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HomeMy WebLinkAboutContract 46514 City Secretary Contract No. PROFESSIONAL SERVICES AGREEMENT TOOTY,INC. This PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into by and between the CITY OF FORT WORTH (the "City"), a home rule municipal corporation organized under the laws of the State of Texas, acting by and through CHIEF RUDY JACKSON, its duly authorized Acting Assistant City Manager, and TOOTY, INC. ("Contractor"), an Illinois Corporation and acting by and through LORI MILLER, its duly authorized President, each individually referred to as a"party"and collectively referred to as the"parties." CONTRACT DOCUMENTS: The Contract documents shall include the following: I. This Agreement for Professional Services 2. Exhibit A—Statement of Work 3. Exhibit B—Payment Schedule 4. Exhibit C—Milestone Acceptance Form All Exhibits attached hereto are incorporated herein and made a part of this Agreement for all purposes. In the event of any conflict between the documents,the terms and conditions of this Professional Services Agreement shall control. 1. SCOPE OF SERVICES. Contractor hereby agrees to provide the City with professional services for the purpose of Call Center Monitoring Services. Attached hereto and incorporated for all purposes incident to this Agreement is Exhibit "A," Statement of Work, more specifically describing the services to be provided hereunder. 2. TERM. The initial term of this Agreement shall commence on March 16, 2015 ('Effective Date") and shall expire on February 29, 2016 unless terminated earlier in accordance with the provisions of this Agreement. The parties may renew this Agreement for up to three additional one-year periods by signed written mutual consent. 3. COMPENSATION. The City shall pay Contractor an amount not to exceed$25,560.00 in accordance with the provisions of this Agreement and the Payment Schedule attached as Exhibit "B," which is incorporated for all purposes herein. Contractor 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 Contractor not specified by this Agreement unless the City first approves such expenses in writing. Professional Services Agreement,Tooty, Inc.,Page 1 of 16 OFFICIAL RECORD Call Center Monitoring Services CITY SECRETARY RECEIVED MAR 13 2015 FT.WORTH, TX 4. TERMINATION. 5.1.Written Notice. The City or Contractor may terminate this Agreement at any time and for any reason by providing the other party with 30 days written notice of termination. 5.2 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 Contractor 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 shall have been appropriated. 5.3 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior to the Expiration Date, the City shall pay Contractor for services actually rendered up to the effective date of termination and Contractor 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. 5.4 Breach Subject to Section 29 herein, either party may terminate this Agreement for breach of duty, obligation or warranty upon exhaustion of all remedies set forth in Section 29. 5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION. Contractor hereby warrants to the City that Contractor has made full disclosure in writing of any existing or potential conflicts of interest related to Contractor's services under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement, Contractor hereby agrees immediately to make full disclosure to the City in writing. Contractor, for itself and its officers, agents and employees, further agrees that it shall treat all information provided to it by the City as confidential and shall not disclose any such information to a third party without the prior written approval of the City. Contractor shall store and maintain City Information in a secure manner and shall not allow unauthorized users to access, modify, delete or otherwise corrupt City information in any way. Contractor shall notify the City immediately if the security or integrity of any City information has been compromised or is believed to have been compromised. 6. RIGHT TO AUDIT. Contractor agrees that the City shall, until the expiration of three (3)years after final payment under this contract, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records of the Contractor involving transactions relating to this Contract at no additional cost to the City. Contractor agrees that the City shall have access during normal working hours to all necessary Contractor facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. The City shall give Contractor reasonable advance notice of intended audits. City shall pay its own expenses in conducting such audit. Professional Services Agreement,Tooty, Inc.,Page 2 of 16 Call Center Monitoring Services Contractor further agrees to include in all its subcontractor agreements hereunder a provision to the effect that the subcontractor agrees that the City shall, until expiration of three (3) years after final payment of the subcontract, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records of such subcontractor involving transactions related 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 work space in order to conduct audits in compliance with the provisions of this paragraph. City shall give subcontractor reasonable notice of intended audits. 7. INDEPENDENT CONTRACTOR. It is expressly understood and agreed that Contractor shall operate as an independent contractor as to all rights and privileges granted herein, and not as agent, representative or employee of the City. Subject to and in accordance with the conditions and provisions of this Agreement, Contractor 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. Contractor acknowledges that the doctrine of respondeat superior shall not apply as between the City, its officers, agents, servants and employees, and Contractor, its officers, agents, employees, servants, contractors and subcontractors. Contractor further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Contractor. 8. LIABILITYAND INDEMNIFICATION. A. LIABILITY- CONTRACTOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE ANDIOR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF CONTRACTOR,ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES. B. GENERAL INDEMNIFICATION - CONTRACTOR HEREBY COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO CONTRACTOR'S BUSINESS AND ANY RESULTING LOST PROFITS) ANDIOR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF CONTRACTOR, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. C. INTELLECTUAL PROPERTY INDEMNIFICATION— Contractor agrees to defend, settle, or pay, at its own cost and expense, any claim or action against the City for infringement of any patent, copyright, trade mark, trade secret, or similar property right arising from City's use of the materials provided by Contractor in accordance with this Agreement. So long as Contractor bears the cost and expense of payment for claims or actions against the City pursuant to this section, Contractor shall have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, City shall have the right to fully participate in any Professional Services Agreement,Tooty, Inc.,Page 3 of 16 Call Center Monitoring Services and all such settlement, negotiations, or lawsuit as necessary to protect the City's interest, and City agrees to cooperate with Contractor in doing so. In the event City, for whatever reason,assumes the responsibility for payment of costs and expenses for any claim or action brought against the City for infringement arising under this Agreement, the City shall have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, Contractor shall fully participate and cooperate with the City in defense of such claim or action. City agrees to give Contractor timely written notice of any such claim or action,with copies of all papers City may receive relating thereto. Notwithstanding the foregoing, the City's assumption of payment of costs or expenses shall not eliminate Contractor's duty to indemnify the City under this Agreement. If the materials and/or documentation or any part thereof is held to infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or compromise, such use is materially adversely restricted, Contractor shall, at its own expense and as City's sole remedy, either: (a) procure for City the right to continue to use the materials and/or documentation; or (b) modify the materials and/or documentation to make it non-infringing, provided that such modification does not materially adversely affect City's authorized use of the materials and/or documentation; or (c) replace the materials and/or documentation with equally suitable, compatible, and functionally equivalent non-infringing materials and/or documentation at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to Contractor, terminate this agreement, and refund all amounts paid to Contractor by the City, subsequent to which termination City may seek any and all remedies available to City under law. This paragraph applies only to materials provided by Contractor. 9. ASSIGNMENT AND SUBCONTRACTING. Contractor shall not assign or subcontract any of its duties, obligations or rights under this Agreement without the prior written consent of the City. If the City grants consent to an assignment, the assignee shall execute a written agreement with the City and the Contractor under which the assignee agrees to be bound by the duties and obligations of Contractor under this Agreement. The Contractor 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 Contractor referencing this Agreement under which the subcontractor shall agree to be bound by the duties and obligations of the Contractor under this Agreement as such duties and obligations may apply. The Contractor shall provide the City with a fully executed copy of any such subcontract. The City shall use materials provided under this contract for its internal use only and shall not resell materials provided by Contractor to any third Party. All documents and records in possession of the City are subject to the Texas Public Information Act. City shall notify Contractor of any requests for materials or records by a third party under the Act and it shall be the responsibility of Contractor to make and defend any arguments against release of any materials or records to the Texas Attorney General. 10. INSURANCE. Contractor shall provide the City with certificate(s) of insurance documenting policies of the following minimum coverage limits that are to be in effect prior to commencement of any work pursuant to this Agreement: Professional Services Agreement, Tooty, Inc.,Page 4 of 16 Call Center Monitoring Services 10.1 Coverage and Limits (a) Commercial General Liability $1,000,000 Each Occurrence $2,000,000 Aggregate (b) Automobile Liability $1,000,000 Each accident on a combined single limit basis or $250,000 Bodily injury per person $500,000 Bodily injury per occurrence $100,000 Property damage Coverage shall be on any vehicle used by the Contractor, its employees, agents, representatives in the course of the providing services under this Agreement. "Any vehicle" shall be any vehicle owned, hired and non-owned (c) Worker's Compensation Statutory limits Employer's liability $100,000 Each accident/occurrence $1001,000 Disease - per each employee $500,000 Disease - policy limit This coverage may be written as follows: Workers' Compensation and Employers' Liability coverage with limits consistent with statutory benefits outlined in the Texas workers' Compensation Act (Art. 8308 — 1.01 et seq. Tex. Rev. Civ. Stat.) and minimum policy limits for Employers' Liability of $100,000 each accident/occurrence, $500,000 bodily injury disease policy limit and $100,000 per disease per employee (d) Professional Liability(Errors & Omissions) $1,000,000 Each Claim Limit $1,000,000 Aggregate Limit Professional Liability coverage may be provided through an endorsement to the Commercial General Liability (CGL) policy, or a separate policy specific to Professional E&O. Either is acceptable if coverage meets all other requirements. Coverage shall be claims-made, and maintained for the duration of the contractual agreement and for two (2) years following completion of services provided. An annual certificate of insurance shall be submitted to the City to evidence coverage. 10.2 Certificates. Certificates of Insurance evidencing that the Contractor has obtained all required insurance shall be delivered to the City prior to Contractor proceeding with any work pursuant to this Agreement. All policies except Workers' Compensation and Professional Liability shall be endorsed to name the City as an additional insured thereon, as its interests may appear. All policies shall contain a Waiver of Subrogation for the benefit of the City of Fort Worth. The term City shall include its employees,officers,officials,agent,and volunteers in respect to the contracted services. Any failure on the part of the City to request required insurance Professional Services Agreement,Tooty, Inc.,Page 5 of 16 Call Center Monitoring Services 1 ® DATE(MWDD/YYYY) �M CERTIFICATE OF LIABILITY INSURANCE 02/27/2015 THIS COWICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BEL CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. if SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT GEORGE SKOTT NAME: GEORGE SKOTT PHCNN Ext):847882 A/C No:847-882-7760 StateFarm 1087 N SALEM DR E-MAIL ADDRESS: SCHAUMBURG, IL 60194 INSURER(S)AFFORDING COVERAGE NAIC0 sem. INSURERA:State Farm General Insurance Company 25151 INSURED TOOTY INC INSURER B: C/O LARRY MILLER INSURER C: 17535 CORONADO DR INSURER D: ORLAND PARK, IL 60467 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTVWTHSTA14DING-AMY-REQUIREMENT, TERM OR-CONDITION OF-ANY CONTRACT OR--OTHER-DOCUMENTWFTH--RESPECT-TG-WHtGH-THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. /LTR ADDLSUBR TYPE OF INSURANCE _JM POLICY NUMBER MM/DD/lYYY MM DDY/YYYY LIMITS LTR X COMMERCIAL GENERAL LIABILITY 93-TH-1478-3F 12-12-2014 12-12-2015 EACH OCCURRENCE $ 1,000,000 DAMAGE TO RENTEU CLAIMS-MADE F�OCCUR PREMISES Ea occurrence $ MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY F]JECT PRO- ❑ LOC PRODUCTS-COMP/OP AGG $ 2,000,000 OTHER: $ AUTOMOBILE LIABILITY 119-8735-B28-B 08-28-2014 02-28-2015 C BI Eaa aacct n I LIMI $ ccident X ANY AUTO BODILY INJURY(Per Person) E 250,000 ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY(Per accident) $ 500,000 NE 250,000 HIRED AUTOS AUTOSUTOS ED PeroaccidZIDAMAGE $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAR HCLAIMS-MADE AGGREGATE $ DED I I RETENTION$ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVEF7E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? N I A (Mandatory In NH) E.L.DISEASE-EA EMPLOYE $ if yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached H more space Is required) CERTIFICATE HOLDER CANCELLATION RISK MANAGER CITY OF FORT WORTH SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 1000 THROCKMORTON THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN FORT WORTH TX 76102 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRES AT E c=88-214ORD CORPORATION.All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered m 1001486 132849.9 02-04-2014 documentation shall not constitute a waiver of the insurance requirement. A minimum of thirty (30) days' notice of cancellation or reduction in limits of coverage shall be provided to the City. Ten (10) days' notice shall be acceptable in the event of non-payment of premium. Such terms shall be endorsed onto Contractor's insurance policies.Notice shall be sent to the Risk Manager, City of Fort Worth, 1000 Throckmorton, Fort Worth,Texas 76102. 11. COMPLIANCE WITH LAWS,ORDINANCES.RULES AND REGULATIONS. Contractor agrees to comply with all applicable federal, state and local laws, ordinances, rules and regulations. If the City notifies Contractor of any violation of such laws, ordinances, rules or regulations, Contractor shall immediately desist from and correct the violation. The City shall comply with federal, state, and local laws pertaining to the recording of employee-customer conversations. 12. NON-DISCRIMINATION COVENANT. Contractor, for itself, its personal representatives, assigns, subcontractors and successors in interest, as part of the consideration herein, agrees that in the performance of Contractor's duties and obligations hereunder, it shall not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by law including Chapter 17, Article III of the Code of the City of Fort Worth. If any claim arises from an alleged violation of this non-discrimination covenant by Contractor, its personal representatives, assigns, subcontractors or successors in interest, Contractor agrees to assume such liability and to indemnify and defend the City and hold the City harmless from such claim. 13. NOTICES. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by United States Mail, registered, return receipt requested, addressed as follows: To The CITY: To CONTRACTOR: City of Fort Worth Tooty, Inc. Attn: Brandon Bennett Attn: Lori Miller 1000 Throckmorton Street 111535 Coronado Drive Fort Worth, TX 76102-6311 Orland Park, IL 60467-6223 Facsimile: (817) 392-8654 Facsimile: (708)478-5783 14. SOLICITATION OF EMPLOYEES. Neither the City nor Contractor shall, during the term of this agreement and additionally for a period of one year after its termination, solicit for employment or employ, whether as employee or independent contractor, any person who is or has been employed by the other during the term of this agreement, without the prior written consent of the person's employer. Professional Services Agreement,Tooty, Inc.,Page 6 of 16 Call Center Monitoring Services 23. ENTIRETY OF AGREEMENT. This Agreement, including the schedule of exhibits attached hereto and any documents incorporated herein by reference, contains the entire understanding and agreement between the City and Contractor, their assigns and successors in interest, as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. 24. COUNTERPARTS. This Agreement may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute one and the same instrument. 25. WARRANTY OF SERVICES. Contractor warrants that its services will be of a professional quality and conform to generally prevailing industry standards. City must give written notice of any breach of this warranty within thirty(30) days from the date that the services are completed. In the event of a breach of warranty by Contractor, the Contractor shall either (a) use commercially reasonable efforts to re-perform the services in a manner that conforms to the warranty, or (b) refund the fees paid by the City to Contractor for the nonconforming services. 26. MILESTONE ACCEPTANCE. Contractor shall verify the quality of each deliverable before submitting it to the City for review and approval. The City will review all deliverables to determine their acceptability and signify acceptance by execution of the Milestone Acceptance Form, which is attached hereto as Exhibit"C." If the City rejects the submission, it will notify the Contractor in writing as soon as the determination is made listing the specific reasons for rejection. The Contractor shall have ten (10) days to correct any deficiencies and resubmit the corrected deliverable. Payment to the Contractor shall not be authorized unless the City accepts the deliverable in writing in the form attached. The City's acceptance will not be unreasonably withheld. 27. 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. Contractor shall verify the identity and employment eligibility of all employees who perform work under this Agreement. Contractor 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 1-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Contractor 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. Contractor shall provide City with a certification letter that it has complied with the verification requirements required by this Agreement. Contractor 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 Contractor. Professional Services Agreement,Tooty, Inc.,Page 8 of 16 Call Center Monitoring Services 28. INFORMAL DISPUTE RESOLUTION. Except in the event of termination pursuant to Section 4.2, if either City or Contractor 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 may, by their mutual agreement, first attempt to resolve the matter through this dispute resolution process. This alternative dispute resolution is not mandatory. 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 may 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 Agreement. if the parties fail to resolve the dispute within sixty (60) days of the date of receipt of the notice of the dispute, then the parties may submit the matter to non-binding mediation in Tarrant County,Texas, upon written consent of authorized representatives of both parties 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 or choose not to 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. 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. 29. 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. The other party is fully entitled to rely on this warranty and representation in entering into this Agreement. Remainder of Page Intentionally Blank Professional Services Agreement,Tooty, Inc.,Page 9 of 16 Call Center Monitoring Services EXHIBIT A STATEMENT OF WORK 1. Contractor shall develop a Call Monitoring Program for the City (for designated departments). 2. Contractor shall provide Secret Shops twice a month for each representative. Secret Shopper evaluations shall follow the below criteria: 3. Contractor shall conduct benchmark calls and evaluations • To benchmark Call Center conversations,the Contractor shall: o Conduct three(3)secret shops for each representative for a total of forty-eight(48). o Evaluate the benchmark data and provide to the City. Key areas for evaluation include soft skills, questioning skills, and effectiveness and accuracy of information given. o Produce an executive summary which outlines the Call Center's strengths and weaknesses, and suggested options for improvement including training, coaching and scripting shall be provided to the City within 30 days. 4. Create Performance Evaluation Scoring System and Two Scripts • Contractor shall provide online access for managers to audio recordings of conversations, scored performance evaluations, a coaching tool and statistical reporting. • Based on the benchmark results and City's input on requirements for each representative regarding customer experience and the proper information to provide to residents/customers, Contractor shall create a procedure for each call type. The scripts shall include a proper greeting, assessment questions for specific scenarios,and the correct answers or information to be provided to residents/customers. Based on the script(s), point values will be assigned to each skill. 5. Monthly Secret Shopper Calls and Evaluations • The audio, scored performance evaluation, online access to results and reporting are provided. Contractor shall perform two Secret Shopper calls per representative each month for a total of thirty-two(32). 5. Training The Contractor's recommendation is to roll-out the program and introduce some of the scripts in a classroom setting. Professional Services Agreement,Tooty, Inc.,Page 10 of 16 Call Center Monitoring Services ` s Sample Agenda for half-day session: - Voice,wording and attitude - How the residents and businesses perceive the City through the Call Center staff - Explanation of the program - Introduce the script for residential service - new start and role-play - Introduce the script for service issues and complaints and role-play - Introduce the script for animal control and role-play - Review expectations going forward and provide tips for success • Contractor shall roll-out the program and provide classroom-style training on the Call Centers requirements to managers, supervisors and representatives. • Contractor shall offer the training four(4)times to allow for the entire team to attend. It is critical that the training sessions include image or branding and how a customer perceives each representative based on voice, attitude and wording choice. • Contractor's training sessions shall include instruction on voice and attitude projection through role play sessions. • Contractor's training shall also review and explain the performance scoring program and related scripts that detail the best way to handle common customer interactions. • Contractor shall also create and present expectations for monthly evaluations. Additional Training Detail All webinars and classroom training are customized for the City, but the material created is the intellectual property of the Contractor. A webinar and/or classroom module can be created for the following: • Solid Waste: 4 -5 webinar modules o Contractor provides a"Garbage University"training series. That training covers effectively handling of residential and commercial customers from new start to service issues and complaints, or cancellation of service. The training focuses on excellent customer experience, elimination of costly mistakes, and opportunities to increase revenue. • Animal Care and Control • Switchboard • Transportation and Public Works o Contractor has expertise in training those who talk with customers or communicate via e- mail or chat regarding bus service and special rides for the disabled. Professional Services Agreement,Tooty, Inc.,Page I I of 16 Call Center Monitoring Services Y • Code Enforcement • Parks, Forestry and Community Services Roll-out of the program -The training will open with image or branding and how a customer perceives each representative based on voice, attitude and wording choice. Contractor's signature training program is TelepictingO which focuses on how a customer pictures a person and the organization based on a phone conversation. A managers-only session shall include all of the above and best practices for reviewing calls and evaluations to effectively help each representative grow and improve. The Contractor offers a call review tool built into the on-line system to help keep track of coaching and reviews. Suggestions to help motivate the team, manage call volume and determine proper staffing can be added to this session. It would be most cost effective to have the Contractor's trainer work with the manager and supervisors while on-site for the training. 7. Coaching • The Contractor shall provide one-on-one coaching, as requested, over the telephone for anyone who may be challenged or new employees. Remainder of Page Intentionally Blank Professional Services Agreement,Tooty, Inc.,Page 12 of 16 Call Center Monitoring Services EXHIBIT B FEE SCHEDULE Compensation to be paid shall be in accordance with unit prices in the table below. The total fee paid by the City shall not exceed a total of twenty five thousand, five hundred sixty dollars ($25,560.00) per contract year. There is no guarantee of any minimum amount of work to be authorized by the city under this contract. Service Description Cost Creation of Performance Creation of the scripts and skill $1,900.00 Evaluation Scoring System requirements for the call types to be evaluated and on-line access to reports and audios Benchmark calls and evaluations $50 each,the number of calls to be $2,400.00 made per representative is three (3). Estimated 16 reps X $150 Monthly secret shopper calls and The audio recording of the secret $15,360 evaluations shopper call, scored performance "The City has the option of evaluation,on-line access to having some calls made in Spanish results and reporting are included. although the evaluations will be in 1-100 per month-$40.00 each; English. 101-250 per month-$38.00 each 32 x 40= 1,280 x 12= 15,360 Training Classroom and Interactive $3,600.00 W ebinars $1,800.00 per day,plus travel- 1 trainer($1800 x 2=$3,600) $2,200.00 per day, plus travel-2 trainers Total before options $23,260.00 On-site coaching options The City has the option of N/A partnering the classroom training with side-by side coaching. Webinars The webinar content includes $750.00 introduction of a script(s),what the customer service representative is required to do,education on the right procedures,answers to common questions and role-play. $75.00 per attendee,$300.00 billing minimum,per 1 hour webinar. 10 x$75 =$750.00 Coaching One-on-one coaching over the $600.00 phone for anyone who may be struggling or new employees who come onboard. $50.00 per 30 minutes,per person. Estimated 6 hours=$600.00 Professional Services Agreement,Tooty, Inc.,Page 13 of 16 Call Center Monitoring Services Additional Consulting or Anything requested above and $950.00 Reporting beyond the Scope of Services Estimated 10 hours x$95.00= $950.00 Total Options Est:n,ate $2,00.00 Not to Exceed Amount $25,560.00 Remainder of Page Intentionally Blank Professional Services Agreement,Tooty, Inc.,Page 14 of 16 Call Center Monitoring Services e EXHIBIT C MILESTONE ACCEPTANCE FORM Services Delivered: Milestone/Deliverable Ref. #: Milestone/Deliverable Name: Milestone/Deliverable Target Completion Date: Milestone/Deliverable Actual Completion Date: Approval Date: Comments(if needed): Approved by Contractor: Approved by City Department Director: Signature: Signature: Printed Name: �, Jll� Printed Name: Title: 1 Title: Date: 3 '�0 �a p' Date: For Director Use Only Contracted Payment Amount: Adjustments, including penalties: Approved Payment Amount: Professional Services Agreement,Tooty, Inc.,Page 15 of 16 Call Center Monitoring Services SIGNATURE PAGE PROFESSIONAL SERVICES AGREEMENT,TOOTY,INC. IN WITNESS WHEREOF,the parties hereto have executed this Agreement in triplicate: CITY OF FORT WORTH: CITY OF FORT WORTH TOOTY,INC. By: By: —6� Rudy acl on Lori Miller Acting Assistant City Manager President Date: 9 -j3-15 APPROVED AS TO FORM AND LEGALITY: y( ,q 2 A/ 6AS/-b 4 Assistant City Attorney ATJeAcretary Q� ooOp��v 0% - _ o g o 1't1O M&C REQUIRED Professional Services Agreement,Tooty, Inc.,Page 16 of 16 rFT. L RECORD Call Center Monitoring Services CRETARY RTH, TX