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HomeMy WebLinkAboutContract 39319 (2)RETARY 01 TRACT NO P 3 IL AGREEMENT FOR PROFESSIONAL SERVICES ORIGINAL (PHASE II) THIS AGREEMENT FOR PROFESSIONAL SERVICES ("Agreement") is made and entered into by and between THE CITY OF FORT WORTH, a home -rule municipal corporation of the State of Texas ("City"), acting by and through its duly authorized Assistant City Manager, and NASHWEST, LLC. ("Consultant"), acting by and through its duly authorized Vice President. 1. Services. Consultant covenants and agrees, with good faith and due diligence, to fully perform or cause to be fully performed all objectives assigned to it and described in the document entitled "Phase II — Account Reconciliation," which is attached to this Agreement as Appendix "A" and incorporated herein for all purposes as though it were set forth at length. The actions and objectives contained in the Statement of Work are referred to herein as the "Services." 2. Term. Services sh 11 be provr d by Consultant for a term beginning October 1, 2009 and ending when City determines the Services are complete, or March 31, 2010, whichever occurs later. 3. Compensation. a) Consultant's compensation, including travel reimbursement, is set forth in Appendix "B" hereto and incorporated herein. The maximum amount to be paid to Consultant for all services rendered on the number of hours and expenses shall not exceed Seventy -Five Thousand and Six Dollars and No Cents ($75,006.00). In the event that completion of the Services takes more time and poses a higher cost than anticipated at the time of entering into this Agreement, additional authorization from the Fort Worth City Council shall be required. The parties agree that any work and/or expenses in excess of the estimate attached as Appendix "B" shall be on a time and materials basis at the same rates set forth therein. Professional Services Agreement with NashWest, LLC. (Phase II) Page 1 of 10 b) Payments to Consultant will be made as follows: i. The Consultant will issue monthly invoices for all work performed under this Agreement no later than the 15th day following the end of the month. Invoices are due and payable within 30 days of receipt. ii. The Consultant shall provide the City with signed time sheets documenting the time spent on the Services and expense reports with verifications or receipts on a periodic basis and the same shall be sufficient documentation to substantiate all invoices. If the City requires additional reasonable documentation, it shall request the same promptly after receiving the above -described information, and the Consultant shall provide such additional reasonable documentation to the extent the same is available. iii. On full and final completion of the Services, Consultant shall submit a final invoice, and City shall pay any balance due within 30 days of receipt of such invoice. iv. In the event of a disputed or contested billing, only the portion so contested will be withheld from payment, and the undisputed portion will be paid. City will exercise reasonableness in contesting any bill or portion thereof. No interest will accrue on any contested portion of the billing until the contest has been mutually resolved. v. City shall make payment in full to Consultant for contested billings within 60 days of the date the contested matter is resolved. If City fails to make such payment, Consultant may, after giving 7 days' written notice to City, suspend services under this Agreement until paid in full, including interest calculated from the date the billing contest was resolved. In the event of suspension of services, Consultant shall have no liability to City for delays or damages caused to City because of such suspension of services. Professional Services Agreement with NashWest, LLC. (Phase II) Page 2 of 10 4. Termination. Either Party may terminate this Agreement at any time, with or without cause, by providing Consultant with thirty days written notice of termination. In the event this Agreement is terminated prior to expiration of the Term, City shall pay Consultant only for Services actually rendered and travel expenses actually incurred as of the effective date of termination. 5. Independent Contractor. Consultant shall operate hereunder as an independent contractor and not as an officer, agent, servant, or employee of City. Consultant shall have exclusive control of and the exclusive right to control the details of the Services performed hereunder, and all persons performing same, and shall be solely responsible for the acts and omissions of its officers, agents, servants, employees, and subcontractors. The doctrine of respondeat superior shall not apply as between the City and Consultant, its officers, agents, servants, employees, or subcontractors. Nothing herein shall be construed as creating a partnership or joint enterprise between City and Consultant. It is expressly understood and agreed that no officer, agent, servants, employee, or subcontractor of Consultant is in the paid service of City. 6. Liability and Indemnification. CONSULTANT AGREES TO DEFEND, INDEMNIFY, AND HOLD THE CITY, ITS OFFICERS, AGENTS, SERVANTS, AND EMPLOYEES HARMLESS AGAINST ANY AND ALL CLAIMS, LAWSUITS, ACTIONS, COSTS, AND EXPENSES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, THOSE FOR PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO OWNER'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY (INCLUDING DEATH) THAT MAY RELATE TO, ARISE OUT OF, OR BE OCCASIONED BY Q) CONSULTANT'S BREACH OF ANY OF THE TERMS OR PROVISIONS OF THIS AGREEMENT OR (II) ANY NEGLIGENT ACT OR OMISSION OR INTENTIONAL MISCONDUCT OF CONSULTANT, ITS OFFICERS, AGENTS, ASSOCIATES, EMPLOYEES, CONTRACTORS (OTHER THAN THE CITY), OR SUBCONTRACTORS RELATED TO THE PERFORMANCE OF THIS AGREEMENT; EXCEPT THAT THE INDEMNITY PROVIDED FOR IN THIS PARAGRAPH SHALL NOT APPLY TO ANY LIABILITY RESULTING FROM THE SOLE NEGLIGENCE OF THE CITY OR ITS OFFICERS, AGENTS, EMPLOYEES, OR SEPARATE CONTRACTORS, AND IN THE EVENT OF JOINT AND CONCURRENT NEGLIGENCE OF BOTH CONSULTANT AND CITY, RESPONSIBILITY, IF ANY, SHALL BE APPORTIONED COMPARATIVELY IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS, NOTHING HEREIN SHALL BE CONSTRUED AS A WAIVER OF THE CITY'S GOVERNMENTAL IMMUNITYAS FURTHER PROVIDED BY THE LAWS OF TEXAS, Professional Services Agreement with NashWest, LLC. (Phase II) Page 3 of 10 Consultant shall require all of its subcontractors to include in their subcontracts a release and indemnity in favor of City in substantially the same form as above. This Section 6 shall survive the expiration or termination %J this Agreement. 7. Insurance. During the term of this Agreement, Consultant shall procure and maintain at all times, in full force and effect, a policy or policies of insurance that provide the specific coverage set forth in this Section as well as any and all other public risks related to Consultant's performance of its obligations under this Agreement. Consultant shall specifically obtain the following types of insurance at the following limits: • Commercial General Liabilitv: $1,000,000 per occurrence; providing blanket contractual liability insurance products and completed operations; independent contractor's liability; and coverage for property damage to City facilities; and • Worker's Comnensation/Employer's Liabilitv: Worker's compensation coverage as required by applicable law; and Employer's Liability at $100,000 per accident. • Errors &Omissions (Professional Liabilitv): If coverage is written on a claims -made basis, the retroactive date shall be coincident with or prior to the date of the contractual agreement. The certificate of insurance shall state that the coverage is claims -made and include the retroactive date. The insurance shall be maintained for the duration of the contractual agreement and for five (5) years following completion of the service provided under the contractual agreement or for the warranty period, whichever is longer. An annual certificate of insurance submitted to the City shall evidence coverage. Coverage shall be in the foRowing amounts: Professional Services Agreement with NashWest, LLC. (Phase II) Page 4 of 10 (1) $17000,000 (2) $2,000,000 per occurrence or claim Consultant shall promptly provide the City with certificates of insurance that verify Consultant's compliance with the insurance requirements of this Agreement. The City's Risk Manager shall have the right to review and evaluate Consultant's insurance coverage and to make reasonable requests or revisions pertaining to the types and limits of that coverage. Consultant shall comply which such requests or revisions as a condition precedent to the effectiveness of this Agreement. 8. Assi ng_ment. Consultant shall not assign or subcontract all or any part of its rights, privileges, or duties under this Agreement without the prior written consent of City. Any attempted assignment of subcontract without the City's prior written approval shall be void and constitute a breach of this Agreement. If City grants consent to an assignment, the assignee shall execute a written agreement with the City and the Consultant under which the assignee agrees to be bound by the duties and obligations of Consultant under this Agreement. The Consultant and Assignee shall be jointly liable for all obligations under this Agreement prior to the assignment. If the City grants consent to a subcontract, the subcontractor shall execute a written agreement with the Consultant referencing this Agreement under which the subcontractor shall agree to be bound by the duties and obligations of the Consultant under this Agreement as such duties and obligations may apply. The Consultant shall provide the City with a fully executed copy of any such subcontract. 9. Compliance with Law. Consultant, its officers, agents, servants, employees, and subcontractors, shall abide by and comply with all laws, federal, state and local, including all ordinances, rules and regulations of City. It is agreed and understood that, if City calls to the attention of Consultant any such violation on the part of Consultant or any of its officers, agents, servants, employees, or subcontractors, then Consultant shall immediately desist from and correct such violation. Professional Services Agreement with NashWest, LLC. (Phase II) Page 5 of 10 Iva Non -Discrimination. In the execution, performance, or attempted performance of this Agreement, Consultant will not discriminate against any person or persons because of disability, age, familial status, sex, race, religion, color, national origin, or sexual orientation, nor will Consultant permit its officers, agents, servants, employees, or subcontractors to engage in such discrimination. This Agreement is made and entered into with reference specifically to Chapter 17, Article III, Division 3, of the City Code of the City of Fort Worth ("Discrimination in Employment Practices"), and Consultant hereby covenants and agrees that Consultant, its officers, agents, employees, and subcontractors have fully complied with all provisions of same and that no employee or employee -applicant has been discriminated against by either Consultant, its officers, agents, employees, or subcontractors. 11. Right to Audit. Consultant agrees that the City shall, until the expiration of three (3) years after final payment under this Agreement, have access to and the right to examine any directly pertinent books, documents, papers and records of the Consultant involving transactions relating to this Agreement. Consultant agrees that the City shall have access during normal working hours to all necessary Consultant facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. The City shall give Consultant reasonable advance notice of intended audits. Consultant further agrees to include in all of its subcontractor agreements hereunder a provision to the effect that the subcontractor agrees that the City shall, until the expiration of three (3) years after final payment under the subcontract, have access to and the right to examine any directly pertinent books, documents, papers and records of such subcontractor involving transactions to the subcontract, and further that City shall have access during normal working hours to all subcontractor facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this paragraph. City shall give subcontractor reasonable advance notice of intended audits. This Section I 1 shall survive the expiration or termination of this Agreement. Professional Services Agreement with NashWest, LLC. (Phase II) Page 6 of 10 12. Fiscal Funding. In the event no funds or insufficient funds are appropriated by the City in any fiscal period for any payments hereunder, City will notify Consultant of such occurrence and this Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds shall have been appropriated. 13. Venue and Jurisdiction. Should any action, whether real or asserted, at law or in equity, arise out of the execution, performance, attempted performance of this Agreement,_ venue for said action shall lie in Tarrant County, Texas, 14. Notices. Notices to be provided hereunder shall be sufficient if forwarded to the other Party by hand -delivery or via U.S. Postal Service certified mail, postage prepaid, to the address of the other Party shown below: Charles W. Daniels, Assistant City Manager City of Fort Worth 1000 Throckmorton St. Fort Worth, Texas 76102 (817) 392-8518 15. Non -Waiver Kat West, Vice President NashWest, LLC 526 W. Aurora Rd. 350 Sagamore Hills, Ohio 44067 (216) 496-2323 The failure of either Party to insist upon the performance of any term or provision of this Agreement or to exercise any right herein conferred shall not be construed as a waiver or relinquishment to any extent of City's or Consultant's right to assert or rely on any such term or right on any future occasion. 16. Disclosure of Conflicts and Confidential Information. Consultant hereby warrants to the City that Consultant has made full disclosure in writing of any existing or potential conflicts of interest related to Consultant's provision of the Services. In the event that any conflicts of interest arise after the execution of this Agreement, Consultant hereby agrees to make full disclosure to the City in writing immediately upon learning of such conflict. Professional Services Agreement with NashWest, LLC. (Phase II) Page 7 of 10 The City acknowledges that Consultant may use products, materials, or methodologies proprietary to Consultant. The City agrees that Consultant's provision of services under this Agreement shall not be grounds for the City to have or obtain any rights in such proprietary products, materials, or methodologies unless the Parties have executed a separate written agreement with respect thereto. Notwithstanding the foregoing, Consultant understands and agrees that the City is subject to various public information laws and regulations, including, but not limited to, the Texas Public Information Act. Consultant, for itself and its officers, agents, servants, employees, and subcontractors, further agrees that it shall treat all information provided to it by the City as confidential and shall not disclose any such information to any third party without the prior written approval of the City. 17. Minority and Woman Business Enterprise Participation. In accordance with City Ordinance No. 15530, the City has goals for the participation of minority business enterprises and woman business enterprises ("M/WBE") in City contracts. Consultant acknowledges the M/WBE goal established for this Agreement and its commitment to meet that goal. Any misrepresentation of facts (other than a negligent misrepresentation) and/or the commission of fraud by the Consultant 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. 18. Governmental Powers. Both Parties agree and understand that the City does not waive or surrender any of its governmental powers by execution of this Agreement. 19. Severability. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. 20. Force Majeure. If either party is unable, either in whole or part, to fulfill its obligations under this Agreement due to acts of God; strikes, lockouts, or other industrial disturbances; acts of public enemies; wars; blockades; insurrections; riots; epidemics; public health crises; earthquakes; fires; floods; restraints or prohibitions by any court, board, department, commission, or agency of the United States or of any state; declaration of a state of disaster or of Professional Services Agreement with NashWest, LLC. (Phase II) Page 8 of 10 emergency by the federal, state, county, or City government in accordance with applicable law, issuance of a Level Orange or Level Red Alert by the United States Department of Homeland Security; any arrests and restraints; civil disturbances; or explosions; or some other reason beyond the party's reasonable control (collectively, "Force Majeure Event"), the obligations so affected by such Force Majeure Event will be suspended only during the continuance of such event. 21. Headings not Controlling, Headings and titles used in this Agreement are for reference purposes only and shall not be deemed a part of this Agreement. 22. Amendment. No amendment, modification, or alteration of the terms of this Agreement shall be binding unless the same is in writing, dated subsequent to the date hereof, and duly executed by the parties hereto. 23. Entire Agreement. This written instrument (together with any attachments, exhibits, and appendices) constitutes the entire understanding between the Parties concerning the work and services to be performed hereunder, and any prior or contemporaneous, oral or written agreement that purports to vary from the terms hereof shall be void. [SIGNATURES APPEAR ON FOLLOWING PAGE) Professional Services Agreement with NashWest, LLC. (Phase II) Page 9 of 10 EXECUTED in multiple originals on this, the 5 day of () lA - , 2009. CITY OF FORT WORTH, TEXAS Assistant City Manager Date Signed: ATTEST: City Secretary APPROVED AS TO FORM AND LEGALITY: Denis C. Mc�rpy Assistant Ci y ttorney M&C C-23786 NASHWEn 19 LLC. Kat West Vice President ,1 r Date Signed: s WITNESS: CORPORATE SEAL: �OFFICfAL RECORD CITY SECRETARY 1 �T. WORTH, TX Professional Services Agreement with NashWest, LLC. (Phase II) Page 10 of 10 ��. Phase II — Account Reconciliation 1. Overview Due to concerns regarding inaccurate distribution of accounts for a percentage of citations resulting in the incorrect calculation for fines owed to the State, Municipal Court, and to citizens, there is consequently a need to thoroughly investigate, document and resolve the financial system problems. Phase II deliverables shall include Office of Court Administration and End -of -Year Reports and cleanup of the accounts balances in the escrow accounts. This post -implementation project is to complete the updates and regeneration of the CourtView financial reports, complete the remaining financial data cleanup items, and assess and perform the impacted financial configurations. 1.1 Scope: As per the original project, the scope is as follows: a) The project will perform an assessment of CourtView data to identify and correct/cleanup problems regarding: ■ The accurate reporting of the fines and fees collected by Municipal Court ■ The accurate reporting of the distribution of Court Costs ■ The accurate reporting of the amount owed by CFW to the State ■ The accurate reporting of the amount owed by CFW to citizens ■ The accurate reporting of the converted case data from mainframe into CourtView b) The project will perform the required cleanup of financial data and perform the required code and system changes to: ■ correct the accruals and ending balances of accounts ■ ensure the ongoing reconciliation of court accounts on the general ledger ■ ensure the above mentioned reporting (reference: section 2a) is correct c) The project will ensure effective business procedures, testing, issues management and change control procedures are in place for the processing of current and future CourtView financial data. d) The project will ensure the appropriate audit control procedures are implemented to ensure the integrity of the CourtView financial data. Out of Scope: a) The project does not include the reconciliation and cleanup of converted citation activity (cases created prior to December 5'h 2005 with no financial activity after December 5th 2005) 1.2 Objectives: In order to ensure the accurate reporting of CourtView financials, the following activities will be performed. Data Analysis: Perform an assessment of the CWurtView financial data and document problems encountered. Problem Resolution: Develop solutions for problems identified. Develop: Develop multiple database scripts and/or manual updates procedures. Corrections: Perform the necessary CourtView code setup and data cleanup in the TEST environment and implement the changes in the PRODUCTION environment after thorough testing has been performed. Provide final copies of the update scripts, and cleanup/update results. The remaining cleanup tasks, to be performed with the support of the vendor, are as follows: CLEANUP OF ESCROW ACCOUNTS Programmatic cleanup of COLL escrow accounts (WIP) Programmatic cleanup of DEFERRED DISP escrow accounts Programmatic cleanup of Misc escrow accounts OCA REPORTING Case Disposon Options —WIP JV/MN Action Codes —WIP SCR Columns — WIP Magistrate Activity - we need to track additional categories Generation of OCA reports EOY REPORTING Cleanup Penalty dockets (Inappropriate PEN dockets) Generate EOY reports MISC CLEANUP Null docket dates (WIP -might be near completion now) Pedestrian Court Costs - (707713P, 07713W, 02717P, 02717W) AD HOC REPORTS REQUESTED AR Overpayments (Audit control report) Data Cleanup FINANCIAL TICKLER ASSESSMENT Assessment of financial ticklers Code configuration corrections Data cleanup CV SECURITY ASSESSMENT Assessment of existing CV controls Security configurations MANUALCFW CLEANUP Cases with bad/invalid offenses (action code) and/or invalid docket dates (date of offense) (approx 165 cases) Assumptions: Resources ■ Resources will be available as needed to perform scheduled/assigned duties. Data Analysis ■ The core team will be able to quickly review the high volume of QA reports. ■ Various QA summary reports will adequately facilitate the data analysis activities. ■ The designated review team will have the required level of knowledge to effectively review and analyze the CourtView data. Resolution Planning ■ The team will provide a quick turnaround in resolving the identified problems ■ Minimal CourtView system changes will be required. Cleanup ■ The data issues identified may be resolved via batch processing (database scripts). Manual corrections will be minimal. Risks: N/A NashWest, LLC 526 West Aurora Road #350 Sagamore Hills, OH 44067 Quotation: CFW2009-014 Project: Consultation Date: Expires: 06/17/09 60 days Task Unit Quantity unit Cost TotalGroup Total Labor OCA Reporting hrs 136 $ 150.00 $20,400 End of Year Reporting hrs 15 $ 150.00 $2,250 Miscelaneous Cleanup hrs 10 $ 150.00 $1,500 Ad Hoc Reports Requested hrs 18 $ 150.00 $2,700 Tickler Assessment hrs 88 $ 150.00 $13,200 Security Configurations hrs 76 $ 150.00 $11,400 Discovery/Issue Resolution hrs 120 $ 150.00 $18,000 TOTAL LABOR 463oOOl 69,450.00 $69,450 Discount percentage 10 % $6,945 Total Labor Cost $62505 Travel Expenses Air fare@ $400/round tri flights 0 $ 400.00 $0 Hotel @ $130/day days 0 $ 130.00 $0 Car Rental Q $360/wk wks 0 $ 360.00 $0 Gas Q $20/wk wks 0 $ 20.00 $0 Airport Parkin @ $x50/wk wks 0 $ 50.00 $0 Mileage to airport @ 40/wk wks 0 $ 40.00 $0 Per diem Q $44/daperson) days 1 0 $ 44.00 1 $0 TOTAL EXPENSES $0 Total $62,505 20% Contingency $12,501 Total Project Cost Estimate $75,006 Notes: 1. This quotation is a Time and Materials estimate of services. Actual costs may be greater or less than estimate. NashWest will not exceed the estimated costs without written authorization from the client. 2. Travel costs are estimated in this quotation and will be invoiced based on actual costs. 3. This quotation is subject to the terms of the Professional Services Agreement between the City of Fort Worth and NashWest, LLC. 4. This estimate is based on a preliminary and high level review of the requirements. Investigation may show that additional time is required. M&C Review Page 1 of 2 COUNCIL ACTION: Approved on 9/22/2009 Offidal ste of the Clay of Fort \North, Texts DATE: 9/22/2009 REFERENCE NO.: **C-23786 LOG NAME: 38NASHWEST4 CODE: C TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: Authorize a Contract for Staff Augmentation Services with NashWest, LLC, for the Phase II Reconciliation of the Municipal Court Services Financial Accounts for a Cost of $75,006.00 RECOMMENDATION: It is recommended that the City Council authorize the City Manager to execute a contract for staff augmentation services with NashWest, LLC, for the Phase II Reconciliation of the Municipal Court Services financial accounts for a projected cost of $75,006.00. DISCUSSION: On December 2, 2008, the City Council approved M&C C-23194, which authorized execution of a contract with NashWest, LLC, for staff augmentation associated with reconciling the Municipal Court Services financial accounts. The Phase 1 project under this contract identified numerous issues specific to the financial processing of citations in the CourtView case management system. The key concern was inaccurate distribution of accounts for some citations resulting in the incorrect calculation of fines and fees owed to the State, Municipal Court and to citizens. Among the identified sources of the problems were pre-existing mainframe errors in the distribution of accounts and the processing of payments, conversion errors in the distribution of accounts and pre and post go -live errors in the setup of financial related codes. Most of the Court's required financial reports were included in the Phase I contract along with cleanup of some major account balances. Those items and the remainder of the scope of work for the Phase I contract were all successfully completed. However, certain tasks were intentionally omitted from the Phase I scope of work so that efforts could be focused on higher priority items. These remaining tasks are necessary for the Municipal Court to complete the financial reconciliation process and include reports relating to the Office of Court Administration and End -of -Year as well as the cleanup of escrow accounts and a few other incidental items. Completion of these activities will be the primary focus of the Phase II Reconciliation project. M/WBE —Due to NashWest, LLC's involvement in the original contract and familiarity with the system, a departmental request for M/WBE subcontracting requirements was submitted by the Municipal Court Services Department. The waiver was approved on August 17, 2009. FISCAL INFORMATION/CERTIFICATION: The Financial Management Services Director certifies that funds are available in the current operating budget, as appropriated, of the General Fund. TO Fund/AccountlCenters FROM Fund/Account/Centers GG01 539120 0381000 $75,006.00 http://apps.cfwnet.org/council�acket/mc_review.asp?ID=12255&councildate=9/22/2009 10/13/2009 ivI&C Review Page 2 of 2 Submitted Tor_City Manager's Office bv: Originatinnguepartment Head: Additional_Information Contact: ATTACHMENTS Charles Daniels (6183) Deidra Emerson (6711) Deidra Emerson (6711) http://apps.cfwnet. org/council�acket/mc_review.asp?ID=1225 5&councildate=9/22/2009 10/13/2009