HomeMy WebLinkAboutR-2002-045 Black & Veatch Agreement (utility billing system)RESOLUTION NO. R-2002- 45
A RESOLUTION authorizing the City Manager of the City of Yakima to execute a
professional services agreement with Black & Veatch to provide
the City with professional services associated with implementation
of a new customer service and billing system.
WHEREAS, the City requires consulting services to educate City personnel on
the implementation of a major software application; and
WHEREAS, the Consultant represents that it has the expertise necessary and is
willing to perform the consulting services required by the City in accordance with the
terms and conditions of the attached agreement; and
WHEREAS, the City Council deems it to be in the best interest of the City to
contract with Black & Veatch to provide the City with professional services associated
with implementation of a new customer service and billing system, now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The City Manager is hereby authorized and directed to execute the attached and
incorporated "Consulting Services Agreement."
ADOPTED BY THE CITY COUNCIL this 16th day of April, 2002.
ATTEST:
Karen Roberts, City Clerk
(Ik) res.Black & Veatch 4-02.pm
4/97,.„
ry Place, Mayor
CONSULTING SERVICES AGREEMENT
THIS CONSULTING SERVICES AGREEMENT (hereinafter "Agreement") is
made and entered into by and between the City of Yakima, a Washington municipal
corporation (hereinafter the "City"), and Black & Veatch - Utility Information Systems
Division (hereinafter the "Consultant").
WHEREAS, the City requires consulting services to conduct an orientation
session to educate key City personnel on the implementation of a major software
application, and conduct a series of interviews and discussions with key personnel
identified by the City.
WHEREAS, the Consultant represents that it has the expertise necessary and is
willing to perform the Consulting services required by the City in accordance with the
terms and conditions of this Agreement.
NOW, THEREFORE, in consideration of the mutual covenants, promises, and
agreements set forth herein, it is agreed by and between the City and Consultant as
follows:
1. Scope of Services. The Consultant shall provide the City with
professional services associated with and in support of the development of a better
understanding of needs and issues associated with the acquisition and subsequent
implementation of a new customer service and billing system. These services shall
include, but not be limited to the following tasks:
• Conduct a half-day orientation session to educate key personnel on the
implementation of a major software application.
• Conduct a series of interviews and discussions with key personnel
identified by the City.
• At the conclusion of the meetings/interviews, the Consultant will
development a written final report to be presented to the Director of
Finance and Budget.
A description of the project in letterform is attached hereto as Exhibit "A" and
incorporated herein by this reference. The Consulting services may include, but are not
limited to, the services listed on general project description attached hereto as Exhibit
A.
2. Time Period for Performance of Services. The term of this Agreement
shall commence upon execution hereof and shall terminate at the time of completion of
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all services/tasks required hereunder, or unless the Agreement is earlier terminated by
either party under Section 22 of this Agreement. The Consultant shall provide such
services as are described on executed task orders in accordance with the time
schedule set forth on attached and incorporated Exhibit "B". The Consultant shall
proceed with such services in a timely and diligent manner, but shall not be responsible
for delays beyond the Consultant's control or which the parties could not have
reasonably foreseen at the time the respective task order was executed.
3. Compensation.
a. Fees for Services. For each specified task order executed by the parties,
the Consultant shall be paid for such services on a time -spent basis in accordance with
the fee schedule attached hereto as Exhibit "C" and incorporated herein by this
reference. Said fee schedule is subject to revision by the Consultant not sooner than
one (1) year after execution of this Agreement, and no more once each year thereafter.
b. Maximum Fee for Services. Each executed task order shall describe the
maximum fee to which the Consultant shall be entitled to under that task order. The
maximum fee shall represent the best estimate of the parties of the maximum cost of
the Consultant's services specified in that task order.
c. Renegotiation of Maximum Fee. The Consultant reserves the right to
renegotiate the maximum fee specified in a particular task order if the scope of services
in the task order is changed by the City, or if conditions beyond the control of the
parties shall cause the Consultant to incur additional costs and expenses in providing
the services required under the task order. In either event, the Consultant shall
promptly notify the City in writing of the anticipated additional fees or reduction of fees.
Thereafter, and unless otherwise agreed by the parties, the Consultant shall not
proceed with the modified/changed services until the parties agree in writing to a
renegotiated maximum fee for that task order.
d. Payment of Compensation. Consultant shall submit monthly invoices to
the City. Said invoices shall itemize all services rendered during the preceding monthly
period. Payment shall be due and payable upon receipt of Consultant's invoice by City.
All payments are expressly conditioned upon the Consultant providing services
hereunder which are satisfactory to the City. In the event City disputes any invoice
item, City shall give Consultant written notice of such disputed item within ten (10) days
after receipt of such invoice and shall pay to Consultant the undisputed portion of the
invoice according to the provisions hereof.
e. Payment in the Event of Termination. In the event that either party
terminates this Agreement under Section 22, Consultant shall be compensated in
accordance with the above terms for all satisfactory services provided to the City up to
the effective termination date.
f. Maintenance of Financial Records/Documents. The Consultant shall
make the cost records, accounts and related financial documents pertaining to this
Agreement available for inspection by representatives of the City during the term of this
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Agreement and for a period of three (3) years following the final payment to the
Consultant by the City. In the event that any audit or inspection identifies any
discrepancy in such financial records, the Consultant shall provide the City with
appropriate clarification and/or financial adjustments within thirty (30) calendar days of
notification of the discrepancy.
g. Permit and Advertising Cost. The City shall pay the cost of all necessary
permits, advertising and similar items that are normally associated with public works
projects.
4. Standard of Performance. The Consultant shall perform all work and
services required under this Agreement in accordance with generally accepted
Consulting and consulting standards, and shall be responsible for the technical
soundness and accuracy of all work and services furnished pursuant to this Agreement.
No other Warranty, express or implied, is included in this agreement or in any drawing,
specification, report or opinion produced pursuant to this agreement.
5. Cost Estimates. The City is herewith advised that the Consultant has no
control over the cost of labor, material, equipment; subcontractors' and suppliers'
methods of producing and delivering such goods and services; or over the methods and
styles of competitive bidding or market conditions. Accordingly, the Consultant's cost
estimates are made and furnished on the basis of the Consultant's experience and
qualifications and represent only best judgment as an Consulting firm familiar with the
construction industry. As such, the Consultant cannot and does not warrant or
guarantee the accuracy of its cost estimates, or that cost estimates will not vary
significantly from the actual project or construction costs realized by the City.
7. Ownership of Documents. All reports, designs, drawings, and
specifications prepared by the Consultant pursuant to this Agreement shall be the
property of the City upon payment being made by the City to the Consultant in
accordance with Sections 3 of this Agreement. The Consultant shall provide the City
with originals and/or reproducible copies of such documents in accordance with the
respective task order, or when requested by City representatives. Consultant shall
retain its rights in its standard drawing details, designs, specifications, databases,
computer software and any other proprietary property. Rights to intellectual property
developed, utilized, or modified in the performance of the services shall remain the
property of the Consultant. The Consultant does not intend or represent that such
documents are suitable for reuse by the City or others on extensions of this project or
with regard to any other project. Any such reuse without the written permission of the
Consultant shall be at the City's risk.
8. Design Intent. The Consultant shall prepare the design documents,
drawings, and specifications with the understanding that a representative of the
Consultant may be observing the quality and progress of the resulting construction for
compliance with the design intent. Additionally, the parties agree that compensation for
such monitoring shall be addressed in an appropriate task order.
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9. information to be provided by the City. The City shall provide the
Consultant with access to all information at its disposal that is pertinent to the site of
project area, including but not limited to previous reports, drawings, plats, surveys, utility
records, and other similar data. Absent specific written direction to the contrary, the
Consultant shall be entitled to rely upon the completion and accuracy of such
documentation.
10. Status of Consultant. Consultant and the City understand and expressly
agree that Consultant is an independent contractor in the performance of each and
every part of this Agreement. The Consultant shall have the sole judgment of the
means, mode or manner of the actual performance of work/services required under this
Agreement. The Consultant, as an independent contractor, assumes the entire
responsibility for carrying out and accomplishing the work/services required under this
Agreement. Additionally, and as an independent contractor, the Consultant and its
employees shall make no claim of City employment nor shall claim against the City any
related employment benefits, social security, and/or retirement.
11. Taxes and Assessments. Consultant shall be solely responsible for
compensating its employees and for paying all related taxes, deductions, and
assessments, including but not limited to, federal income tax, FICA, social security tax,
assessments for unemployment and industrial injury, and other deductions from income
which may be required by law or assessed against either party as a result of this
Agreement. In the event the City is assessed a tax or assessment as a result of this
Agreement; Consultant shall pay the same before it becomes due.
12. Nondiscrimination Provision. During the performance of this
Agreement, Consultant shall not discriminate on the basis of race, age, color, sex,
religion, national origin, creed, marital status, political affiliation, or the presence of any
sensory, mental or physical handicap. This provision shall include but not be limited to
the following: employment, upgrading, demotion, transfer, recruitment, advertising,
layoff or termination, rates of pay or other forms of compensation, selection for training,
and the provision of services under this Agreement.
13. Compliance With Law. Consultant agrees to perform all work/services
under and pursuant to this Agreement in full compliance with any and all applicable
laws, rules, and regulations adopted or promulgated by any governmental agency or
regulatory body, whether federal, state, local, or otherwise. If a change in any law or
regulation increases the cost of Consultant's work or services, then Consultant will be
entitled to an equitable adjustment to the Agreement.
14. No Insurance. It is understood the City does not maintain liability
insurance for Consultant or its employees and subcontractors.
15. Indemnification and Hold Harmless.
a. Consultant agrees to protect, defend, indemnify, and hold harmless the
City, its elected officials, officers, employees and agents from any and all claims,
demands, losses, liens, liabilities, penalties, fines, lawsuits, and other proceedings and
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all judgments, awards, costs and expenses (including reasonable attorneys' fees and
disbursements) resulting from death or bodily injury to any person or damage or
destruction to third -party to the extent caused by any negligent act and/or omission of
the Consultant, its officers, employees, agents, and/or subcontractors, arising out of the
performance of this Agreement.
b. In the event that both Consultant and the City are negligent, the
Consultant's liability for indemnification of the City shall be limited to the contributory
negligence for any resulting suits, actions, claims, liability, damages, judgments, costs
and expenses (including reasonable attorney's fees) that can be apportioned to the
Consultant, its officers, employees, agents, and/or subcontractors.
c. Nothing contained in this Section or this Agreement shall be construed to
create a liability or a right of indemnification in any third party.
16. Insurance provided by Consultant.
a. Commercial Liability Insurance. On or before date the this Agreement is
fully executed by the parties, the Consultant shall provide the City with a certificate of
insurance as proof of commercial liability insurance with a minimum liability limit of One
Million Dollars ($1,000,000.00) combined single limit bodily injury and property damage.
The certificate shall clearly state who the provider is, the amount of coverage, the policy
number, and when the policy and provisions provided are in effect (any statement in the
certificate to the effect of "this certificate is issued as a matter of information only and
confers no right upon the certificate holder" shall be deleted). Said policy shall be in
effect for the duration of this Agreement. The policy shall name the City, its elected
officials, officers, agents, and employees as additional insured, and shall contain a
clause that the insurer will not cancel or change the insurance without first giving the
City thirty (30) calendar days prior written notice (any language in the clause to the
effect of "but failure to mail such notice shall impose no obligation or liability of any kind
upon the company" shall be crossed out and initialed by the insurance agent). The
insurance shall be with an insurance company or a company rated A -VII or higher in
Best's Guide and admitted in the State of Washington.
b. Commercial Automobile Liability Insurance. On or before date this
Agreement is fully executed by the parties, the Consultant shall provide the City with a
certificate of insurance as proof of commercial automobile liability insurance with
minimum liability limit of One Million Dollars ($1,000,000.00) combined single limit
bodily injury and property damage. The certificate shall clearly state who the provider
is, the amount of coverage, the policy number, and when the policy and provisions
provided are in effect (any statement in the certificate to the effect of "this certificate is
issued as a matter of information only and confers no right upon the certificate holder"
shall be deleted). Said policy shall be in effect for the duration of this Agreement. The
policy shall name the City, its elected officials, officers, agents, and employees as
additional insured, and shall contain a clause that the insurer will not cancel or change
the insurance without first giving the City thirty (30) calendar days prior written notice
(any language in the clause to the effect of "but failure to mail such notice shall impose
no obligation or liability of any kind upon the company" shall be crossed out and
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initialed by the insurance agent). The insurance shall be with an insurance company or
a company rated A -V11 or higher in Best's Guide and admitted in the State of
Washington.
c. Professional Liability Insurance. On or before the date this Agreement is
fully executed by the parties, the Consultant shall provide the City with a certificate of
insurance as evidence of Professional Errors and Omissions Liability Insurance with
coverage of at least One Million Dollars ($1,000,000.00) per occurrence and an annual
aggregate limit of at least One Million Dollars ($1,000,000.00). The certificate shall
clearly state who the provider is, the amount of coverage, the policy number, and when
the policy and provisions provided are in effect. The insurance shall be with an
insurance company rated A -VII or higher in Best's Guide. If the policy is on claims
made basis, the retroactive date of the insurance policy shall be on or before January 1,
1998, or shall provide full prior acts. The insurance coverage shall remain in effect
during the term of this Agreement and for a minimum of three (3) years following the
termination of this Agreement.
d. Insurance provided by Subcontractors. The Consultant shall ensure that
all subcontractors it utilizes for work/services required under this Agreement shall
comply with all of the above insurance requirements.
17. Delegation of Professional Services. The services provided for herein
shall be performed by Consultant, and no person other than regular associates or
employees of Consultant shall be engaged upon such work or services except upon
written approval of the City.
18. Assignment. This Agreement, or any interest herein, or claim hereunder,
shall not be assigned or transferred in whole or in part by Consultant to any other
person or entity without the prior written consent of the City, except that it may be
assigned without such consent to a related entity, an affiliate or wholly-owned
subsidiary of either party. In the event that such prior written consent to an assignment
is granted, then the assignee shall assume all duties, obligations, and liabilities of
Consultant stated herein.
19. No Conflict of Interest. Consultant represents that it or its employees do
not have any interest and shall not hereafter acquire any interest, direct or indirect,
which would conflict in any manner or degree with the performance of this Agreement.
Consultant further covenants that it will not hire anyone or any entity having such a
conflict of interest during the performance of this Agreement.
20. Severabilitv. If any portion of this Agreement is changed per mutual
agreement or any portion is held invalid, the remainder of the Agreement shall remain
in full force and effect.
21. Integration. This written document constitutes the entire agreement
between the City and Consultant. There are no other oral or written Agreements
between the parties as to the subjects covered herein. No changes or additions to this
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Agreement shall be valid or binding upon either party unless su
in writing and executed by both parties.
ch change or addition be
22. Termination. The City or Consultant may terminate this
or without cause, by giving the other party thirty (30) calendar days Agreement, with
written notice of
22. Notices. Unless stated otherwise herein, all notices and
demands shall
be in writing and sent or hand delivered to the parties to their ad
dresses as follows:
TO CITY:
TO CONSULTANT:
or to such other addresses as
and/or demands shall be sent
delivered. Such notices shall
the addresses specified above.
Director of Finance and Budget
129 No. 2nd Street
Yakima, WA 98901
Black & Veatch
Director, Utility Information Systems
P.O. Box 8405
Kansas City, Missouri 64114
the parties may hereafter designate in writing. Notices
by registered or certified mail
postage
be deemed effective when mailed r hand delivered at
23. Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of Washington.
24. Venue. The venue for any action to enforce or interpret this Agreement
shall lie in the Superior Court of Washington for Yakima County,
Y, W ashington.
CITY OF YAKIMA
BLACK & VEATCH
By:
R. A. Zais, Jr.,
City Manager
DATE:
ATTEST:
Karen Roberts, City Clerk
City Contract No.
By:
DATE:
24. Venue. The venue for any action to enforce or interpret this Agreement
shall lie in the Superior Court of Washington for Yakima County, Washington.
CITY OF YAKIMA
DATE.
R. A. Zais, Jr.,
City Manager
9 a., 0 o
ATTEST:
Karen Roberts, City Clerk
City Contract No.
Resolution No. R -a -OO- 916-
8
BLACK & VEATCH
By:
DATE:
Exhibit 'A'
Scope of Services — Program
February 22, 2002
Ms. Rita Anson
Director of Finance and Budget
City of Yakima
129 N. Second Street
Yakima, Washington 98901
Dear Rita:
In accordance with our correspondence, Black & Veatch would begin with a half-day
orientation session to educate key personnel on the implementation of a major software
application. We would hold a series of interviews and discussions with key personnel
identified by the City. The expected outcome of these sessions is a greater understanding by
B&V of the City's current business processes, culture, and potential system needs. Black &
Veatch would then compile findings and recommendations including such potential topics as:
• Business process improvement
• Billing and customer service issues
• Scope of automation effort
• System specification
• Key implementation components
• Awareness items (e.g., staffing and resource planning) associated with major
implementations.
Findings would be presented in an open -forum one-half to full-day workshop with the City
within a few weeks of the interviews. To save cost, a summary of findings will be provided as
written deliverable. The City will also be provided with any files used in the final presentation
and a copy of the Black & Veatch Notes database.
Please do not hesitate to call me at (913) 458-3506 should you have any questions regarding
this proposal. We greatly look forward to this opportunity.
Very truly yours,
BLACK & VEATCH CORPORATION
Corey T. Williams, P.E.
Director, Utility Information Systems
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Goal:
Coordinate and Assist the City in the Planning and Preparation of Phase i for the
subsequent implementation of a new customer service and billing system.
(a) B&V Initial Work Plan:
• 1/9 day orientation with Key Personnel (designated by City)
• Education on overall Project Phases, Process
• More detailed explanation of initial steps (interviews, etc.)
• Work Session — Initial Data Gathering
• Perform interviews (budgeted at 4 days).
Black & Veatch (B&V) will hold a series of interviews and discussions with key
executive and utility department personnel identified by the City. The expected
outcome of these sessions is:
(a) a greater understanding by B&V of the City's current business processes,
culture and potential system needs,
(b) documentation of findings,
(c) presentation of findings, and
(d) recommendation regarding how to proceed.
• Compile findings and prepare presentation
• Present findings to Executive and Steering Committees and other key personnel
.me• orVrtrnnrinfo•
C.1.7 aV tat vNt Icw.v.
• Include written documentation and presentation materials
• Notes and documentation from this work will become foundation (starting
point) for Phase II - Needs Assessment identification
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Exhibit 'B'
The expected duration of these discussions would be four days with approximately two
days to compile findings and prepare the final presentation. A two person team, would
be used in the interviews. Work would commence upon written notice to proceed from
the City and would be completed no later than June 1, 2002.
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Exhibit 'C'
Basis for Billing
The expected duration of these discussions would be four days with approximately two
days to compile findings and prepare the final presentation. A two -person team would
be used in the interviews. A detailed breakdown of costs follows:
12
Hours
Cost ($)
Orientation Workshop (with
preparation)
20
2500
On-site meetings and interviews
64
8000
Presentation/Workshop Development
20
2560
Presentation
12
1680
Written Summary
24
3000
Labor Total
$17,740
Travel and related Expenses (estimate
3 trips)
As incurred.
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BUSINESS OF THE CITY COUNCIL
YAKIMA, WASHINGTON
AGENDA STATEMENT
Item No. /3
For Meeting of April 16, 2002
ITEM TITLE: Consideration of a Resolution Authorizing execution of a contract with Black &
Veatch, to provide the City with professional services associated with and in
support of the development of needs and issues associated with the acquisition
and subsequent implementation of a new customer service and billing system.
SUBMITTED BY: Rita Anson, Director of Finance & Budget
Dueane Calvin, Water/Irrigation Manager
CONTACT PERSON/TELEPHONE: Rita Anson 575-6053
SUMMARY EXPLANATION: This program will utilize the consultant to provide the City with
professional services associated with and in support of the development of a better
understanding of needs and issues associated with the acquisition and subsequent
implementation of a new customer service and billing system. These services shall include, but
not be limited to the following tasks:
• Conduct a half-day orientation session to educate key personnel on the
implementation of a major software application.
• Conduct a series of interviews and discussions with key personnel identified by the
City.
At the conclusion of the meetings/interviews, the Consultant will develop a written final report to
be presented to the Director of Finance and Budget. The cost associated with this phase of the
project is estimated to be $17,740.
Resolution X Ordinance Other (Specify)
Contract X Mail to (name and address):
Black & Veatch, P.O. Box 8405, Kansas City, Missouri 64114
Attention: Cory Williams, Project Manager Phone: (913) 458-3506
Funding Source General FLO — Information Systems
APPROVED FOR SUBMITTAL: -7-2;4.1 V
City Manager
STAFF RECOMMENDATION: Staff recommends approval of the resolution
authorizing the City Manager to execute the accompanying contract with Black &
Veatch.
BOARD/COMMISSION RECOMMENDATION:
COUNCIL ACTION: Resolution adopted. RESOLUTION NO. R-2002-45