HomeMy WebLinkAboutContract 37974-A16 CITY SECRETARY CONTRACT NO. " /q9l -41 U
AMENDMENT NO. 16 TO
CITY SECRETARY CONTRACT NO.37974
PROFESSIONAL SERVICES AGREEMENT
EVERGE GROUP,LLC
WHEREAS, the City of Fort Worth (hereinafter "City") and eVerge Group, LLC
(hereafter "eVerge," "Prime Vendor," or "Contractor," previously eVerge Group of Texas, Ltd.)
entered into City of Fort Worth City Secretary Contract ("CSC") No. 37974, which was
authorized by the City Council by M&C C-23171 on November 11, 2008; and
WHEREAS, the Contract involves implementation services for Phase I of the
transformation of the City's legacy financial and administrative information systems to an
Enterprise Resource Planning("ERP") System; and
WHEREAS, the Contract is on a fixed cost basis for completion of certain agreed
upon deliverables and milestones; and
WHEREAS, the City and eVerge previously amended CSC No. 37974, via CSC No.
37974- Al to modify the deliverables and payment schedule; and 37974-A2 to include the
professional services required to implement the PeopleSoft Directory Interface Module; and
37974-A3 to expand the scope of the Contract to provide additional Training services and
additional Time & Labor services; and 37974-A4 to further modify the deliverables and
payment schedule; and 37974-A5 to include professional services required to implement
additional configuration and modifications; and 37974-A6 to modify and expand the scope of
the Contract pursuant to a revised plan and timeline for implementing PeopleSoft; and 37974-A7
to provide additional Training and Organizational Readiness services; and 37974-A8 to provide
assistance in processing paycheck corrections for Police; and 37974-A9 to provide additional
support on an as-needed basis beyond the originally planned stabilization period; and 37974-
A10 to provide additional support for Police and Fire stabilization; and 37974-A11 to reallocate
funding for previously approved resources for additional support for City-wide ERP support
and services; and 37974-A 12 to revise the payment plan and deliverable schedule; and 37974-
A 13 to modify and expand the scope of the Contract to include professional services
required for the upgrade of the ERP PeopleSoft HCM Software to the 9.1 Version; and 37974-
A14 to provide additional support for Open Enrollment 2013; and 37974-A15 to modify the duties
and obligations of the parties for implementation of the Enterprise Learning Management
("ELM"), e-Performance, and Recruiting Modules (CSC No. 37974 and all amendments thereto
are collectively referred to herein as the"Contract").
WHEREAS, the City and eVerge now wish to change the scope of the Contract to modify
CFW/eVerge Group LLC
Amendment No. 16 to CSC No.37974
Page 1 of 14 OFFICIAL RECORD
CITY SECRETARY
NOV 2 FT. WORTH, TX
the duties and obligations of the parties to restructure the services to provide for staff
augmentation services for support of the City's PeopleSoft Human Resources/Payroll System
("ERP Phase I") and add staff augmentation services for the City's PeopleSoft Financial Supply
Chain Management Software Implementation ("ERP Phase II"), subject to the terms and
conditions set forth herein, in this Amendment No. 16 ("Amendment").
NOW, THEREFORE, the City and eVerge, acting herein by and through their duly
authorized representatives, enter into this agreement which amends the Contract as follows:
1.
Exhibit A, Scope of Work, is hereby amended as follows:
Exhibit A, Scope of Work, is hereby amended to add Attachment A for services related to
ERP Phase I. eVerge will provide services to the City in the manner and amount set forth in
Attachment A for ERP Phase 1, or any other services authorized by the City related to the
implementation of ERP Phase 1. The City will pay eVerge on a time-and-materials basis for all
services for ERP Phase 1.
Exhibit A, Scope of Work, is hereby further amended to add Attachment B for services
related to ERP Phase 11. eVerge will provide services to the City in the manner and amount set forth
in Attachment B for ERP Phase 1I, or any other services authorized by the City related to the
implementation of ERP Phase 11. The City will pay eVerge on a time-and-materials basis for all
services for ERP Phase 11.
Attachments A and B are attached hereto and incorporated herein by reference into the
Contract for all purposes.
2.
Section 2,TERM, shall be modified to extend the term of the Agreement to expire on
December 31, 2015.
3.
Section 3, COMPENSATION,shall be amended to read as follows:
The City shall pay the Prime Vendor an amount not to exceed $21,013,826.48 in
accordance with the provisions of this Agreement. The Prime Vendor shall not perform any
additional services for the City not specified by this Agreement unless the City requests and
approves in writing the additional costs for such services. The City shall not be liable for any
additional expenses of the Prime Vendor not specified by this Agreement unless the City first
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Amendment No. 16 to CSC No.37974
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approves such expenses in writing.
For purposes of this Amendment, payment for services for ERP Phase I shall not exceed
$1,450,150.00, and payment for services for ERP Phase II shall not exceed $6,000,000.00, for a
combined Contract amount increase of$7,450,150.00.
4.
Section 4, TERMINATION is hereby amended, restated and replaced with the following:
4. TERMINATION.
4.1. Convenience.
The City or Prime Vendor may terminate this Agreement at any time and for any
reason by providing the other party with 60 days' written notice of termination.
4.2 Non-appropriation of Funds.
In the event no funds or insufficient funds are appropriated by the City in any fiscal
period for any payments due hereunder, City will notify Prime Vendor 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 the City of any kind whatsoever,
except as to the portions of the payments herein agreed upon for which funds have been
appropriated.
4.3 Breach.
Subject to Section 31 herein, either party may terminate this Agreement for breach
of duty, obligation or warranty upon exhaustion of all remedies set forth in Section 31.
4.4 Duties and Obligations of the Parties.
In the event that this Agreement is terminated prior to the Expiration Date, the City
shall pay Prime Vendor for services actually rendered up to the effective date of
termination and Prime Vendor shall continue to provide the City with services requested by
the City and in accordance with this Agreement up to the effective date of termination.
Upon termination of this Agreement for any reason, Prime Vendor shall provide the City
with copies of all completed or partially completed documents prepared under this
Agreement. In the event Prime Vendor has received access to City information or data as a
requirement to perform services hereunder, Prime Vendor shall return all City provided
data to the City in a machine readable format or other format deemed acceptable to the
City.
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Amendment No. 16 to CSC No.37974
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5.
Section 7,INDEPENDENT CONTRACTOR is hereby amended, restated and replaced
with the following:
7. INDEPENDENT CONTRACTOR
It is expressly understood and agreed that Prime Vendor shall operate as an independent
contractor as to all rights and privileges and work performed under this Agreement, and not as
agent, representative or employee of the City. Subject to and in accordance with the conditions and
provisions of this Agreement, Prime Vendor shall have the exclusive right to control the details of
its operations and activities and be solely responsible for the acts and omissions of its officers,
agents, servants, employees, contractors and subcontractors. Prime Vendor acknowledges that the
doctrine of respondeat superior shall not apply as between the City, its officers, agents, servants
and employees, and Prime Vendor, its officers, agents, employees, servants, contractors and
subcontractors. Prime Vendor further agrees that nothing herein shall be construed as the creation
of a partnership or joint enterprise between City and Prime Vendor. It is further understood that the
City shall in no way be considered a Co-employer or a Joint employer of Prime Vendor or any
officers, agents, servants, employees or subcontractors of Prime Vendor. Neither Prime Vendor,
nor any officers, agents, servants, employees or subcontractors of Prime Vendor shall be entitled to
any employment benefits from the City. Prime Vendor shall be responsible and liable for any and
all payment and reporting of taxes on behalf of itself, and any of its officers, agents, servants,
employees or subcontractors.
6.
The Fifth paragraph of Section 8,WARRANTIES, is hereby amended to read as follows:
The warranty period shall be sixty(60) days from the date of the performance and delivery
of the services. City must report any deficiencies in the services to Prime Vendor in writing within
such 60 day period.
7.
The Second paragraph of Section 10, LIMITATION OF LIABILITY, is hereby amended
to read as follows:
Except for damages caused by Prime Vendor for personal injury, including death, or damage
to tangible property, under no circumstances shall Prime Vendor's aggregate cumulative liability
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Amendment No. 16 to CSC No.37974
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hereunder, whether in contract, tort (including, without limitation, negligence), or otherwise, exceed
the total amount of $7,516,570.00, which represents the total aggregate amount of payment for
remaining services pursuant to this Amendment and CSC No. 37974-A15,Amendment No. 15 to the
Contract.
8.
Section 28, SIGNATURE AUTHORITY is hereby amended, restated and replaced with the
following:
28. SIGNATURE AUTHORITY.
The person signing this Agreement hereby warrants that he/she has the legal authority to
execute this Agreement on behalf of the respective party, and that such binding authority has been
granted by proper order, resolution, ordinance or other authorization of the entity. This Agreement,
and any amendment(s) hereto, may be executed by any authorized representative of Prime Vendor
whose name,title and signature is affixed on the Verification of Signature Authority Form, which
is attached hereto as Exhibit "J" and incorporated herein. Each party is fully entitled to rely on
these warranties and representations in entering into this Agreement or any amendment hereto.
9.
The Contract is hereby amended to add Section 29,NETWORK ACCESS to read as
follows:
29. NETWORK ACCESS.
29.1 City Network Access. If Prime Vendor, and/or any of its employees, officers, agents,
servants or subcontractors (for purposes of this section "Contractor Personnel"), requires access to
the City's computer network in order to provide the services herein, Contractor shall execute and
comply with the Network Access Agreement which is attached hereto as Exhibit "K" and
incorporated herein for all purposes. Execution of this Exhibit K hereby replaces previous Exhibit D,
Limited Access Agreement.
29.2 Federal Law Enforcement Database Access. If Contractor, or any Contractor
Personnel, requires access to any federal law enforcement database or any federal criminal history
record information system, including but not limited to Fingerprint Identification Records System
("FIRS"), Interstate Identification Index System ("III System"), National Crime Information Center
("NCIC") or National Fingerprint File ("NFF"), that is governed by and/or defined in Title 28, Code
of Federal Regulations Part 20 ("CFR Part 20"), for the purpose of providing services for the
administration of criminal justice as defined therein on behalf of the City under this Agreement,
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Amendment No. ]6 to CSC No.37974
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Contractor shall comply with the Criminal Justice Information Services Security Policy and CFR
Part 20, and shall separately execute the Federal Bureau of Investigation Criminal Justice
Information Services Security Addendum.
10.
The Contract is hereby amended to add Section 30,IMMIGRATION NATIONALITY
ACT to read as follows:
30. IMMIGRATION NATIONALITY ACT.
The City of Fort Worth actively supports the Immigration & Nationality Act (INA) which
includes provisions addressing employment eligibility, employment verification, and
nondiscrimination. Prime Vendor shall verify the identity and employment eligibility of all
employees who perform work under this Agreement. Prime Vendor shall complete the Employment
Eligibility Verification Form (I-9), maintain photocopies of all supporting employment eligibility
and identity documentation for all employees, and upon request, provide City with copies of all I-9
forms and supporting eligibility documentation for each employee who performs work under this
Agreement. Prime Vendor shall establish appropriate procedures and controls so that no services
will be performed by any employee who is not legally eligible to perform such services. Prime
Vendor shall provide City with a certification letter that it has complied with the verification
requirements required by this Agreement. Prime Vendor shall indemnify City from any penalties or
liabilities due to violations of this provision. City shall have the right to immediately terminate this
Agreement for violations of this provision by Prime Vendor.
11.
The Contract is hereby amended to add Section 31, INFORMAL DISPUTE
RESOLUTION to read as follows:
31. INFORMAL DISPUTE RESOLUTION.
Except in the event of termination pursuant to Section 4.2, if either City or Prime Vendor has a
claim, dispute, or other matter in question for breach of duty, obligations, services rendered or any
warranty that arises under this Agreement, the parties shall first attempt to resolve the matter through
this dispute resolution process. The disputing party shall notify the other party in writing as soon as
practicable after discovering the claim, dispute, or breach. The notice shall state the nature of the
dispute and list the party's specific reasons for such dispute. Within ten(10)business days of receipt of
the notice, both parties shall commence the resolution process and make a good faith effort, either
through email, mail, phone conference, in person meetings, or other reasonable means to resolve any
claim, dispute, breach or other matter in question that may arise out of, or in connection with this
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Amendment No. 16 to CSC No.37974
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Agreement. If the parties fail to resolve the dispute within forty five (45) days of the date of receipt of
the notice of dispute, then either party may immediately issue a notice of termination for breach to the
other party or, in the alternative, upon written consent of authorized representatives of both parties, the
parties may submit the matter to non-binding mediation in Tarrant County, Texas, in accordance with
the Industry Arbitration Rules of the American Arbitration Association or other applicable rules
governing mediation then in effect.The mediator shall be agreed to by the parties. Each party shall be
liable for its own expenses, including attorney's fees; however, the parties shall share equally in the
costs of the mediation. If the parties cannot resolve the dispute through mediation, then either party
shall have the right to exercise any and all remedies available under law regarding the dispute.
Notwithstanding the fact that the parties may be attempting to resolve a dispute in accordance with
this informal dispute resolution process, the parties agree to continue without delay all of their
respective duties and obligations under this Agreement not affected by the dispute. Further, either
party may, before or during the exercise of the informal dispute resolution process set forth herein,
apply to a court having jurisdiction for a temporary restraining order or preliminary injunction where
such relief is necessary to protect its interests.
12.
The Contract is hereby amended to add Section 32, REPORTING REQUIREMENTS to
read as follows:
32. REPORTING REQUIREMENTS
For purposes of this section,the words below shall have the following meaning:
Child shall mean a person under the age of 18 years of age.
Child pornography means an image of a child engaging in sexual conduct or sexual performance as
defined by Section 43.25 of the Texas Penal Code.
Computer means an electronic, magnetic, optical, electrochemical, or other high-speed data
processing device that performs logical, arithmetic, or memory functions by the manipulations of
electronic or magnetic impulses and includes all input, output, processing, storage, or
communication facilities that are connected or related to the device.
Computer technician means an individual who, in the course and scope of employment or business,
installs, repairs, or otherwise services a computer for a fee. This shall include installation of
software, hardware, and maintenance services.
If Prime Vendor, or any employee of Prime Vendor, meets the definition of Computer Technician as
defined herein, and while providing services pursuant to this Agreement, views an image on a
computer that is or appears to be child pornography, such employee of Prime Vendor, or Prime
Vendor, shall immediately report the discovery of the image to the City and to a local or state law
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Amendment No. 16 to CSC No.37974
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enforcement agency or the Cyber Tip Line at the National Center for Missing and Exploited
Children. The report must include the name and address of the owner or person claiming a right to
possession of the computer, if known, and as permitted by law. Failure by Prime Vendor and/or its
employee to make the report required herein may result in criminal and/or civil penalties.
13.
The changes reflected in this Amendment are itemized above and set forth the
complete understanding of the parties. If there is any conflict between this Amendment and
any other provisions of the Contract,this Amendment shall control.
14.
All other provisions of the Contract that are not expressly modified or amended herein
shall remain in full force and effect.
Executed and Agreed this day of n f hil j fe 1� - , 2013.
CITY OF FORT WORTH: EVERGE GROUP,LLC:
By: By.
S Alanis John
Assistant City Mana er Executive Vice President
Date: t t ( a-l�I i 3 Date:
ATT T• 9 ATTEST:
,�e.�. Q ,
By: � � y: -G
M ry J.Kayser ( Of ®� e:
City Secretary A. CS
2
° i
® $®
APPROVED AS FORM T g;®
o y
Maleshta . Farmer °°°°°�
Sr.Assistant City Attorney
Contract Authorization:
M&C: G-18064
Date Approved: 11/19/2013
CFW/eVerge Group LLC
Amendment No. 16 to CSC No.37974 OFFICIAL RECORD
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CITY SECRETARY
FT.WORTH,TX
EXHIBIT A
ATTACHMENT A
PEOPLESOFT HUMAN RESOURCES/PAYROLL SYSTEM(ERP PHASE I)
eVerge shall provide the City with professional services for PeopleSoft functional and/or technical
consulting hours for staff augmentation on a time-and-materials basis for PeopleSoft Human Capital
Management support and implementation services. These hours shall also be available for any
eVerge work for the City, for projects related to ERP Phase I.
eVerge, working at the direction of City management, shall provide staff augmentation services as
needed, including but not limited to,the following:
• Develop solutions to mutually agreed upon tasks/issues on the PeopleSoft ERP
HR/Payroll issues list
• Assist with the implementation of a Recruiting solution
The City shall pay eVerge per terms of individual executed work orders in accordance with the
provisions of this Agreement. Each individual work order shall be listed as Appendix A-1,
Appendix A-2, Appendix A-3 and so forth, and each work order shall be attached and incorporated
into the Agreement. Each work order shall set forth the name of the eVerge personnel to provide
the services, the specific project to which the personnel will be assigned, the specific services to be
provided by the personnel, the start and end date of the work to be performed, the hourly rate or
salary of the personnel; and any other regulations as agreed to by the parties that may apply to the
specific personnel. In no event shall the City be liable for any overtime rates or overtime pay for
eVerge personnel, regardless of the number of hours worked by eVerge personnel. eVerge shall be
solely responsible for any required overtime pay for its personnel. All actual hours worked will be
billed at the agreed upon flat rate. The prohibitions in this paragraph regarding overtime rates and
overtime pay do not limit the number of hours worked by eVerge personnel in any given period, but
are intended to prohibit any special compensation other than the agreed upon flat rate.
Unless otherwise agreed to by the parties, in no event shall payment for services for ERP
Phase I exceed $1,450,150.00.
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Amendment No. 16 to CSC No.37974
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EXHIBIT A
ATTACHMENT B
PEOPLESOFT FINANCIAL SUPPLY CHAIN MANAGEMENT SOFTWARE
IMPLEMENTATION (ERP PHASE II)
eVerge shall provide the City with professional services for PeopleSoft functional and/or technical
consulting hours for staff augmentation on a time-and-materials basis for PeopleSoft Financial
Supply Chain Management Software Implementation. These hours shall also be available for any
eVerge work for the City, for projects related to ERP Phase Il.
eVerge, in accordance with each respective agreed upon Appendix as set forth below, shall provide
staff augmentation services as needed, including but not limited to,the following:
• Module planning, configuration and guidance
• Functional specification development and guidance
• Technical development and testing
• Test scenario and script development and guidance
• Test preparation support and execution(where appropriate)
• Problem investigation and resolution
• Integration with HCM solution leadership
• Training planning, development, and delivery
• Cutover and post production planning and support
• Project management support
• Templates, tools, and methodology as appropriate
The City shall pay eVerge per terms of individual executed work orders in accordance with the
provisions of this Agreement. Each individual work order shall be listed as Appendix B-1,
Appendix B-2, Appendix B-3 and so forth, and each work order shall be attached and incorporated
into the Agreement. Each work order shall set forth the name of the eVerge personnel to provide
the services, the specific project to which the personnel will be assigned, the specific services to be
provided by the personnel, the start and end date of the work to be performed, the hourly rate or
salary of the personnel; and any other regulations as agreed to by the parties that may apply to the
specific personnel. In no event shall the City be liable for any overtime rates or overtime pay for
eVerge personnel, regardless of the number of hours worked by eVerge personnel. eVerge shall be
solely responsible for any required overtime pay for its personnel. All actual hours worked will be
billed at the agreed upon flat rate. The prohibitions in this paragraph regarding overtime rates and
overtime pay do not limit the number of hours worked by eVerge personnel in any given period, but
are intended to prohibit any special compensation other than the agreed upon flat rate.
Unless otherwise agreed to by the parties, in no event shall payment for services for ERP
Phase II exceed $6,000,000.00.
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Amendment No. 16 to CSC No.37974
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EXHIBIT J
VERIFICATION OF SIGNATURE AUTHORITY
Full Legal Name of Company ("Company"): eVerge Group, LLC
Legal Address: 4965 Preston Park Blvd., Suite 700, Plano, Texas 75093
Services to be provided: PeopleSoft ERP Phase I support and ERP Phase II staff augmentation
Execution of this Signature Verification Form ("Form") hereby certifies that the following
individuals and/or positions have the authority to legally bind the Company and to execute any
agreement, amendment or change order on behalf of Company. Such binding authority has been
granted by proper order, resolution, ordinance or other authorization of Company. The City is fully
entitled to rely on the warranty and representation set forth in this Form in entering into any
agreement or amendment with Company. Company will submit an updated Form within ten (10)
business days if there are any changes to the signatory authority. The City is entitled to rely on any
current executed Form until it receives a revised Form that has been properly executed by the
Company.
1. Name: Esteban Neely
Position: Pr ident
AI
Signature
2. Name: John Beall
Position: xeeutive Vice President
S igna
3. Name:
Position:
Signature
Name:
i
Signature of P e ident
Date: ►11210113
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Amendment No. 16 to CSC No.37974
Page 11 of 14
EXHIBIT K
NETWORK ACCESS AGREEMENT
1. The Network. The City owns and operates a computing environment and network
(collectively the "Network"). Contractor wishes to access the City's network in order to provide
PeopleSoft ERP Phase I support and ERP Phase II staff augmentation services. In order to provide
the necessary support, Contractor needs access to e-mail exchange, Intranet, and Internet.
2. Grant of Limited Access. Contractor is hereby granted a limited right of access to the City's
Network for the sole purpose of providing PeopleSoft ERP Phase I support and ERP Phase 11 staff
augmentation services. Such access is granted subject to the terms and conditions forth in this
Agreement and applicable provisions of the City's Administrative Regulation D-7 (Electronic
Communications Resource Use Policy), of which such applicable provisions are hereby incorporated
by reference and made a part of this Agreement for all purposes herein and are available upon
request.
3. Network Credentials.The City will provide Contractor with Network Credentials
consisting of user IDs and passwords unique to each individual requiring Network access on behalf
of the Contractor. Access rights will automatically expire one (1)year from the date of this
Agreement. If this access is being granted for purposes of completing services for the City pursuant
to a separate contract,then this Agreement will expire at the completion of the contracted services,
or upon termination of the contracted services, whichever occurs first. This Agreement will be
associated with the Services designated below.
❑ Services are being provided in accordance with City Secretary Contract No.
❑ Services are being provided in accordance with City of Fort Worth Purchase Order No.
x Services are being provided in accordance with the Agreement to which this Access
Agreement is attached.
❑ No services are being provided pursuant to this Agreement.
4. Renewal. At the end of the first year and each year thereafter,this Agreement may be
renewed annually if the following conditions are met:
4.1 Contracted services have not been completed.
4.2 Contracted services have not been terminated.
4.3 Within the thirty(30) days prior to the scheduled annual expiration of this Agreement, the
Contractor has provided the City with a current list of its officers, agents, servants, employees or
representatives requiring Network credentials.
Notwithstanding the scheduled contract expiration or the status of completion of services,
Contractor shall provide the City with a current list of officers, agents, servants, employees or
representatives that require Network credentials on an annual basis. Failure to adhere to this
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Amendment No. 16 to CSC No.37974
Page 12 of 14
requirement may result in denial of access to the Network and/or termination of this Agreement.
5. Network Restrictions. Contractor officers, agents, servants, employees or
representatives may not share the City-assigned user IDs and passwords. Contractor acknowledges,
agrees and hereby gives its authorization to the City to monitor Contractor's use of the City's
Network in order to ensure Contractor's compliance with this Agreement. A breach by Contractor,
its officers, agents, servants, employees or representatives, of this Agreement and any other written
instructions or guidelines that the City provides to Contractor pursuant to this Agreement shall be
grounds for the City immediately to deny Contractor access to the Network and Contractor's Data,
terminate the Agreement, and pursue any other remedies that the City may have under this
Agreement or at law or in equity.
5.1 Notice to Contractor Personnel — For purposes of this section, Contractor Personnel
shall include all officers, agents, servants, employees, or representatives of Contractor. Contractor
shall be responsible for specifically notifying all Contractor Personnel who will provide services to
the City under this agreement of the following City requirements and restrictions regarding access to
the City's Network:
(a) Contractor shall be responsible for any City-owned equipment assigned to Contractor
Personnel, and will immediately report the loss or theft of such equipment to the City
(b) Contractor, and/or Contractor Personnel, shall be prohibited from connecting
personally-owned computer equipment to the City's Network
(c) Contractor Personnel shall protect City-issued passwords and shall not allow any
third party to utilize their password and/or user ID to gain access to the City's
Network
(d) Contractor Personnel shall not engage in prohibited or inappropriate use of Electronic
Communications Resources as described in the City's Administrative Regulation D7
(e) Any document created by Contractor Personnel in accordance with this Agreement is
considered the property of the City and is subject to applicable state regulations
regarding public information
(f) Contractor Personnel shall not copy or duplicate electronic information for use on
any non-City computer except as necessary to provide services pursuant to this
Agreement
(g) All network activity may be monitored for any reason deemed necessary by the City
(h) A Network user ID may be deactivated when the responsibilities of the Contractor
Personnel no longer require Network access
6. Termination. In addition to the other rights of termination set forth herein, the City may
terminate this Agreement at any time and for any reason with or without notice, and without penalty
to the City. Upon termination of this Agreement, Contractor agrees to remove entirely any client or
communications software provided by the City from all computing equipment used and owned by
the Contractor, its officers, agents, servants, employees and/or representatives to access the City's
Network.
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Amendment No. 16 to CSC No.37974
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7. Information Security. Contractor agrees to make every reasonable effort in accordance with
accepted security practices to protect the Network credentials and access methods provided by the
City from unauthorized disclosure and use. Contractor agrees to notify the City immediately upon
discovery of a breach or threat of breach which could compromise the integrity of the City's
Network, including but not limited to, theft of Contractor-owned equipment that contains City-
provided access software, termination or resignation of officers, agents, servants, employees or
representatives with access to City-provided Network credentials, and unauthorized use or sharing of
Network credentials.
ACCEPTED AND AGREED:
CITY OF FORT WORTH: EVER Y GRO/U�'P,LLC:
By: By:
Sus nis Jo all
Assistant City Manag r Executive Vice President
Date: Date: Illu ,3
A.TT S ATTEST:
ity Secretary Name: �4 ,.► Kk
Title: PCs,JI&u j
APPROVED AS TO FORM-AD LEGALITY:
Assistant City Attorney
M&C: none required
CFW/eVerge Group LLC
Amendment No. 16 to CSC No.37974
Page 14 of 14 OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
M&C - Council Agenda Page 1 of 2
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 1 1/1 91201 3
DATE: Tuesday, November 19, 2013 REFERENCE NO.: G-18064
LOG NAME: 13ERP SUPPORT
SUBJECT:
Authorize Transfer in the Amount of$1,450,150.00 for Phase II to Phase I in the ERP Capital Project Fund,
Authorize Execution of Contract Amendment No. 16 to City Secretary Contract No. 37974 for an Amount
Not to Exceed $7,450,150.00 with eVerge Group LLC, Provide ERP Support Services for the City's
PeopleSoft Human Resources/Payroll System ERP Phase I and Provide Staff Augmentation Services for
the City's PeopleSoft Financial Supply Chain Management Software Implementation ERP Phase II (ALL
COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the transfer in the amount of$1,450,150.00 from Phase 11 to Phase I in the ERP Capital
Project Fund; and
2. Authorize the execution of Contract Amendment No. 16 to City Secretary Contract No. 37974 with
eVerge Group LLC, for an amount not to exceed $7,450,150.00 to provide ERP Support Services for the
City's PeopleSoft Human Resources/Payroll System ERP Phase I and to provide Staff Augmentation
services for the City's PeopleSoft Financial Supply Chain Management Software Implementation ERP
Phase II.
DISCUSSION:
On October 18, 2010, the City of Fort Worth (City), replaced its Legacy Human Resources (HR) and
Payroll systems, with a new PeopleSoft system commonly known as ERP Phase I for HR/Payroll. eVerge
Group LLC (eVerge), the selected ERP implementation vendor for Phase I, has worked with Staff to
install, configure,test, deploy and stabilize the new PeopleSoft system. In October 2012,the City began
implementation of PeopleSoft Financial Supply Chain Management Software commonly known as ERP
Phase 11 for Financials. Phase 11 is currently in progress with a go-live date of October 1, 2014 for various
components.
Approval of this Mayor and Council Communication (M&C), will address ERP Phase I and Phase II
needs. Phase I related costs will not exceed the amount of$1,450,150.00. Phase II related costs will not
exceed the amount of$6,000,000.00 for a total amount of$7,450,150.00.
In order to increase the effectiveness and efficiency of the City's PeopleSoft HR/Payroll systems, and to
transition to a normal maintenance mode of operations, assistance is needed to support Staff to eliminate
the backlog of worklist items/issues, as well as additional support for customer acceptance testing. Funds
have been identified in the ERP Phase II Project Budget to support this effort. Additionally, due to
eVerge's in-depth knowledge of City operations and environment, Staff recommends using their services
for this effort.
A sample of the types of issues to be addressed include the following:
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M&C - Council Agenda Page 2 of 2
• Report/Query Improvements;
• FMLA Reporting and Monitoring;
• Building a Billing Process for Retiree Health Benefits;
• Improving System Processing Time for Absences;
• Reducing Manual Processing of Leave Payouts; and
• Developing Driver's License Interface Improvements.
The Phase II implementation for Financials requires an estimated amount of$6,000,000.00 for Staff
augmentation services. This expenditure is a component of the original project appropriation; therefore,
no additional appropriation is necessary.
M/WBE Office-eVerge agrees to maintain its initial M/WBE commitment of 11 percent that it made on the
original Agreement and extend and maintain that same MMBE commitment of 11 percent to all prior
amendments up to and inclusive of this Amendment No. 16. Therefore, eVerge remains in compliance
with the City's M/WBE Ordinance and attests to its commitment by its signature on the Acceptance of
Previous M/WBE Commitment form executed by an authorized representative of its company.
ADMINISTRATIVE AMENDMENT-An administrative amendment or increase may be made by the City
Manager, or his designee, for a total amount not to exceed $50,000.00 annually. Such increase or
amendment does not require specific City Council approval as long as sufficient funds have been
appropriated.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that funds are available in the current capital
budget, as appropriated, of the ERP Capital Project Fund.
FUND CENTERS:
TO Fund/Account/Centers FROM Fund/Account/Centers
C296 539120 1310300784XX $1,450,150.00
C296 539120 1310301361XX $6,000,000.00
CERTIFICATIONS:
Submitted for City Manager's Office by: Susan Alanis (8180)
Originating Department Head: Greg Jordan (2836)
Additional Information Contact: Pete Anderson (8781)
ATTACHMENTS
1. C296 Available Funds 11-8-2013.docx (CFW Intemal)
http://apps.cfwnet.org/ecouncil/printrnc.asp?id=19251&print=true&DocType=Print 11/27/2013