HomeMy WebLinkAboutContract 53262-A5R1CSC No. 53262-A5R1
FIFTH AMENDMENT AND FIRST RENEWAL
TO
FORT WORTH CITY SECRETARY CONTRACT NO. 53262
This Fifth Amendment and First Renewal ("Fifth Amendment") to Fort Worth City
Secretary Contract No. 53262 ("Agreement) is made between the City of Fort Worth ("City,") a
Texas municipal corporation and Origami Risk LLC ("Vendor,") a Delaware limited liability
company. City and Vendor are each individually referred to herein as a "party" and collectively
referred to as the "parties."
WHEREAS, City and Vendor entered into an Agreement identified as City Secretary
Contract No. 53262 beginning December 20, 2019 (the "Agreement") for one five-year term in a
total amended contract amount not to exceed $882,179.00;
WHEREAS, on December 23, 2024, City and Vendor entered into the Fourth Amendment
to the Agreement to extend the length of the term by two months, and increase the overall value
of the Agreement by One -Hundred Thousand Dollars ($100,000.00) pursuant to an administrative
change order;
WHEREAS, the current term of the Agreement expires on February 19, 2025;
WHEREAS, on January 28, 2025, through M&C 25-0062, the Fort Worth City Council
authorized the execution of five (5) one-year renewal options in an amount not to exceed
$1,232,894.00;
WHEREAS, it is the collective desire of the parties to amend the Agreement to include
three additional renewal options, through M&C 25-0062, and increase the total contract amount
by $730,965.00 for a revised total contract amount not to exceed $1,713,131.64;
WHEREAS, it is the collective desire of the parties to renew the Agreement as set forth in
the paragraph above with pricing in accordance with Exhibit A-3 Order Form No. 20240220; and
WHEREAS, it is the collective desire of the parties to amend the Agreement to include
Exhibit B-1 Statement of Work No. 20240220 for Risk Management Information System (RMIS)
Configuration.
NOW THEREFORE, known by all these present, the Parties, acting herein by and
through their duly authorized representatives, agree to the following terms, which amend the
Agreement as follows:
I. AMENDMENTS
1. The Agreement is hereby amended to extend the term of the Agreement by one year
with two additional automatic one-year renewal terms following immediately thereafter and
increase the total contract amount by $730,965.00 for the renewal terms for a revised total contract
amount not to exceed $1,713,131.64. OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Fifth Amendment and First Renewal to Fort Worth City Secretary Contract No. 53262 Page 1 of 3
2. The Agreement is hereby amended to include Exhibit 13-1 Statement of Work No.
20240220, attached to this Fifth Amendment, for Risk Management Information System (RMIS)
Location Hierarchy Configuration in an amount of $9,000.00. Statement of Work No. 20240220
will be purchased through available contract spend authority remaining from the Administrative
Change Order authorized through the Fourth Amendment to CSC 53262 and will not affect the
revised total contract amount of $1,713,131.64.
II. RENEWALS
1. The Agreement is hereby renewed from February 20, 2025 through February 19,
2026, with two additional automatic one-year renewals immediately thereafter, with pricing in
accordance with Exhibit A-3 Order Form No. 20240220, attached hereto and made a part thereof
the Agreement. Payment for each contract year will be paid in accordance with the invoicing
schedule set forth in Exhibit A-3 Order Form No. 20240220.
2. The revised total contract amount will not exceed $1,713,131.64 with total
expenses for Renewal Term Year 1 not to exceed $252,655.00, as amended.
III. MISCELLANEOUS
All other terms, provisions, conditions, covenants and recitals of the Agreement not
expressly amended herein shall remain in full force and effect.
[Signature Page Follows]
Fifth Amendment and First Renewal to Fort Worth City Secretary Contract No. 53262 Page 2 of 3
Executed effective as of the date signed by the Assistant City Manager below.
City:
By:
Name: Richard Zavala
Title: Interim Assistant City Manager
Date: Mar 7, 2025
Origami Risk, LLC
By: Cam- ;;;.
Name: Earnest Bentley
Title: President, Risk Solutions
Date: 3/7/2025
CITY OF FORT WORTH INTERNAL ROUTING PROCESS:
Approval Recommended:
By:
/-�
Name:
Kevin Gunn
Title:
Director, IT Solutions
Approved as to Form and Legality:
M. k-m;z//
By: M. Kevin Anders, II (Mar 7, 2025 15:58 CST)
Name: M. Kevin Anders, II
Title: Assistant City Attorney
Contract Authorization:
M&C: 25-0062
Approval Date: 01/28/2025
Form 1295: 2025-1253339
Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
of this contract, including ensuring all performance
and reporting requirements.
By: Mark (Mar 7,202515:45CST)
Name: Steven Vandever
Title: Sr. IT Solutions Manager
City Secretary:
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By:
Name: Jannette Goodall
Title: City Secretary
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OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Fifth Amendment and First Renewal to Fort Worth City Secretary Contract No. 53262 Page 3 of 3
ORIGAMI RISK
CONFIDENTIAL
ORDER FORM #20240220
CONTACT INFORMATION
Client: City of Fort Worth, Texas Bill To Contact: Mark Barta
Address: 200 Texas Street Bill To Email: mark.barta@fortworthtexas.gov
Fort Worth, TX 76102
Primary Contact: Sophia Gatewood Is purchase order (PO) required? ❑
Primary Contact Email: Upon entering into this Order Form, please send any Pos,
sophia.gatewood@fortworthtexas.gov vendor registration links or tax exemption certificates to
finance(aorigamirisk. com
SUBSCRIPTION DETA S
Subscription Term: 36 Months
Effective Date: 2024-02-20
I RECURRING SUBSCRIPTIONS — LICENSES I
Subscription
Quantity / Functionality Purchased
RMIS
Functionality Selected
Full User(s)
2 User(s)
Light User(s)
8 User(s)
Claims Admin User(s)
10 Claims Admin User(s)
Mobile Forms App
License Selected
EHS - Safety Management
Up to 2999 User(s)
EHS Portal User(s)
Up to 5000 User(s)
EHS - Chemicals and Materials Management
Up to 2999 User(s)
EHS Admin License
1 Special License(s)*
Annual Total: $148,475.00
RECURRING SUBSCRIPTIONS — HOSTING
Subscription Quantity / Functionality Purchased
Hosting, Network & Storage Up to 15 GBs of Database Size
Additional Non -Searchable File Attachment Storage 500 Additional GBs of Non -Searchable File Attachment Storage
Additional File Attachment Storage 100 Additional GBs of Searchable File Attachment Storage
Free Non -Searchable File Attachment Storage Includes 100 GBs of Non -Searchable file storage
Staging Environment Staging Selected
Annual Total: $54,625.00
RECURRING SUBSCRIPTIONS — DATA PROCESSING
Subscription
Quantity / Functionality Purchased
HR Employee Demographic Import
Integration Selected
1099 Data Interface or Export
Data Feed Selected
Accounts Payable 2 Way Interface
Integration Selected
CMS-111 Interface
Integration Selected
ISO Claim Search / Fraud Indexing
Integration Selected
PeopleSoft Subrogation 2-way Interface > Encrypted Flat File
Special Data Processing
via SFTP
Claims, Transactions, and Notes Feed
Monthly/Quarterly Feed From — AWPrx
CONFIDENTIAL
` ORIGAMI RISK
Claims, Transactions, and Notes Feed Monthly/Quarterly Feed From — Sedgwick
Annual Total: $54,875.00
Epw RECURRING SUBSCRIPTIONS — Client Support �7
Subscription I Quantity / Functionality Purchased
Client Support Tier Selected Client Support tier includes support resourcing based on
up to 10 hours of Client Support services per month beginning on
the Effective Date.
Annual Total: $27,500.00
RECURRING SUBSCRIPTIONS — ADDITIONAL FEES M
Subscription Quantity / Functionality Purchased
Client Conference Registration 1 Attendee(s)**
Annual Total: $1,500.00
Annual Fees (before discount): $286,975.00
Discount (applied to $286,975.00): ($43,320.00)
Total Annual Fees: $243,655.00
BILLING DETAILS AND ADDITIONAL TERMS
This Order Form is effective as of the Effective Date (as identified above) for the purchase of the subscription services
listed above from Origami Risk LLC ("Origami"). This Order Form is subject to all the terms and conditions of the
underlying agreement between Client and Origami (the "Agreement"). To the extent the Agreement does not
contemplate order forms, this Order Form will be deemed a Statement of Work for purposes of the Agreement. This
Order Form will be deemed a part of the Agreement. Origami and Client agree that the term of the Agreement shall be
extended through the duration of the term of this Order Form.
Fees for the first year of recurring subscription fees and all one-time fees under this Order Form will be invoiced and
due upon execution of this Order Form. Fees for ongoing contract years are due annually upfront on each anniversary
date thereafter. All fees are subject to applicable sales tax, which will appear separately on each invoice. All travel costs
and expenses will be pre -approved by Client in writing and billed to Client as incurred.
Service descriptions and service -specific terms and conditions are set forth at oriaamirisk.com/servicedescriptions,
which are hereby incorporated by reference in the form available at such link as of the Effective Date. Additional
professional services may be set forth in other Statements of Work as agreed between the parties.
*EHS Admin. License — is typically used by the Client's internal users. This license provides access to all the
capabilities of the platform, which is included in EHS functionality.
** Client Conference Registration - This Order Form allows for one (1) attendee registration for each Origami Risk
user conferences held during the span of this Agreement. Registration fees do not include any additional fees, such as
boot camp or hotel and travel expenses.
AMENDMENT TO THE AGREEMENT
The following language is added to the Agreement as a new subsection under "GENERAL":
(j) Piggybacking. Client hereby agrees that, to the extent agreed by Origami, any other federal, state or local
governmental entity in the United States may rely on (and "piggyback" on) the terms and conditions of this Agreement,
including the process used to enter into this Agreement; provided that any resulting agreement between Origami and
any such governmental entity shall be a separate contractual agreement and shall not impose any obligations or liability
on Client.
"'t" ORIGAMI RISK
CONFIDENTIAL
ORDER FORM APPROVAL
The undersigned agree to this Order Form.
ORIGAMI RISK LLC s..
B
Y
Name: Earnest Bentley
(Print Name)
Title: President, Risk Solutions
Date: February 5, 2025
CITY OF FORT WORTH, TEXAS
By:
Name: Richard Zavala
(Print Name)
Title: Interim Assistant City Manager
Date: M a r 7, 2025
STATEMENT OF WORK #20240220
This Statement of Work ("SOW") describes services to be performed by Origami Risk LLC ("Origami") for City of Fort Worth,
Texas ("Client"). This SOW is subject to all the terms and conditions of the underlying agreement between Client and Origami (the
"Agreement"). Capitalized terms used herein shall have the meanings set forth in the Agreement.
TERM
The term of this SOW shall begin upon the execution of this SOW by both parties and shall terminate upon the completion of the
implementation work described herein.
IMPLEMENTATION
Implementation is the process of configuring the Service for use by Client as contemplated in the "Implementation Scope" section of
this SOW. Client's provision of timely and accurate specifications, direction and feedback is essential to the implementation. Both
parties understand that time is of the essence with regard to the implementation and agree to use reasonable and good faith efforts to
promptly complete the implementation.
Based on conversations with the Client, this SOW includes up to 40 hours of professional services for the implementation deliverables
set forth in this SOW. In the event that additional hours are needed to complete the implementation deliverables, the parties may enter
into a separate amendment or statement of work to purchase such additional hours.
Implementation Scope
Origami will work with Client to perform the following implementation tasks:
LRMIS Configuration
Deliverable Scope
Location Hierarchy Configure Origami's fields, codes, and forms for a single Location form and an initial import of
Configuration Location data into a single hierarchy.
Assumptions:
• Client will provide the data file in delimited or fixed width format using Origami's
standard layout.
• Client will manually maintain location hierarchy via Origami UI.
Includes Origami's best practice screen designs and will allow for a single round of changes on the
specification(s) developed.
User Acceptance Testing Provide support for UAT.
(UAT) Support Assumptions:
• Client will create UAT test plan and execute all UAT scenarios.
Project Management Origami will designate a project manager to provide project management activities during the
Implementation. Origami will follow a set of best practices and tools to manage the implementation
project which includes the items listed below:
Origami will:
• Maintain a project schedule on a weekly basis with key deliverables and expected dates to
drive design, configuration, and sign off of specifications and unit testing for each
deliverable to ensure project stays in scope and on time.
Client will:
• Complete all Client assigned project tasks (e.g., discovery sessions, data gathering, unit
testing, sign off) in accordance with the agreed upon timeline.
• Coordinate all activity within Client's organization to complete Client's tasks on the
project schedule.
• Coordinate all activity of Client's 3rd party providers (data sources, brokers, TPAs, etc.)
required to complete tasks on the project schedule
Page I
CLIENT ROLES AND RESPONSIBILITIES
• Client will designate, prior to the start of the implementation, a single point of contact who shall be responsible to coordinate
and manage all activities required within Client's organization to complete Client's tasks on the project schedule and make
decisions on behalf of Client. This single point of contact may be changed at any time upon Client's notice to Origami.
• Client will provide requested information within a reasonable timeframe as agreed upon by Client and Origami; if providing
the requested information is not achievable or will take longer than preferred, Client will promptly inform Origami of the
situation and alternative solutions will be determined.
• Client will help resolve project issues and assist with bringing issues to the attention of the appropriate persons within the
organization, as required.
• Client will coordinate all activity of Client's 3rd party providers required to complete tasks on the project schedule and Client
will be primarily responsible for obtaining information and resolving any issues pertaining to third party products or services
used by Client, if necessary. Client will be responsible for any charges levied by 3rd party providers.
• Client agrees generally to provide other reasonable assistance and cooperation to see that services are successfully completed
(e.g., participate in status calls and working meetings, provide specifications, direction, and feedback as needed by Origami
in a timely manner, etc.)
• For any deliverables that Origami provides to Client for approval, Client will confirm approval or provide necessary details
on any requested remediation promptly.
• Client will be responsible for testing and quality assurance related to the implementation within the timeframe as agreed upon
in the project schedule. Client will ensure that all configurations and customizations operate as intended (including
functionality, usability and data access rights), and Origami shall not be responsible for any damages caused by any such
configurations or customizations.
• Client will have final responsibility for decisions regarding all configurations and customizations (such as forms, dashboards,
interfaces, reports, workflows and data flows), as agreed upon in the design documentation created by or for Client or
Client's users in the Service.
• Outside of the implementation scope set forth in this SOW, Client shall have the ability to configure additional default
dashboards, fields, forms, user roles, distribution lists, reports and other features as needed by Client.
• Client will review and approve specifications provided by Origami and acknowledges that requests for substantial deviations
from the specification are outside the scope of the project.
PRICING AND INVOICE SCHEDULE
Origami will invoice Client $9,000.00 for the Professional Services detailed in this SOW. Such payment shall be invoiced by Origami
upon signature of this SOW by both parties and due in accordance with the terms of the Agreement.
If needed, additional professional services can be purchased through a separate statement of work. All fees are subject to state sales
tax, where applicable. All travel costs and expenses will be pre -approved by Client in writing and billed to Client as incurred.
STATEMENT OF WORK APPROVAL
The undersigned agree to this Statement of Work.
ORIGAMI RISK LLC
By:
G'
Name: Earnest Bentley
(Print Name)
Title: President, Risk Solutions
Date: February 5, 2025
CITY OF FORT WORTH, TEXAS
By:
Name: Richard Zavala
(Print Name)
Title: Interim Assistant City Manager
Date: Mar 7, 2025
Page ii
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M&C Review
CITY COUNCIL AGEND
Create New From This M&C
Official site of the City of Fort Worth, Texas
Foe4 H
DATE: 1/28/2025 REFERENCE **M&C 25- LOG NAME: 040RIGAMI RISK FIVE -
NO.: 0062 YEAR RENEWAL TERM
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: (ALL) Authorize Execution of Five One -Year Renewals for City Secretary Contract No.
53262 with Origami Risk, LLC for a Risk Management Information System Cloud -Based
Software for the Human Resources Department through the Information Technology
Solutions Department for a Total Contract Amount Not to Exceed $1,232,894.00, with an
Amount Not to Exceed $243,655.00 for Years One, Two, and Three, and an Amount Not
to Exceed $250,964.50 for Years Four and Five
RECOMMENDATION:
It is recommended that City Council authorize execution of five one-year renewals for City Secretary
Contract No. 53262 with Origami Risk, LLC for a Risk Management Information System (RMIS) cloud -
based software, licenses, hosting, data, and support services for the Human Resources Department
through the Information Technology Solutions Department for a total contract amount not to exceed of
$1,232,894.00, with an amount not to exceed $243,655.00 for years one, two, and three and an amount
not to exceed $250,964.50 for years four and five.
DISCUSSION:
On December 10, 2019, City Council approved Mayor and Council Communication (M&C) 19-0367
authorizing a new service agreement with Origami Risk, LLC for a Risk Management Information System
(RMIS) cloud -based software. The City executed City Secretary Contract (CSC) 53262 on December 17,
2019 for a five-year agreement in the amount of $511,925.00 with renewal terms available by mutual
agreement of the parties.
On July 30, 2021, the City executed Amendment No. 1 to CSC 53262 administratively change the
contract to include a one-time fee of $24,975.00 and three (3) claims adjusting user licenses and
recurring fees of $6,750.00 each.
On August 23, 2022, M&C 22-0602 authorized Amendment No. 2 to CSC 53262 to add a staging
environment, ongoing support hours, and implement two new data feeds, dashboards and reporting
configuration for the RMIS for a one-time cost of $40,141.66 and additional recurring costs of
$34,100.00.
On June 27, 2023, M&C 23-0530 authorized Amendment No. 3 to CSC 53262 to add a safety module to
the existing RMIS for a revised total contract amount of $882,179.00. The IT Solutions Department
requested and received a Chapter 252 Exemption from the Legal Department under a Sole -Source
Exemption for Origami Risk Software -as -a -Service.
On December 23, 2024, the City executed Amendment No. 4 and Extension No. 1 to extend the
expiration date of year 5 from December 19, 2024 to February 19, 2025 and administratively increase
the total contract amount by $100,000.00 for a revised total contract amount of $982,179.00. This
amendment allowed for services to continue until approval is received for a five-year renewal term.
This M&C requests authorization to execute five one-year renewal terms for CSC 53262 with Origami
Risk in a total contract amount not to exceed of $1,232,894.00. The City of Fort Worth is committing to
five years with Origami Risk if mutually agreed upon by both parties at the time of each one-year
renewal term.
Annual costs are as follows:
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Renewal Year Renewal Year Renewal Year Renewal Year Renewal Year 5
1 2 3 4
Total Annual Fees $243,655.00 $243,655.00 $243,655.00 $250,964.50 $250,964.50
Total Five -Year Renewal Amount $1,232,894.00
This renewal term will allow the Human Resources Department to ensure continued compliance with
Risk and Safety requirements and continue providing an integrated Risk Management program with
comprehensive database where all necessary functions of RMIS, Environmental Safety and Health, and
Governance, Risk, and Compliance (GRC) are available for all city departments. This program actively
houses the City's risk management incident and safety claims including events that do not involve
injuries or loss and provides an online reporting portal for any new incidents.
DVIN: This project was approved for a waiver per the Chapter 252 exemption, as a sole source by the
Legal Department. Therefore, the business equity goal requirement is not applicable.
Funding is budgeted in the Other Contractual Services account within the Info Technology Systems
Fund.
ADMINISTRATIVE CHANGE ORDER: An administrative change order or increase may be made by the
City Manager up to the amount allowed by relevant law and the Fort Worth City Code and does not
require specific City Council approval as long as sufficient funds have been appropriated.
AGREEMENT TERMS: Upon City Council approval, this agreement shall begin upon execution of the
renewal and expire one (1) year from that date.
RENEWAL TERMS: This agreement may be renewed for four (4) successive one-year renewal terms at
the City's option. This action does not require specific City Council approval provided that the City
Council has appropriated sufficient funds to satisfy the City's obligations during the renewal term. Upon
expiration of the fifth renewal term, the departments will seek Mayor and Council approval for a second,
five (5) year renewal period.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that upon approval of the recommendation, funds are available in the
current operating budget, as previously appropriated, in the Info Technology Systems Fund. Prior to an
expenditure being incurred, the Information Technology Services Department has the responsibility to
validate the availability of funds.
TO
Fund Department Account Project
ID ID
FROM
Fund Department Account Project
ID ID
Submitted for City Manager's Office by_
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
Program Activity Budget Reference # Amount
Year (Chartfield 2)
Program Activity Budget
Year
Mark McDaniel (6316)
Kevin Gunn (2015)
Mark Deboer (8598)
Approved Request for Waiver Business Equitv GoaI.PDF (CFW Internal)
Citv of Fort Worth - Oriaami Form 1295 Certificate 2025.pdf (CFW Internal)
Reference # Amount
(Chartfield 2)
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FID Table Oriaami Risk 5-vear Renewal ITS Onlv.xlsx (CFW Internal)
ITS Only - Fund Availabilitypdf (CFW Internal)
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