly invoices to the Client in sufficient detail to support the
services provided during the previous month. Client agrees to pay those invoices within
thirty (30) days of receipt. In the event the Client disputes a portion of an invoice, the
Client agrees to pay the undisputed portion of the invoice within thirty (30) days of
receipt and to provide MAXIMUS a detailed statement of the Client's position on the
disputed portion of the invoice within thirty (30) days of receipt. Client's failure to pay
any amount of an invoice that is not the subject of a good-faith dispute within thirty (30)
days of receipt shall entitled MAXIMUS to charge interest on the overdue portion at the
lower of 1.5% per month or the highest rate permitted by law.
3. TERM OF CONTRACT
This Agreement shall commence as of the Effective Date and shall terminate upon
client acceptance of the Final Report and not later than May 31, 2006.
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Standard Services Contract 6-04
4. RESPONSIBILITIES
A. The parties understand and agree that the Client is providing certain personnel
resources and facilities to MAXIMUS in connection with selected tasks under this
Agreement and MAXIMUS is relying on the availability of such resources. The Client
shall provide these resources in a timely manner and represents that the personnel
resources are appropriately qualified and capable of performing the assigned tasks.
B. MAXIMUS shall document all costs by maintaining complete and accurate
records of all financial transactions associated with this Agreement, including, but not
limited to, invoices and other official documentation which sufficiently support all
charges under this Agreement.
C. MAXIMUS shall retain financial, programmatic, client data and other service
records for three (3) years from the date services are completed.
5. RIGHTS IN DATA
Client shall have a perpetual, nontransferable, paid-up right and license for purposes of
its internal business to use, copy, modify and prepare derivative works of the deliverable
items developed by MAXIMUS in the course of the services pursuant to this Agreement,
whether jointly or individually, subject to the Confidentiality provisions of this Agreement.
6. INDEPENDENT CONTRACTORS
A. This Agreement shall not constitute, create, or otherwise imply an employment,
joint venture, partnership, agency or similar arrangement, and nothing contained herein
shall be construed as providing for the sharing of profits or losses arising from the
efforts of either or both of the parties hereto. Each party to this Agreement shall act as
an independent contractor, and neither party shall have the power to act for or bind the
other party except as expressly provided for herein. MAXIMUS assumes sole
responsibility for determining the manner and means of performance hereunder.
B. MAXIMUS and its employees shall not be eligible for any benefit available to
employees of Client, including, but not limited to, workers compensation insurance,
state disability insurance, unemployment insurance, group health and life insurance,
vacation pay, sick pay, severance pay, bonus pians, pension plans, savings plans and
the like.
C. No income, social security, state disability or other federal or state payroll tax
shall be deducted from payments made to MAXIMUS under this Agreement. MAXIMUS
agrees to pay all state and federal income taxes and other levies and charges as they
become due on account of monies paid to MAXIMUS hereunder, and to defend,
indemnify and hold Client harmless from and against any and all liability resulting from - —any failure to do so.
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D. MAXIMUS' services shall be exempt from State sales, use or similar taxes.
However, in the event any such taxes are applicable to this contract, such taxes shall be
treated as a reimbursable business expense under the terms of this Agreement.
E. MAXIMUS may provide services to others during the same period MAXIMUS
provides service to Client under this Agreement.
7. TERMINATION FOR CONVENIENCE OR FISCAL FUNDING LIMITATION
A. Client may terminate this Agreement for its convenience at any time by giving at
least thirty days notice in writing to MAXIMUS. In the event of termination pursuant to
this paragraph, MAXIMUS shall be entitled to receive payment for all work completed or
in progress, and for costs reasonably incurred to close out its services. Compensation is
to include fees, expenses, and liabilities to subconsultants or other third parties.
Consultant will make reasonable attempts to cancel all such liabilities in order to
mitigate the cost to Client. If this Agreement is terminated due to the fault of MAXIMUS,
paragraph 8 hereof relative to termination shall apply.
B. This Agreement may be terminated by the Client if all or part of applicable funding
becomes unavailable to Client. If applicable funding is reduced, Client may either cancel
this Agreement or offer a contract amendment reflecting the reduced funding. If this
Agreement is cancelled, Client agrees to reimburse MAXIMUS for all expenditures
made in good faith that are unpaid at the time of termination, including all work products
completed or in-process, and for the time required to discontinue onsite activities in an
orderly manner, not to exceed the maximum amount payable under this Agreement.
8. TERMINATION FOR DEFAULT
Either party shall have the right to terminate this Agreement if the other party is in
default of any obligation hereunder and such default is not cured within thirty (30) days
of receipt of a written notice specifying such default. In the event of such a termination,
Client shall reimburse MAXIMUS for all work completed to such termination.
9. LIMITATION OF LIABILITY
In no event shall MAXIMUS be liable for special, indirect, incidental, economic,
consequential or punitive damages, even if MAXIMUS has been advised of the
likelihood of such damages. Client agrees that MAXIMUS total liability to Client or any
third party for any and all damages whatsoever arising out of or in any way related to
this Agreement from any cause, including but not limited to contract liability or
MAXIMUS negligence, errors, omissions, strict liability, breach of contract or breach of
warranty shall not, in the aggregate, exceed four times the fees paid to MAXIMUS
hereunder. _{
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10. INSURANCE
MAXIMUS shall maintain the following insurance during the term of this Agreement:
A. Worker's Compensation and Employer's Liability Insurance in accordance with
applicable law.
B. Commercial General Liability Insurance on a per occurrence basis with limits of
liability not less than $1,000,000 per occurrence and aggregate combined single limit,
Personal Injury, Bodily Injury and Property Damage.
C. Automobile Liability Insurance with limits of liability of not less than $1,000,000
per occurrence combined single limit including Bodily Injury and Property Damage.
Coverage shall include all owned vehicles, all non-owned vehicles, and all hired
vehicles.
D. Professional Errors and Omissions Insurance which shall include Consultant's
Computer Errors and Omissions Coverage, with limits not less than $1,000,000 per
claim and in the aggregate.
11. INDEMNIFICATION
MAXIMUS agrees to defend, indemnify and hold harmless Client and its officials, agents
and employees from and against third party claims, actions, suits or proceedings
brought against said parties to the extent caused by the negligent act, error, or omission
of MAXIMUS or anyone for whom it is legally liable in the performance of services
hereunder. MAXIMUS is not required hereunder to defend, indemnify and hold harmless
Client from liability resulting from its negligence or wrongful acts. The indemnity required
hereunder shall not be limited by reason of the specification of any particular insurance
coverage in this Agreement.
12. NON-SOLICITATION
The parties agree that, during the term of this Agreement and for a period of one year
from the termination of this Agreement, neither party will solicit for employment any
employees of the other party or its affiliates who were involved in the performance or
direct oversight of this Agreement without the prior written consent of such party.
13. COMPLIANCE WITH LAW
A. In rendering services under this Agreement, MAXIMUS shall comply with all
applicable federal, state and local laws, rules and regulations pertaining to equal
employment opportunity and shall not discriminate based on age, ancestry, colors__._ -
gender, marital status, medical condition, national origin, physical or mental disa ilftyr
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race, religion or sexual orientation.
B. MAXIMUS will comply with all applicable federal, state and local laws, rules and
regulations regarding the maintenance of a drug-free workplace.
14. CONFIDENTIALITY
MAXIMUS agrees that all information disclosed by the Client to MAXIMUS shall be held
in confidence and used only in performance under this Agreement. MAXIMUS shall
exercise the same standard of care to protect such information as is used to protect its
own proprietary or trade secret information.
Client understands and agrees that it may have access to confidential or proprietary
information, processes or documentation owned or controlled by MAXIMUS. Client
understands and agrees that disclosure or use of such information, processes or
documentation may violate MAXIMUS' trademarks, copyrights or other proprietary
rights. Client agrees to exercise reasonable standards of care to protect such
information, processes or documentation.
15. INSPECTION
Authorized representatives of Client may inspect or audit MAXIMUS' performance and
records pertaining to this Agreement at the MAXIMUS business office during normal
business hours.
16. ASSIGNMENT
Neither party shall assign or transfer this Agreement nor any duties or obligations
hereunder without the prior written approval of the other party.
17. NOTICES
All notices under the Agreement will be in writing and will be delivered by personal
service, facsimile or certified mail, postage prepaid, or overnight courier to such address
as may be designated from time to time by the relevant party, which initially shall be the
address set forth below:
CLIENT MAXIMUS
City of Fort Worth David W. Eisenlohr
1000 Throckmorton Street Sr. Vice President
Fort Worth, TX 76102 13601 Preston Road, Suite 201 E
Attn: James R. Keyes Dallas, TX 75240
Any notice sent by certified mail will be deemed to have been given five (5) days after
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the date on which it is mailed. All other notices will be deemed given when received. No
objection may be made to the manner of delivery of any notice actually received in
writing by an authorized agent of a party.
18. GOVERNING LAW/VENUE
If any action, whether real or asserted, at law or in equity, arises on the basis of any
provision of this Agreement, venue for such action shall lie in state courts located in
Tarrant County, Texas or the United States District Court for the Northern District of
Texas — Fort Worth Division. This Agreement shall be construed in accordance with the
laws of the State of Texas.
19. SURVIVAL
Notwithstanding the expiration or early termination of this Agreement, the provisions
hereof pertaining to Confidentiality and Non-Solicitation shall survive.
20. SEVERABILITY
If any provision of the Agreement is held by a court of competent jurisdiction to be
invalid, void or unenforceable, the remaining provisions shall nevertheless continue in
full force without being impaired or invalidated in any manner.
21. FORCE MAJEURE
Neither party shall be liable hereunder by reason of any failure or delay in the
performance of its obligations hereunder (except for the payment of money) on account
of strikes, shortages, riots, insurrection, fires, flood, storm, explosions, earthquakes,
acts of God, war, governmental action, labor conditions, material shortages or any other
cause which is beyond the reasonable control of such party.
22. WAIVER
No provision of the Agreement may be waived unless in writing, signed by both of the
parties hereto. Waiver of a breach of any provision of the Agreement shall not operate
or be construed as a waiver of any subsequent breach of such provision, nor shall a
waiver of any one provision of the Agreement be deemed to be a waiver of any other
provision.
23. AMENDMENTS, SUPPLEMENTS
The Agreement may be amended or supplemented only by the mutual written consent
of the parties' authorized representatives.
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24. BINDING EFFECT, BENEFITS
The Agreement shall inure to the benefit of and be binding upon the parties hereto and
their respective successors and assigns. Notwithstanding anything contained in the
Agreement to the contrary, nothing in the Agreement, expressed or implied, is intended
to confer on any person other than the parties hereto or their respective successors and
assigns, any rights, remedies, obligations or liabilities under or by reason of the
Agreement.
25. HEADINGS
The Section headings in the Agreement are inserted only as a matter of convenience,
and in no way define, limit, or extend or interpret the scope of the Agreement or of any
particular Article or Section.
26. AUTHORIZATION
Each of the parties represents and warrants that the Agreement is a valid and binding
obligation enforceable against it and that the representative executing the Agreement is
duly authorized and empowered to sign the Agreement.
27. COUNTERPARTS
The Agreement may be executed simultaneously in two or more counterparts, each of
which shall be deemed an original, but all of which together shall constitute one and the
same instrument.
28. ENTIRE AGREEMENT
The Agreement and any schedules and exhibits thereto contain the entire agreement
and understanding of the parties with respect to the subject matter hereof, and
supersedes and replaces any and all prior discussions, representations and
understandings, whether oral or written.
29. MINORITY and WOMEN BUSINESS ENTERPRISE (M/WBE) PARTICIPATION
In accord with City of Fort Worth Ordinance No. 15530, the City has goals for the
participation of minority business enterprises and woman business enterprises in City
contracts. MAXIMUS acknowledges the M/WBE goal established for this contract and
its commitment to meet that goal. Any misrepresentation of facts (other than a negligent
misrepresentation) and/or the commission of fraud by MAXIMUS may result in the
termination of this agreement and debarment from participating in City contracts for a
period of time of not less than three (3) years.
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IN WITNESS WHEREOF, the parties have executed this Agreement through their duly
authorized representatives. f
M US Client
By: David W. Eisenlo r By: Richard Zavala
Title: Senior Vice President Title: Acting Assistant City Manager
ATTEST: -
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APPROVED AS TO FORM AND
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EXHIBIT A
SCOPE OF SERVICES
Project Scope
The project includes an operational review of the core functions of the Fort Worth Finance Department.
For purposes of this review,"core functions"are defined as the principal transactional processes and
workflow intensive activities of the department. These generally include the Accounting, Purchasing,
Financial Systems and Administrative units of the Department,along with selected aspects of the
Treasury function.Although included within the scope of the review,there will be a less intensive
examination of the Risk Management,Records Management and some aspects of Treasury operations.
The operations review will be conducted in an interactive,collaborative and transparent manner,with
substantial involvement and participation by members of the Department at all levels.
Project Work Plan
STAGE 1 —SCAN
Task 1: Conduct Project Kickoff Meeting
• Meet with the City's designated project manager to review,refine and confirm the project plan and to
establish a shared understanding of the project's objectives,timing and deliverables.
• Establish protocols for project quality control and communication.
• Establish a roster of key contacts for data collection,interviewing,focus groups and other on-site
activities.
Task 2: Complete Entry Interviews and Preliminary Data Gathering
• Complete an initial scan of the City's finance organization,process and customer concerns
• Interview select city and finance managers to discuss strengths and weaknesses of City finance and
accounting service standards and delivery mechanisms,along with supporting technologies.
• Prepare and review an initial listing of data requirements.
STAGE 2—UNDERSTAND
Task 1 —Conduct Finance Department Interviews
• Collect and review data and information regarding Finance Department operations, services and
activities.
• Schedule and conduct confidential interviews with a number of City personnel,both within the
Finance Department and selected customer departments,both at the executive management and
service delivery levels,regarding the organization,structure,and volume of work;the business
processes used to the accomplish work of the Finance Department; supervisory relationships;
performance management;and perceived strengths and weaknesses of the Department,an the_
required necessary training,skills and knowledge of Finance staff. = _
Task 2 -Complete an"As-Is"functional assessment
• Administer questionnaires to members of the Finance staff and collect estimates of evels of effort
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allocated to the principal functions of the Finance Department.
• Map current activities and levels of effort to a standardized analytical model to assess the current
levels of effort in each of the broad areas considered in the framework.
Task 3-Complete proactive data analysis and control environment review
• Working with Webb Watch Corporation's Proactive Detection Techniques data analysis
methodology,work with the City's leadership team, including finance,to conduct a series of
automated data analyses to help identify areas of potential integrity risk and/or control environment
weaknesses.
Task 4-Conduct focus groups with Finance Department Staff and Customers
• Conduct two separate focus groups,including the Finance Department staff and representatives of
the customer organizations within the City government,to evaluate the relative importance of each to
the City's long term strategic success and the level of performance or satisfaction with current
financial transaction services provided.
• Compare and contrast the results of the Finance staff focus group and the customer focus group and
summarize results.
Task 5: Conduct Best Management Practices Diagnostic
• Assemble a set of best management practices that relate to the financial management and accounting
business processes and the practices of the Fort Worth Finance Department.
• Using the process documentation developed in the previous task,along with the information derived
through our interviews and data gathering,assess accounting and other financial processes in light of
those best management practices and standards.
• Summarize results and provide recommendations and suggestions for improvements.The analysis
will include both quantitative and qualitative performance evaluation.
Task 6: Prepare, Deliver and Discuss a Diagnostic Issues Report
• Prepare and review a Diagnostic Issues Report summarizing project activity to date including the
best management practice analyses and those issue areas with the most significance for analysis in
the subsequent study stage.
• For each identified issues,summarize the issue,indicate the basis for our conclusion that the issue
needs to be addressed further,and as appropriate provide comments about additional analysis
necessary to substantiate or to reject the issue.
• The Diagnostic Issues Report is intended as an internal discussion document and will be prepared in
a summary,bulleted list presentation format.
• Based on any input received,revise the document to address comments and questions which arise
from the City staff review.
STAGE 3—RECOMMEND
• Apply analytical techniques as necessary and appropriate based on the results of the previous study
stage.These may include:
— Technique 1 Business Process Analysis
— Technique 2: Work Volume Analysis
— Technique 3: Organizational Analysis
• Prepare and review an outline of our analytical conclusions and business process improvement
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recommendations and will review this high level summary with your project team before proceeding
with the actual drafting of final report documents for publication.
STAGE 4-EXECUTE
Task 1: Identify strategic gaps and prioritize improvement opportunities
• Identify any organizational,business process and/or other performance gaps found through the
analysis.
• Assess identified gaps and opportunities in terms of both their impact-and the relative ease of
implementation to develop a set of immediate,mid-term and long-term improvement priorities.
Task 2: Prepare and Discuss a Draft Report
• Using the Diagnostic Issues Report as a structural outline,re-state and describe each identified
issuelopportunity and the analytical techniques used to address it.
• Provide a set of process and organizational improvement recommendations and prepare an estimated
fiscal impact and cost-benefit assessment relating to each recommendation.
• Submit the report in draft form to the City's project team.
• Meet with appropriate City and departmental leaders to review and explain the draft
recommendations and their analytical basis.
Task 3: Prepare and Present a Final Report and Implementation Plan
• Prepare and deliver a final report which addresses comments and questions received during the
review of the draft.
• Finalize recommendations for an implementation plan based on the final recommendations.The
implementation plan will suggest priorities for implementation,recommend assignment of
responsibilities,provide suggested time frames,and recommend performance measures to be used by
the City to determine if the expected results are achieved.
• Conduct up to three presentations of the final report:
— Finance Department Leadership
— City Manager's Office and staff
— City Council summary presentation
Task 4: Conduct an Implementation Workshop
• Organize,present and facilitate an implementation workshop for the key participants in the financial
management and accounting processes.The implementation workshop will focus on the practical
implications of the proposed process and organizational improvements,will help to establish a
shared and common understanding of the purpose and intent of each recommendation and will
establish accountability for the success of the implementation.
Task 5: Conduct an Implementation Progress Review(Optional)
Approximately 6-9 months following acceptance of the final report,at the City's option and for a nominal
additional fee,the MAXIMUS team can return for an implementation progress review. In this step,we will
seek to understand and document the actual results of the new business model and,as necessary,to develop
refinements and improvements based on the City's experience with the new process and organization.
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EXHIBIT B
COST AND FEE SCHEDULE
Total Fixed Fee
The total fixed fee for completion of the project is $74,305. This fee is inclusive of all
professional fees and expenses.
Payment Terms
Client agrees to pay monthly progress payments upon submittal of an invoice for services
rendered. Monthly invoices will be prepared and submitted in sufficient detail to support the
services provided during the previous month in a form reasonably required by Client.
Assumptions
Our pricing is based upon a standard set of business assumptions, as follows:
1. The City of Fort Worth will create a project Steering Committee with the authority to
make project related decisions and to provide policy guidance throughout the study. At a
minimum the Steering Committee will include the City Manager, Assistant City Manager
and the Finance Director.
2. A client Project Manager will be assigned for the duration of the engagement. This
individual will assist the team with the assembly of necessary background information,
facilitation of interview and focus group sessions, scheduling of Steering Committee
meetings and for coordinating client review of draft, interim and final deliverables.
3. The MAXIMUS team is entitled to rely on all the information, directions, instructions,
decisions and approvals provided by designated client engagement team members.
4. The project team will have reasonable access to City personnel to help ensure the
satisfaction of engagement requirements.
5. The City will furnish requested data from the various automated financial,procurement,
payroll and related ancillary systems, in a format acceptable to the project team to allow
for the completion of Webb Watch Corporations proactive data collection technique used
as an integral part of the internal controls assessment.
6. Client representatives will provide timely consideration and approval or rejection of
recommendations and will make timely decisions and provide issue resolution as needed.
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22/06 12 Forth Worth Finance Departrr,nt � °�ie ' .;•°
7. As required, client will provide or arrange for appropriate on-site facilities, audio visual
support and minimal clerical support for the coordination, scheduling and conduct of
interviews, focus groups,team meetings and the like.
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Page 1 of 2
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 1/24/2006 - Ordinance No. 16788-1-2006
DATE: Tuesday, January 24, 2006
LOG NAME: 130P REVIEW REFERENCE NO.: C-21269
SUBJECT:
Adopt Appropriation Ordinance and Authorize an Agreement with Maximus, Inc., to Assist with an
Operational Review of the Finance Department
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize an agreement with Maximus, Inc., for consulting services to assist with an operational review
of the Finance Department;
2. Authorize payment for services to Maximus, Inc., in an amount not to exceed $74,305.00; and
3. Adopt the attached appropriation ordinance increasing appropriations in the General Fund by
$74,305.00 and decreasing the unreserved, undesignated General Fund fund balance by the same amount.
DISCUSSION:
In several management letters, KPMG, the City's previous independent auditor, recommended that "staffing
levels [in the Finance Department] be reviewed to determine whether the City has the appropriate number
of properly qualified personnel in place to provide for accurate and timely closing of the City's accounting
records and preparation of annual financial reports." In response to those recommendations and the
problems encountered with preparing the FY2004 Annual Financial Report, a Request for Proposals (RFP)
was issued to engage a consultant to review the staff levels and capabilities in the Finance Department, the
reconciliation procedures and internal controls and the core financial systems and processes.
BID ADVERTISEMENT - The RFP was advertised in the Commercial Recorder on November 23 and
December 15, 2005.
Seven firms responded to the RFP. A staff committee evaluated the proposals and selected Maximus, Inc.,
for the engagement. Maximus, Inc., is a national consulting firm, with a Dallas office, dedicated to serving
state and local governments.
It is expected that the project will take 16-18 weeks to complete. A report will be made to the Council at the
completion of the project.
M/WBE - Maximus, Inc., is in compliance with the City's M/WBE Ordinance by committing to 6% M/WBE
participation. The City's goal on this project is 5%.
http://www.cfwnet.org/council_packet/Reports/mc_print.asp 3/6/2006
Page 2 of 2
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that upon approval of the above recommendations and adoption of the
supplemental appropriation ordinance, funds will be available in the current operating budget, as
appropriated, of the General Fund. The unaudited, unreserved, undesignated General Fund fund balance
will be $43,568,870.
TO Fund/Account/Centers FROM Fund/Account/Centers
GG01 539120 0131010 $74,305.00 GG01 539120 0131010 $74,305.00
Submitted for City Manager's Office b Richard Zavala (Acting) (6222)
Originating Department Head: Jim Keyes (8517)
Additional Information Contact: Jim Keyes (8517)
http://www.cfwnet.org/council_packet/Reports/mc_print.asp 3/6/2006