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HomeMy WebLinkAboutContract 43436-A11 CSC No.43436-All AMENDMENT NO. 11 TO CITY SECRETARY CONTRACT NO. 43436 PROFESSIONAL SERVICES AGREEMENT STA CONSULTING WHEREAS, the City of Fort Worth (hereafter "City") and International Consulting Acquisition Corp dba STA Consulting, (hereafter "STA"), collectively the "parties," entered into City of Fort Worth City Secretary Contract ("CSC") No. 43436, (hereafter "Agreement") which was authorized by the City Council by M&C C-25670 on July 26, 2012; and WHEREAS, the City has embarked upon a business and technology transformation initiative to replace its current collection of legacy financial and administrative information systems with an integrated enterprise solution (commonly known as an Enterprise Resource Planning or ERP System); and WHEREAS, the City has engaged the services of STA to provide expert guidance, oversight, recommendations and planning assistance to the City in the management and execution of this strategic initiative; and WHEREAS, STA will serve as the City's Principal ERP Consultant for the full ERP project lifecycle from initiation to the implementation of an ERP system and initial project closeout; and WHEREAS,the agreement was amended on or about April 18, 2016, via CSC 43436-A1 to extend the timeline of support and increase Compensation by$1,788,836.00; and WHEREAS,the agreement was further amended on or about December 16,2016,via CSC 43436-A2 to further extend the timeline support and include post-go-live support, add financial modules and upgrade the ERP system and increase Compensation by$907,718.00; and WHEREAS, the agreement was further amended on or about October 21, 2017, via CSC 43436-A3 to include additional post-go-live support and implementation assistance and increase Compensation by$882,000.00; WHEREAS,the agreement was further amended on or about June 19,2018,via CC 43436- A4 to include Robotic Process Automation(RPA)Production Pilot and increase Compensation by $87,000.00; and WHEREAS,the agreement was further amended on or about June 29,2018,via CC 43436- A5 to include additional implementation advisory services and project delivery assistance and increase Compensation by$486,580.00; and OFFICIAL RECORD CFW/STA Amendment No. 11 to CSC No.43436 CITY SECRETARY Pagel of24 FT. WORTH, TX WHEREAS, the agreement was further amended on or about February 12, 2019, via CC 43436-A6 to include additional implementation advisory services and project delivery assistance and increase Compensation by$224,100.00; WHEREAS, the agreement was further amended on or about June 28, 2019, via CC 43436-A7 to include system support and project delivery assistance and Robotic Process Automation (RPA)by$340,400.00; WHEREAS,the agreement was further amended on or about December 12, 2019, via CC 43436-A8 to include additional implementation advisory services and project delivery assistance and increase Compensation by$323,125.00; WHEREAS, the agreement was further amended on or about June 30, 2020, via CC 43436-A9 to extend the timeline of system support and allow for annual renewals of the Automation Anywhere platform; WHEREAS, the agreement was further amended on or about August 7, 2020, via CC 43436-A10 to include additional implementation advisory services and project delivery assistance, increasing the total compensation to $10,114,501.00; and WHEREAS, the parties wish to amend the Agreement to include extend the timeline of system support and project delivery assistance for the City's Enterprise Resource Planning System. NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the City and Consultant agree as follows: 1. The Agreement is hereby amended to add "Exhibit B-11," Major Task Areas, to include project kickoff and data collection, current state discovery and analysis, benchmarks and demonstrations, and business case and roadmap services beginning upon execution of the Amendment, continuing until December 31, 2021. "Exhibit B-11" is attached hereto and incorporated into the Agreement for all purposes. 2. The Agreement is hereby amended to add "Exhibit C-11," Payment Schedule, which amends the Agreement to include projected payments for this Agreement. "Exhibit C-11" is attached hereto and incorporated into the Agreement for all purposes. 3. All other provisions of the Agreement that are not expressly amended herein shall remain in full force and effect. CFW/STA Amendment No. 11 to CSC No.43436 Page 2 of 24 [SIGNATURE PAGE FOLLOWS] CITY OF FORT WORTH: CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person By: Valerie Washington(Nov 17,202015:39 CST) responsible for the monitoring and administration Name: Valerie Washington of this contract, including ensuring all Title: Assistant City Manager performance and reporting requirements. z2aw �� APPROVAL RECOMMENDED: By: David zefter(Noyff,202010:08 CST) K Name: David Zellmer By: Title: Interim Assistant Director, IT Solutions Name: Kevin Gunn Title: Director, IT Solutions APPROVED AS TO FORM AND LEGALITY: 0/1 ATTEST: By: JB Strong(Nov 1 02013:56 CST) ��,�;�,�,,ti��� Name: John B. Strong By: -Q �� Title: Assistant City Attorney Name: Mary J. Kayser Title: City Secretary 'C'000000Rr a a 0oa� CONTRACT AUTHORIZATION: �tio °o9�dd M&C: 19-0362 o o=a° Date Approved: 12/03/2019 PPS 0 0 d °000000°° a watt nEXASoQp Form 1295 Certification No.: 2019-556879 STA Consulting: By: Nathan L.Frey(Nov 12,202(r09:41 CST) Name: Nathan Frey Title: Partner OFFICIAL RECORD CFW/STA Amendment No. 11 to CSC No.43436 CITY SECRETARY Page 3 of24 FT. WORTH, TX EXHIBIT B-11 MAJOR TASK AREAS Task Area Start End Advisory Services 1. Project Kickoff and Data Collection • Finalize Project Team, Scope and Logistics • Issue Data Request • Review and collect operational/metric data (central sources) Nov 2020 Dec 2020 • Review and collect operating cost/budget data (central sources) • Develop current state base case financials 2. Current State Discovery &Analysis • Analyze operational and financial data • Identify and fill any data gaps • Conduct payroll discovery& provide market overview Nov 2020 Dec 2020 • Prepare for provider intros &demos • Identify special impacts (e.g., change to employee size burning platforms, timing considerations 3. Benchmarks and Demos • Conduct M21VI benchmark analysis • Identify potential and best-fit payroll scope and corresponding providers • Conduct provider intros and demos • Review preliminary benchmark results and findings and make Jan 2021 Feb 2021 final updates • Conduct visioning session to review benchmarks, demo observations, and delivery model variations • Identify 2-3 alternatives for business case modeling 4. Business Case and Roadmap • Identify staffing impact by scenario • Complete business case models for future state alternatives • Facilitate discussions on next steps including business case and go-to-market strategy Jan 2021 Feb 2021 • Draft sourcing and transition roadmap, including timeline and resources • Develop and present final management presentation CFW/STA Amendment No. 11 to CSC No.43436 Page 4 of 24 EXHIBIT C-11 PAYMENT SCHEDULE Projected Projected Month Payment Payment Amount Date Nov-20 $ 30,000 Dec-20 Jan 21 $ 45,000 Feb-21 Feb-21 $ 20,000 Mar-21 $ 95,000 CFW/STA Amendment No. 11 to CSC No.43436 Page 5 of 24 EXHIBIT D-11 PROPOSAL ISG", PROPOSAL Presented to: FORTWORTH. ISG proposal for: Payroll Sourcing Assessment October 22, 2020 imagine your _o Client Confidential.©2020 Inform ation Services Group,Inc.All Rights Reserved CFW/STA Amendment No. 11 to CSC No.43436 Page 6 of 24 EXHIBIT D-11 PROPOSAL ISG PROPOSAL Payroll Sourcing Assessment 1SG City of Fart Worth Octoher 16,2020 Copyright©202C,Information Services Group,Inc.All Rights Reserved. No part of this document may be reproduced in any form or by any electronic or mechanical means, including information storage and retrieval devices or systems,without prior written permission from Information Services Group,Inc. Table of Contents 1 EXECUTIVE SUMMARY.....................................................................................................................................1 1.1 Solution Approach ......................................................................................................................1 2 SCOPE OF SERVICES.........................................................................................................................................3 2.1 Project kickoff and Data Collection(Weeks 1-2)...........................................................................3 2.2 Current State Discovery and Analysis(Weeks 2-3).......................................................................4 2.3 Benchmarks and Demos(Weeks 4-7)............................................................................................5 2.4 Business Case and Final Results(Weeks 8-9)................................................................................6 3 PROJECT STAFFING AND TIMELINE...............................................................................................................7 3.1 Project Staffing—ISG...................................................................................................................7 3.2 Project Staffing—City of Fart Worth.............................................................................................8 3.3 Timeline.....................................................................................................................................8 4 FINANCIAL PROPOSAL.....................................................................................................................................B 4.1 Proposal Assumptions...................................................................................................................14 4.2 Change Control ........................................................................................................................10 5 APPENDIX A—ABOUT ISG............................................................................................................................10 ISGServices..............................................................................................................................................11 MR/Business Operations Practice...........................................................................................................11 Key❑ifferentiators.....................................................................................................................................12 6 APPENDIX B—ADVISOR RESOURCES(BIOS).............................................................................................14 Client Confidential_®2020 Information services Group,Inc.All Rights Reserved CFW/STA Amendment No. 11 to CSC No.43436 Page 7 of 24 EXHIBIT D-11 PROPOSAL ISG PROPOSAL Payroll Sourcing Assessment 1SG City of Fart Worth Clclaher 16,2020 1 Executive Summary Information Services Group(ISG)is pleased to submit this proposal to City of Fort Worth for a Payroll Sourcing Assessment.We appreciate this opportunity to provide such support,and want to affirm ISG's commitment to this project,leveraging our resources,market data and unparalleled experience to help City of Fort Worth achieve its strategic objectives. The City of Fort Worth provides payroll services to an estimated 7,000 employees with a gross annual payroll of approximately$500 million. The City currently utilizes an internal delivery model with business process ownership shared between the Human Resources and Financial Management Services departments. Technology infrastructure and payroll system support is provided internally by the Information Technology Solutions department. The current payroll system is PeopleSoft which went live in 2010 and will continue to be used as the core HR system of record in the foreseeable future. Validated time is captured primarily by PeopleSoft,but some populations use alternative time solutions including Kronos and Telestaff. PeopleSoft payroll includes many manual steps as part of its complex processing activities due in large part to customized Collective Bargaining(CBA)and Meet- and—Confer(MAC)Agreements,a complex leave and benefit structure,and other special payment types.While it is worth noting that payroll is generally accurate(a normal error rate of approximately 2%),there has been a considerable number of large dollar payroll errors over the past several years as a result of the aforementioned complexities. At this time,City of Fart Worth is interested in conducting an assessment to consider payroll outsourcing alternatives in alignment with the City's continuous process improvement initiative. As part of this assessment,City of Fort Worth would like to understand the alternatives for in-scope payroll services available from today's providers and the associated provider costs. An introduction to the capabilities of up to four leading providers will include a chance to discuss the feasibility of unique City of Fort Worth requirements. ISG will bring forth benchmark provider fee ranges for use in the business case modeling of 2-3 outsourcing alternatives,along with a sourcing recommendation. ISG is pleased to present our proposal to assist City of Fort Worth with this Payroll Sourcing Assessment and welcomes the opportunity to discuss this in more detail to ensure the best approach and value to meet City of Fort Worth's objectives. 1.1 Solution Approach ISG draws upon its market knowledge and detailed data sources to assist City of Fort Worth in its evaluation of outsourcing alternatives to quickly identify a path forward for payroll delivery. ISG utilizes its Mark-to-Market®(M2M)benchmark data to evaluate current state efficiency and sourcing alternatives without needing to pursue other,less reliable and more costly market data via cookie-cutter research reports or RFl processes. This includes provider fee ranges for both ongoing and transition,normalized for the complexities and scale of City of Forth Worth payroll requirements. We will compare the current service Client Confidential_®2020 Information services Group,Inc.All Rights Reserved 1 CFW/STA Amendment No. 11 to CSC No.43436 Page 8 of 24 EXHIBIT D-11 PROPOSAL tSG PROPOSAL Payroll Sourcing Assessment 1 City of Fort Worth Octaher 16,2020 delivery model to best practices and evolving opportunities for Payroll Operations and discuss the"art of the possible"for City of Fort Worth's awn payroll roadmap. Key activities to be completed as part of the Payroll Sourcing Assessment include the following. Contrast differences in current service delivery practices relative to emerging"best practices"in Payroll service delivery Update City of Fart Worth on payroll trends with an overview of the North American payroll market and payroll service providers • Determine the current cost of payroll administration against which all future state models will be compared Address City of Fort Worth's objectives and priorities related to cost savings,headcount impact,self-service functionality,resourcing constraints,and sourced-retained mix Identify and model the feasibility of various alternative delivery models by constructing a detailed business case for each Determine any key client requirements or challenges for each alternative under consideration,with the expectation that payroll quality and accuracy issues must be addressed • Identify and recommend a future payroll administration model ISIS saves you time,mitigates risks and ensures a sourcing recommendation based on business case results and considerations for a model that will bring payroll process efficiencies,improved customer service,and better leverage of payroll resources and data to support the business. Our proposal for a 9-week Payroll Sourcing Assessment is depicted below and described in detail in the Scope of Services section that follows. Payroll Sourcing ASsessment The amviaes below de ;he the'—p 91'—M-for Gtlof Fo 4Vo poy-f'so ,gs 4y,,c pieced in 9-10w 0,with hofe6gy, ime 6wecks RFP inae in scope p,�,—y Paropctu - ca m.s -- n si -- - rdingor�.•nxrs - - ----- ..:..:a-_•:-:s:.. .... �r+lcertry ui•::s� -- - - -- • rsva lur[ra:swrab - _ s u0 ry9�ru-. _ ^_,ccennarciat �mpxss[: _- cce nnfeiing� -- - -, •mpa, m ..emenrnc. a=s.... ... uming�a-'•-mac nmMgm sOx.nus� x % W oai.�dra �un4� _ 9r .ey,aW.mary�em.amrmnr>tiiam� - - Faymii[mecae .[..- .Fxymema•«rwnnvw Table 1:Solution Approach Client Confidential_®20201nformation services Group,Inc.All Rights Reserved 2 CFW/STA Amendment No. 11 to CSC No.43436 Page 9 of 24 EXHIBIT D-11 PROPOSAL ISG PROPOSAL Payroll Sourcing Assessment 1 City of Fort Worth Octoher 16,2020 2 Scope of Services In response to City of Fort Worth's request,ISG proposes a strategic assessment project to accomplish the following items. ■ Evaluate various level of payroll outsourcing that could be considered as an alternative to the existing in-house delivery model using PeopleSoft ■ Document City of Fort Worth's current Service Delivery Model for HR services(related to payroll) ■ Benchmark the current cost of delivery by major functional area,relative to external alternatives by performing a Mark-to-Market®(M2M)analysis ■ Conduct a brief Provider Scan to familiarize the team with today's payroll technology and services offerings ■ Identify delivery alternatives that align with and support City of Fort Worth's policies and abjectives,including up to 3 variations of outsourced payroll scope ■ Develop a business case for each alternative,based on the results from the benchmarking analysis 2.1 Project Kickoff and Data Collection (Weeks 1-2) This first step of the project is designed to ensure alignment regarding objectives,process, timing,and roles and responsibilities. ISG and City of Fort Worth will jointly approve the project plan and deliverables. This step includes the following activities: ■ Project planning call to: — Identify the project team;refine and document the project objectives — Review and finalize the project approach,plan,timelines and deliverables — Review the payroll data already collected and identify gaps and any additional data elements that might be needed — Review City of Fort Worth's communication strategy and any project-related communications that have taken place up to that point — Understand City of Fart Worth's environment to determine the potential interactions and touch points that payroll(internal or outsourced)may have with any existing or future planned shared services and governance organizations ■ ISG will customize its data collection template to focus on U.S.Payroll costs,staff allocations,volumes,and systems information needed to perform a thorough analysis of the U.S.alternatives Client Confidential_®2020 Information Services Group,Inc.All Rights Reserved CFW/STA Amendment No. 11 to CSC No.43436 Page 10 of 24 EXHIBIT D-11 PROPOSAL ISG PROPOSAL Payro!!Sourcing Assessment 1SG City of Fort Worth Ocfoher 16,2020 ■ Plan and conduct a project kick-off meeting to onboard participating team members: — review any data collection templates and assignments — provide an overview of today's payroll market and top domestic providers 2.2 Current State Discovery and Analysis(Weeks 2-3) In this step,we gain a deeper understanding of City of Fort Worth's current service delivery environments and the cost of those environments by reviewing data provided and conducting discovery meetings or interviews. As part of discovery,we will facilitate a review and discussion of the payroll administration environment using our Service Delivery Model (SDM)framework and assessment profile tools. The purpose of this analysis is to "normalize"the results to improve the comparability with our standard M 2 M work categories. These discovery sessions also provide critical information we need to understand the anomalies of your current payroll environment and for developing the future state requirements of each strategic alternative. Activities completed as part of this project phase include: ■ Review existing documents,including payroll staffing/headcount reports,systems inventories,and third-party provider invoices and contracts to describe current payroll administration functions ■ Assemble the current payroll cost model for the U.S.to he used as the baseline against which other scenarios will he compared ■ Identify projected technology costs for the current payroll system,including any necessary upgrades or other anticipated projects ■ Using ISG's standard approach,complete an assessment of the current payroll environment against a variety of factors related to quality and complexity of delivery processes and effectiveness of the current technology platform ■ Draft a brief introduction describing key attributes of City of Fort Worth payroll for use in outreach to providers to schedule a 2-hour introduction with demo ■ Discovery sessions will be scheduled with payroll,HR and IT SMEs individually or as a group in order to cover all relevant payroll delivery environment(source to gross, payroll processing,systems and integrations,reporting and compliance,inquiry support, etc.). ISG expects up to 8 hours of discovery activities which would be attended by appropriate SMEs. — Facilitate review afthe Service Delivery Model(SDM)detailing the payroll activities that make up City of Fort Worth's payroll environment,including current state clarifications,variations that exist today,and opportunities for future enhancements — Discuss and validate ISG's initial assessment of the quality and complexity of City of Fort Worth's current environment Client Confidential_®2020 Information services Group,Inc.All Rights Reserved 4 CFW/STA Amendment No. 11 to CSC No.43436 Page 11 of 24 EXHIBIT D-11 PROPOSAL ISG PROPOSAL Payro!!Sourcing Assessment 1 City of Fort Worth Ocfoher 16,2020 — Address any questions coming out of€SG's review of the current state Staff Allocation Re part and align City of Fort Worth processes and work activities to market-aligned opportunities for shared service delivery and sourcing opportunities — Address any questions coming out of€SG's review of current population counts and transaction volumes,including discussion of any material fluctuations,added capabilities,growth expectations,or planned shifts in employee size — Meet with appropriate budget and financial resources to validate current budgets and the mapping to ISG's baseline cost model — Meet with City of Fort Worth IT staff to better understand the current payroll,HRIS and time&attendance tracking systems environments,including any third-party provider systems — Discuss options for technology upgrades and interfaces,including key assumptions necessary to develop a business case ■ Based on these meetings,finalize the financial Base Case 2.3 Benchmarks and demos(Weeks 4-7) In this phase,ISG will leverage its proprietary M2M benchmark data to provide ranges of implementation and ongoing fees for the future state models under consideration. ISG expects to conduct M2M analysis that will support full scenario modeling for several U.S. payroll models. ■ Normalize payroll data and conduct detailed M2M analysis(minimum 10 days for results) ■ Identify up to 3 future state delivery models for benchmark price paints(ranges from partial to fully outsourced payroll scenarios) To build some early awareness around the capabilities of a modern payroll technology and provider,ISG will coordinate activities needed to conduct a Provider Scan consisting of introductions and demos with up to four(4)leading U.S.payroll providers ■ Perform outreach to provider contacts to provide context,agenda,and availability for a 2-h0ur overview and demo with City of Fort Worth ■ Conduct Provider Scan sessions with each participating provider to better understand how their product or services might fit in the future state payroll model including — overview and geographic footprint of payroll services — preview their capabilities and services — view a demo or walk-through of payroll system — structured responses to up to ten(10)qualifying questions and criteria Client Confidential_®2020 Information Services Group,Inc.All Rights Reserved 5 CFW/STA Amendment No. 11 to CSC No.43436 Page 12 of 24 EXHIBIT D-11 PROPOSAL ISG PROPOSAL PayrnH Sourcing Assessment 1SG City of Fart Worth Octoher 16,2020 Following the above activities,ISG will conduct a 2-to 3-hour visioning session with City of Fort Worth. ISG will moderate a debrief of the team observations regarding provider demos and present the benchmark results. ISG will recommend future state scenarios and then facilitate a discussion and agreement regarding the outsourced payroll scenarios for business case modeling. 2.4 Business Case and Final Results(Weeks 8-9) The final step in this process is to develop the financial projections for the various strategic alternatives available to City of Fort Worth.The purpose of this step is to provide financial models(and supporting documentation where applicable)for the alternatives available to City of Fort Worth for outsourced payroll. As materials are developed,they will be previewed with the Project Lead and/or core members in order to clarify key points of the analysis,to understand financial targets and validate assumptions,and to create an appropriate storyboard for the final presentation. ■ ISG will conduct U.S.business case modeling for up to three(3)alternatives identified by the joint project team. Business case modeling will be completed using standard ISG templates. For each scenario,determine the expected impact to current operating costs — Incorporate M2M analysis for estimated implementation and ongoing supplier cost — Estimate transition costs necessary to support the alternative approaches,with input from City of Fort Worth — Develop five-year business case projections of the various alternatives — Identify and analyze an impediments or risks associated with the alternatives ■ Review U.S.business case modeling results with the project team and discuss the recommendation. Validate the assumptions and position any request for funding needed to support next steps for RFP or internal payroll optimization. ■ Present preliminary findings in PowerPoint format to the project team lead(s)including the recommendation for U.S.payroll assessment,including results ofthe M2M benchmarks,payroll provider observations,and detailed business case modeling. ■ Based on feedback from this meeting,update the results and deliver a final presentation for use with the executive sponsors ■ Present Final Report to City of Fort Worth management The project will be ccrnpleted with this presentation. Client Confidential_®2020 information services Group,Inc.All Rights Reserved 6 CFW/STA Amendment No. 11 to CSC No.43436 Page 13 of 24 EXHIBIT D-11 PROPOSAL ISG PROPOSAL Payroll Sourcing Assessment 1 SG' City of Fort Worth Ocfoher 16,2020 3 Project Staffing and Timeline The table below illustrates the roles and responsibilities of both the ISG and City of Fort Worth teams that are recommended for completion of this project. 3.1 Project Staffing—ISG The ISG project team may include the foIkowing: Role Responsibilities Engagement Partner Ensure resource availability for the City of Fort Julie Fernandez Worth team and provide strategic input where appropriate • Participate in key client meetings and conference calls;oversee quality of all deliverables Provide payroll market trends,provider intel,and insights to leading payroll practices Project Director/Lead Provide overall management of the assignment as Tgp the primary day-to-day contact • Support development and analysis of City of Fort Worth requirements and delivery alternatives • Coordinate payroll provider contacts and participation • Responsible for benchmark results and financial modeling • Present findings and recommendations Consultant SME Support development and analysis of the Tgp req u i re ments a nd provi der demos Support the collection of data,qualitative analysis,normalizing for M2M Support for financial and PPT deliverables. Table 1:ISG Staffing Sample biographies for ISG team resources are provided Appendix B;exact resources will be named as project scope and timing is confirmed. Other ISG staff may be required to provide additional subject matter expertise and analytical support,but will not result in additional cost to City of Fort Worth except by jointly agreed Change Order. Client Confidential_®20201nformation Services Group,Inc.All Rights Reserved 7 CFW/STA Amendment No. 11 to CSC No.43436 Page 14 of 24 EXHIBIT D-11 PROPOSAL ISG PROPOSAL Paymil Sourcing Assessment 1 City of Fort Worth Ocfoher 16,2020 3.2 Project Staffing-City of Fort Worth Critical to the success of the project is the appropriate availability of City of Fart Worth IT and Strategic Sourcing staff to participate in the project including meeting participation, information availability,and document review. City of Fort Worth is responsible for filling the following roles: ■ Project sponsor/director to confirm project objectives and provide overall project direction ■ Project manager to coordinate the collection of data • Subject matter experts to provide and validate the information required to ensure a solid understanding of City of Fort Worth's payroll delivery model,systems and objectives ■ Strategic sourcing and legal to partnerwith ISG when appropriate 3.3 Timeline The following table illustrates the high-level timeline for the Payroll Sourcing Assessment_ At the onset ofthe project,ISG will work with City of Fort Worth to align calendars for key activities with project team availability and holiday calendars. As a result,the elapsed time may spread across additional weeks without a material change to the work effort or impact to the pricing,unless otherwise agreed by Change order. ISG can support a more aggressive schedule,if necessary. Weeks 1-2 Project Kickoff and Data Collection Weeks 2-3 Current State Discovery and Analysis Week 4-7 I Benchmarks and Demos Weeks" I Business Case and Final Results Table 3:Timeline 4 Financial Proposal Based on the services outlined in this proposal and the timeline provided,ISG proposes a fixed consulting fee of$95,000 for this 9-week Payroll Sourcing Assessment. Invoices for the above phases will be sent as follows: • $30,000 upon completion of Kickoff and Discovery activities described in Weeks 1-3 • $45,000 upon completion of Benchmark and Demo activities described in Weeks 4-7 Client Confidential_0 20201nformation services Group,Inc.All Rights Reserved a CFW/STA Amendment No. 11 to CSC No.43436 Page 15 of 24 EXHIBIT D-11 PROPOSAL ISG PROPOSAL Payroll Sourcing Assessment 1 City of Fart Worth Octoher 16,2020 • $20,000 upon completion of Business Case and Final Recommendation activities described in Weeks 8-9 Invoices will correspond to the completion of the deliverables described by each phase and not by the calendar week or date. 1513 will work with City of Fort Worth's project lead to ensure thatteam feedback is appropriately reflected in any final deliverables,including the final recommendation. The consulting fees quoted above will not be exceeded unless prior written consent for the additional fees is provided by City of Fort Worth. 4.1 Proposal Assumptions ISG's fees are based on the services requested by City of Fort Worth and described in the Scope of Services section. Other relevant assumptions in this proposal include: ■ City of Fort Worth will assign a single point of contact to assist ISG with the accumulation and resolution of data,scheduling across team calendars,management of the project and validating ISG assumptions with appropriate SMEs. ■ The data provided will be complete and accurate to the best of City of Fort Worth's knowledge and will not change materially during the course of the project. ■ ISG will have access to the necessary City of Fort Worth subject matter experts to participate in discovery,future state visioning,and any follow up needed to complete the activities within this statement of work. ■ Mark-to-Market®ranges will he provided for up to three(3)U.S.payroll outsourcing models,including ongoing and implementation fees. For purposes of business case modeling,ISG will use the mid-paint unless otherwise agreed. ■ ISG will perform outreach and facilitate Provider Scan meeting content and demos for up to four(4)U.S.Payroll providers(ADP,Ceridian,UKG,and Alight are recommended). ■ Business case modeling will be performed for up to three(3)U.S.future state alternatives. City of Fort Worth will provide timely input to internal cost estimates, including staff reductions and transition costs. ■ All aspects of this project can be completed virtually. If the parties should identify and agree to a need for travel,ISG will follow City of Fort Worth's travel policy and expenses will be passed through at cost. ■ The project will be completed in 9-12 weeks(flexibility allowing for scheduling around year-end holidays). If through no fault of ISG,the project extends longer additional fees may apply. ISG will not perform any extra work without prior written consent from City of Fort Worth. Client Confidential_®2020 Information Services Group,Inc.All Rights Reserved 9 CFW/STA Amendment No. 11 to CSC No.43436 Page 16 of 24 EXHIBIT D-11 PROPOSAL ISG PROPOSAL Payroll Sourcing Assessment 1 City of Fort Worth Oclaher 16,2020 4.2 Change Control Change Control defines the process of identifying and controlling changes to the agreed upon scope of services,ISG resources,City of Fort Worth resources,project plan,and assumptions set forth in this SOW. To actively manage the foregoing,a change management process will be employed and will be jointly managed by City of Fort Worth and ISG. If any change is desired,the party seeking the change will be required to submit a description of the change to the other party. The project managers will review the change request to determine the level of effort required to implement the change and impact to the project and fixed fee,if any. If the change is approved,then it will be executed by the parties and implemented. No change requests will be performed until both parties have approved the change in writing. 5 Appendix A—About 15G ISG(Nasdaq:III)is a leading global technology research and advisoryfirm that helps corporations,public sector organizations and service and technology providers achieve operational excellence and faster growth.A trusted business partner to more than 700 clients,including more than 75 of the top 100 enterprises in the world,ISG was founded with a mission to create a new leader in the fast-growing information-based services industry.The ISG leadership team has proven experience running global information-based enterprises and a track record of creating significant value for shareowners,clients,and employees. ISG has established a reputation in the information services market as: • The world's leading data and advisory firm in global sourcing,a solid platform upon which to build a prominent,high-growth,information-based services company; • The premier independent global provider of business and information technology benchmarking,performance improvement,data and analytics services,uniting industry leading insight with unparalleled performance improvement data and analytics; • A global leader in business-to-business client research and benchmarking; • A subscription-based research,advisory,benchmarking and analyst firm focused on emerging and disruptive technologies and digital transformation; • An industry-leading organizational change management(OCM)firm;and • A sourcing,automation,and transformation advisory firm. The ISG strategy continues to be to grow dynamic,innovative businesses that provide "must-have"information-based services to such sectors as consumer products,retailing, financial services,manufacturing,media,marketing,healthcare,legal,government, telecommunications and technology. Client Confidential_®20201nformation services Group,Inc.All Rights Reserved 10 CFW/STA Amendment No. 11 to CSC No.43436 Page 17 of 24 EXHIBIT D-11 PROPOSAL ISG PROPOSAL Payroll Sourcing Assessment ISG City of Fart Worth Octoher 16,2020 Global Reach. Global Support. ISG employs more than 1,300 professionals operating in more than 21 countriesa global team known for its innovative thinking,market influence,deep industry and technology expertise,and world-class research and analytical capabilities based on the industry's most comprehensive marketplace data.For additional information,visit www.ISG-One.com. ISG Services Global clients seek out ISG to help them address common enterprise questions: • What is going on in the sourcing marketplace?What are my competitors doing? What is going on with Service Providers?What new solutions are available? • How well is my current operating model performing—How do I compare against the market and my peers from an operational and financial perspective? • What is the best strategy to employ to improve my competitive position and what is the roadmap to get me there? • How do I most effectively implement to the selected strategy to meet my objectives at manageable risk? • What are the competencies required to ensure I actually realize the intended benefits of my new service delivery model? HR/Business Operations Practice ISG has extensive experience with all of the aspects in-scope forthis proposed Statement of Work,as well as RFP,contracting,and implementation support for process redesign,change management and governance,all of which will became critical activities in future phases. ISG has been delivering HR advisory services for nearly 20 years.We have performed over 50 HCM technology and system integration engagements for companies as small as 3,500 employees and as large as 500,000 employees in over 100 countries.As such,we have significant experience evaluating SaaS solutions,such as Workday,ultimate,and Ceridian and the system integrators and outsourced providers who can support each. Client Confidential_®2020 Information Services Group,Inc.All Rights Reserved 11 CFW/STA Amendment No. 11 to CSC No.43436 Page 18 of 24 EXHIBIT D-11 PROPOSAL ISG PROPOSAL Payroll Sourcing Assessment ISG City of Fart Worth October 16,2020 Likewise,we have performed Payroll sourcing engagements for more than 170 unique clients,with scope that spans outsourced,internal shared services,and hybrid delivery models.More than half of our engagements include international scope.We have worked with hundreds of HR organizations,most in the G2000. Our deep payroll functional expertise crosses all areas of the payroll delivery life cycle,as shown below: Global • Advisory Services ❑ngoing • Oeations - str1aMtoerrsn oavn=.d B!u•ss—in e{s�•�Case aep Qrl St - apBua Platf nnor r yyts ----4P' 'RUW tlon Tod iralnlry.and 1 •MMi[--:' - -- •'.rb VepbssTent �C•1[sl1N V�yOI! Wnn��., '4on+iMG[[afenl�ala {SrA.s.inYwic —4n.dwinp or 1 MR Trrs'::":- -•�} Deploy .. Implementation 5uccess Se lethon and Cent rare ng •Process Narmenretlen and Fedeslgn 1'mdl O'g h ax/n ..;,seenson •Gheal User E.parrenee&Euelstrnns Aece�d brganutan 11, __servcn suoE -ChanQe ManaQmranl one Gmwnan[e OealQn Cwera[154s�ry H n�ai.E.r -nrnmr�n+rlwr,dnr cbeal r.,n,rwr pep 6G deep domain experts help you develop an integrated delivery model to opts m I ze eel ivory-dart& * a comhin.d.ri o r payroll..seer dng.shared smv i sin,and local—ff ISG nrnna Tner laturr Key Differentiators As the founder and leader of the sourcing advisory industry,ISG possesses the strangest pool of talent,methodologies,and other intellectual property in the industry. We will use these assets to help City of Fort Worth decide on the most optimal path forward. Our perspective is straightforward—"What strategies will improve performance and efficiency and leave City of Fort Worth at the forefront of the market in delivering HR/Payroll services?" The following are some of the key strengths which set us apart from the competition: • Expertise.ISG has considerable depth of HR sourcing experience and is the market leader in terms of number and value of HR sourcing transactions completed. ISG has completed over 230 payroll engagements and will staff the project with advisors with deep experience in HR and Payroll technologies,providers,and sourcing solutions for Global 2000 companies. These individuals bring experience as industry leaders and have been advisors on many similar assessments. • Independence and objectivity.We are not a service provider.We are an independent, fact-based data,analytics and advisory firm with no conflicting financial or other interests.This enables us to maintain a trusted advisor relationship with globa€ Client Confidential_®20201nformation services Group,Inc.All Rights Reserved 12 CFW/STA Amendment No. 11 to CSC No.43436 Page 19 of 24 EXHIBIT D-11 PROPOSAL ISG PROPOSAL Payroll Sourcing Assessment 1SG City of Fart Worth Oclaher 16,2020 organizations through our unbiased focus and ability to align our interests with those of our clients. • Real World Experience. Our advisors are seasoned professionals with 15-30 years of hands-on experience in HR service delivery and technology.Most have worked in past roles as part of client HR or provider organizations.We understand how the market works from the inside,which helps better understand solution options,strengths and weaknesses,and provide insight to make more informed decisions. We quickly become your trusted advisor and help keep your team focused on your most important objectives. • Proprietary data assets and market intelligence.We have assembled a comprehensive and unique set of data,analytics and market intelligence built through 35 years of data collection and analysis,giving us unmatched insight into operational,financial,and commercial hest practices. ISG's M2M database is a repository of sourcing contracts and pricing data that is unrivalled by any of our competitors,large or small. Data points are used to determine whether current rates are competitive and to estimate provider fees in the business case instead of unreliable price points from an RFI. • Customer Satisfaction. ISG engagements stand the test of time. Over 85%of our business comes from current or previous clients,which is a testament to our focus on delivery solutions which generate client satisfaction and confidence.Additionally,our client satisfaction surveys indicate a strong 97%overall satisfaction rating. Client Confidential_®20201nformation Services Group,Inc.All Rights Reserved 13 CFW/STA Amendment No. 11 to CSC No.43436 Page 20 of 24 EXHIBIT D-11 PROPOSAL ISG PROPOSAL Payroll Sourcing Assessment 1SG City of Fort Worth Ocfoher 16,2020 6 Appendix B—Advisor Resources (Rios) Julie Fernandez Partner,Americas Phone: +1 248 425 6733 E-Mail: iulie.fernandez o[]isa-❑ne.com e ■ Social: www.linkedin.com/in/ouileter Twitter @ISGJulie ISG Role Ms.Fernandez brings nearly 30 years of relevant industry and consulting experience in service delivery models,technology and vendor evaluations,transition,governance,and a business case for change.Julie uses this experience to help her clients evaluate and execute HR technology and service delivery solutions.Julie is a recognized thought leader in the industry, speaking and published author on topics ranging from HR technology,HR Automation and RPA,HR shared services,and HR and Payroll provider markets. ISG Experience As a Partner in ISGs HR service group,Julie has led many of ISG's most complex global HR assessments and transactions,ensuring a solid business case is part of her clients'path forward. Julie has led many large HR technology projects to evaluate SaaS HCM,payroll,and talent platforms,systems integrators,and ongoing AMS support as well as the impact to the retained HRorganization. Julie currently oversees HR transformation services for ISG clients that seek to define and deploytheir target operating model,incorporating automation and third-party partners to create a world class user experience for employees,managers,and HR. She has worked hands-on work with hundreds of engagements to evaluate,select and deploy multi-process HR services,including workforce administration,payroll,benefits,compensation,recruiting, learning,and talent management. Julie leads clients to define the HR target operating model, employee experience,roles,upskilling and organization size to optimize HR service delivery. Julie currently serves as the HR practice's process lead for Global Payroll,Labor Relations advisory and is developing our Digital HR Connections community connecting HR practitioners for peer Insights and design thinking across HR processes. Career History Prior to joining ISG,Julie worked for nearly a decade as an independent consultant,providing market research,vendor assessments,systems testing and implementation consulting to a broad community of HR,payroll,and benefits providers and HR departments.Julie started her career in human resources outsourcing establishing shared service centers for a national benefits consulting and administration firm. Education and Julie holds a Bachelor of Arts in French from the Honors College at Michigan State University, Credentials and a Master of Business Administration in Finance and International Business from Wayne State University.In addition,Julie is fluent in French and Spanish,has lived and traveled extensively abroad,and is certified in People Analytics(Coursera). Julie was was named an HR Superstar by HRO Today in 2013,2017,2013,and 2014 and was one of the first employees at ISG to complete the curriculum and experience for ISG"Digital Fellow'certification. Client Confidential_®2020 Information services Group,Inc.All Rights Reserved 14 CFW/STA Amendment No. 11 to CSC No.43436 Page 21 of 24 EXHIBIT D-11 PROPOSAL ISG PROMSAL Payroll Sourcing Assessment 1 City of Fart Worth Ocfoher 16,2020 i Celeste Campos Principal Consultant,Americas Phone: +1 908 580 0048 1 E-Mail: ceIeste.campos@isg-one.com ISG Role Ms.Campos advises ISGs clients in aligning their human resources outsourcing goals with their business strategy by providing expert strategy design,implementation and sourcing management advisory services.As an HR Global Practice Senior Advisor,Celeste uses her in- depth knowledge of human resources outsourcing to provide expertise in benchmarking and strategic assessments,transactions,contract negations and implementation support and services. ISG Experience Celeste has assisted multiple clients in developing their HR delivery strategy,including building a comprehensive current state cost baseline,modeling various strategic alternatives and their incumbent risks and benefits,understanding relevant market offerings and providing frameworks for implementation.Celeste serves as the process lead for mid-market HR advisory services and has led several mid-market assessments,transactions and contracting projects. Career History Prior to joining ISG,Celeste worked as a Senior Manager for Mellon Financial Corporation, where she was responsible for outsourcing human resource functions such as employee relations counseling,human resources administration,leave of absence administration, retirement administration and payroll.Celeste also served as a Service Center Lead for multiple HR client implementations,leading the implementation efforts and ultimately managing the services for those clients.Celeste has also held senior positions at Philips Lighting Company,managing a cross-functional team responsible for converting payrol I, benefits and HR information to a PeopleSaft HR system. Education and Celeste holds both a Bachelor of Arts in Psychokogy and Sociology and a Master of Science in Credentials Human Resource Management from Rutgers University.In addition,she is an active member of the Society Human Resource Management and Rutgers Human Resource Management/Labor Relations Alumni Association. Client Confidential_®2020 Information services Group,Inc.All Rights Reserved is CFW/STA Amendment No. 11 to CSC No.43436 Page 22 of 24 EXHIBIT D-11 PROPOSAL ISG PROPOSAL Payroll Sourcing Assessment 1SG City of Fort Worth Ocfoher 16,2020 Anoop Chawla Principal Consultant—HRTech,Americas Phone: +1 803 979 0726 E-Mail: anoop.chawla@isg-one.com ISG Role Anoop Chawla is a Principal Consultant with 20 years of progressive experience specializing in all facets of human capital management[HCM].His expertise spans HCM large program management and solutioning in HCM SaaS,and HCM shared services arenas.He has helped clients define and implement HR shared services models to suit their specific need and has led large multi-million programs to rollout HCM technology and set-up global shared services centers. ISG Experience Currently,Anoop is leading a payroll assessment and benchmarking exercise for a leading global health Insurance enterprise.Anoop has also worked among others with a global financial services entity,leading quick service restaurant chain,a financial services giant and a leading university hospital helping them with strategy/selection of HCM SaaS solution and provider.Anoop has experience across the major HCM solutions(Oracle, SAP SuccessFactors,Workday)and System Integrator providers(global providers and niche firms).Anoop recently helped a global security services provider in setting up a global Tier 1 helpdesk center for HCM/Workforce Management areas.His areas of expertise include HR and payroll transformation roadmap,business case,sourcing and implementation support. Career History Prior to ISG,Anoop served as an Associate Practice Partner for Wipro Consulting.In this role,he advised a leading global specialty retailer on its Workday/Shared Services journey.On this project,Anoop led the engagement to streamline HR service delivery around Workday HCM.He built an HCM roadmap to help get most value out of the SaaS investments,identifying improvement opportunities and providing a roadmap for implementation.Anoop also defined the blueprint for implementing newer functionalities and product capabilities.He recommended a to-be HCM Operations and Workday Support organization to take maximum benefits out of the Workday delivery model.Previously,Anoop worked as a Senior Program Manager for Infosys Limited for five years where he provided successful on-boarding and transition of services for a$2.5 billion specialty retailer in the US.In the role he also led a multi-disciplinary team of over 60 associates to successfully deliver the program within budget and schedule.Anoop led a large HR M&Atransition program for a leading banking enterprise(Involving five countries,distributed teams,all HR sub functions). Education and Anoop received his PGOIM ji from NITIE in Murr i,India.He received his Bachelor Credentials of Technology from the National institute of Technology,Hamirpur,India.He is certified as a Senior Professional in Human Resources(SPHR)from HRCI. Client Confidential_®2020 Information services Group,Inc.All Rights Reserved 16 Ili/STA Amendment No. 11 to CSC No.43436 Page 23 of 24 EXHIBIT D-11 PROPOSAL ISG PROPOSAL Payroll Sourcing Assessment ISG City of Fart Worth Clcloher 16,2020 Kelly Will Director,Americas L-3 Phone: +1 224 200 5364 E-Mail: KeIIy.Will@isg-one.com ISG Role Kelly Will is an HR technology and service delivery specialist who is passionate aboutthe opportunity to facilitate and impact HR transformation through service delivery model design,process optimization and technology deployment.With over 18 years in the HR technology and operations space,Kelly has leveraged her experience and expertise to help organizations align their HR technology initiatives and service delivery model with their strategic vision for the HR function.As a Director in ISG's HR Technology and Cloud ERP Practice,Kelly brings a unique ability to simplify complex HR processes and to effectively design operational improvements and technology solutions that enable high-quality HR service delivery across large,global organizations. Experience While at ISG,Kelly has been involved in multiple engagements focused on HR transformation through process harmonization and service delivery model optimization. Kelly has partnered with clients to establish a business case for technology change and envision a future-state target operating model to enable world class HR service delivery leveraging Workday and other market leading technology. Kelly has led clients through HR process assessments to determine where efficiency gains can be achieved through centralized process administration,and she has helped clients evaluate their sourcing options to identify the optimal mix of insourced and outsourced service delivery and technology support. Kelly has partnered with clients to develop a strategic HR target operating model that establishes clear roles and accountabilities based on the identified service delivery improvements and sourcing opportunities. Kelly has also been engaged in the evaluation and selection of leading HCVi software platforms,as well as the selection and contracting of systems integrators and HR outsourcing partners. Career History Prior to ISG,Kelly spent over 10 years managing HR operations at Baxter Healthcare. In her role as Director,HR Operations,she led the development of Baxtel's global HR systems strategy while managing a team of both onshore and offshore resources responsible for delivering workforce administration and data management support to the organization. While at Banter,Kelly led a global HR technology implementation,and she developed an approach for updating the HR systems to facilitate the split of the organization into two separate companies. Before working at Baxter,Kelly held consulting roles at Hewitt Associates and Deloitte,where she implemented technology solutions and provided ongoing service delivery for clients engaged in HR outsourcing efforts. Education and Kelly holds a bachelor's degree in Financefromthe University of Illinois at Urbana- Credentials Champaign. Client Confidential_®20201nformation services Group,Inc.All Rights Reserved 17 CFW/STA Amendment No. 11 to CSC No.43436 Page 24 of 24