HomeMy WebLinkAbout2017-01-18 e-packet@6:00Wednesday, January 18, 2017
6:00 PM
City of South San Francisco
P.O. Box 711 (City Hall, 400 Grand Avenue)
South San Francisco, CA
City Hall, City Manager's Conference Room
400 Grand Avenue, South San Francisco, CA
Special City Council
Special Meeting Agenda
January 18, 2017Special City Council Special Meeting Agenda
NOTICE IS HEREBY GIVEN, pursuant to Section 54956 of the Government Code of the State of
California, the City Council of the City of South San Francisco will hold a Special Meeting on
Wednesday, January 18, 2017, at 6:00 p.m., in the City Manager's Conference Room, City Hall, 400
Grand Avenue, South San Francisco, California.
Purpose of the meeting:
Call to Order.
Roll Call.
Agenda Review.
Public Comments - comments are limited to items on the Special Meeting Agenda.
ADMINISTRATIVE BUSINESS
Study Session: Downtown Parking Study. (Justin Lovell, Public Works Administrator
and Tony Rozzi, Senior Planner)
1.
Study Session: Overview of proposed five year sewer rate plan. (Justin Lovell, Public
Works Administrator)
2.
CONSENT CALENDAR
Report regarding a resolution approving a Consulting Services Agreement with Wise
Consulting, Inc. in an amount not to exceed $155,000, and authorizing the City
Manager to execute the Agreement. (LaTanya Bellow, Director of Human Resources)
3.
Resolution approving a Consulting Services Agreement with Wise Consulting, Inc. in
an amount not to exceed $155,000, and authorizing the City Manager to execute the
Agreement.
3a.
Adjournment.
Page 2 City of South San Francisco Printed on 2/14/2017
City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:16-595 Agenda Date:1/18/2017
Version:1 Item #:1.
Study Session:Downtown Parking Study.(Justin Lovell,Public Works Administrator and Tony Rozzi,Senior
Planner)
RECOMMENDATION
It is recommended that the City Council review and provide feedback on the parking management
implementation strategies developed from the Downtown Parking Study.
BACKGROUND/DISCUSSION
In December 2014,the City received a grant through the City/County Association of Governments of San
Mateo County (C/CAG)to study current and future parking needs within the downtown Priority Development
Area (PDA),as well as potential impacts of new development spurred by the Downtown Station Area Specific
Plan.The consultants conducting the study,CDM Smith (“Consultant”),reviewed existing parking conditions,
and forecasted parking demand in the short-term (three-year period)and long-term (ten-year period).
Additionally,the study reviewed financial conditions of the Parking District (District)and made several
parking management strategy recommendations to improve the downtown parking experience.
Staff presented the downtown parking study to the Parking Place Commission (Commission)on September 13,
2016 and again on November 8,2016 and received feedback from the Commission.Staff also met with
downtown merchants and the Chamber of Commerce on September 26,2016 and conducted door-to-door
outreach to solicit feedback about the study.Below are some key findings and highlights from the information
staff received from the Consultant.
Existing Conditions
The Consultants used license plate reader technology to examine existing conditions including parking
inventory,parking duration,parking turnover,and re-parking.Parking was monitored from 8 a.m.to 8 p.m.for
one Wednesday and one Saturday.Monitoring was performed every hour in the high demand core streets of
Grand Avenue,Maple Avenue,and Linden Avenue.Monitoring was performed every two hours on the
periphery streets of Miller Avenue,Cypress Avenue,Airport Avenue,surface parking lots and at the Miller
Avenue Garage.
Parking behavior in the District shows high demand for on-street parking spaces at 12 p.m.and 6 p.m.on both
weekdays and Saturdays.In the Grand Avenue corridor,peak occupancies fill up to 90 percent of all available
spaces during the peak lunch and dinner dining hours.There is lower demand at all other times of the day and
moderate but constant demand for off-street spaces throughout the day.
Future Demand
The Consultant modeled future parking demand within the District based on planned and proposed
developments and found that in the short-term (three-year period),there are sufficient parking spaces to meet
forecasted parking demands.This analysis considered the development of several city-operated parking lots,as
well as the future realignment of Grand Avenue from angled to parallel parking spaces.The consultants
estimate that within the next five-to ten-year time frame,an additional 228 additional parking spaces would be
City of South San Francisco Printed on 1/12/2017Page 1 of 3
powered by Legistar™
File #:16-595 Agenda Date:1/18/2017
Version:1 Item #:1.
needed during the time of highest demand (midweek midday).
To accommodate the future demand,staff will include a new parking structure project to the Fiscal Year 2017-
2018 Capital Improvement Program (CIP)budget.Once the parking structure project is part of the CIP,staff
will work with consultants to begin site selection,conceptual design and financial planning for additional
parking structure(s) to accommodate future parking demand.
Parking Finances
The study analyzed the District’s accounting and found that the fund is financially stable and regularly ends the
fiscal year in a positive cash position.The parking operations work within the current staffing and operational
configurations.The stable finances will benefit the District in the long-run to allow financing of an additional
parking structure over the next five to ten years.
The study also discussed the option of parking in-lieu fees where developers pay a fee to the Parking District
for parking instead of providing on-site parking facilities.The municipal code allows for in-lieu fees.In-lieu
fees are a useful financing tool for the parking district to create additional parking spaces.Before a parking-in-
lieu fee can be established,a nexus study would need to be conducted.In Fiscal Year 2018-2019,staff
recommends procuring a consultant to develop a nexus fee study for parking in-lieu fees to be applied to future
development.
Parking Management
The Consultant developed a series of parking management recommendations and provided tools for
implementation.One of the recommendations to highlight is how the District is managed.District operations
are currently managed between two positions in the Public Works Department.The Public Works
Administrator is responsible for the policy,finance,strategic planning and outreach of the District.The Public
Works Program Manager is responsible for the operations and maintenance functions of the District.The Police
Department provides parking enforcement.The parking study recommends reorganizing the parking
management into one parking division managed by a parking manager.After considering potential
organizational changes and its impact internally,staff recommends to not move forward with the Consultant
recommendation and continue the current parking management organizational structure.
Parking Management Implementation Plan
The implementation of the parking study recommendations will take time and will require adjustment to
balance parking demand and find the right mix of pricing and short-term and long-term parking spaces within
the District.While staff does not recommend implementing all of the parking study recommendations verbatim,
staff does recommend phasing in many of the parking study management recommendations in phases over a
two-year period as described below.
·Phase 1 (6-12 months)
-Increase rates on Grand Avenue, Linden Avenue and Maple Avenue.
-Improve wayfinding signage to the Miller Avenue Parking Garage.
-Modify time limits on Grand Avenue.
-Expand the use of technology including pay-by-phone and online permit payment.
-Modify 24 minute spaces to “priority spaces” allowing increased stays at a premium cost per hour.
-Install smart parking meters at all metered spaces.
-Outfit parking enforcement vehicles with license plate reader technology for better timed enforcement.
City of South San Francisco Printed on 1/12/2017Page 2 of 3
powered by Legistar™
File #:16-595 Agenda Date:1/18/2017
Version:1 Item #:1.
·Phase 2 (12-24 months)
-Train and empower parking meter technicians to issue parking citations.
-Use sensor technology on on-street and high demand off-street spaces where applicable.
-Eliminate hour limits on surface lots.
-Increase/refine the mix of permit and hourly parking in the lots.
-Extend enforcement hours of on-street parking.
-Begin financial planning for an additional parking structure.
-Provide a payment voucher program for the merchants to give customers reduced cost parking on the
return trip.
-Formalize an overnight parking program for Miller Avenue Parking Garage.
CONCLUSION
The downtown parking study lays out a pathway to improve the downtown parking operations within the
District.Feedback from the City Council will be incorporated into the parking management implementation
plan.
Attachment:Downtown Parking Study Presentation
City of South San Francisco Printed on 1/12/2017Page 3 of 3
powered by Legistar™
SO
U
T
H
S
A
N
F
R
A
N
C
I
S
C
O
DO
W
N
T
O
W
N
P
A
R
K
I
N
G
S
T
U
D
Y
St
u
d
y
S
e
s
s
i
o
n
P
r
e
s
e
n
t
a
t
i
o
n
t
o
C
i
t
y
C
o
u
n
c
i
l
Ja
n
u
a
r
y
1
8
,
2
0
1
7
2
Do
w
n
t
o
w
n
P
a
r
k
i
n
g
D
i
s
t
r
i
c
t
3
Cu
r
r
e
n
t
P
a
r
k
i
n
g
S
i
t
u
a
t
i
o
n
We
e
k
d
a
y
1
2
P
M
O
c
c
u
p
a
n
c
y
4
In
2
0
2
0
S
u
f
f
i
c
i
e
n
t
A
v
a
i
l
a
b
i
l
i
t
y
a
t
P
e
a
k
Es
t
i
m
a
t
e
d
W
e
e
k
d
a
y
1
2
P
M
O
c
c
u
p
a
n
c
y
5
In
2
0
2
6
N
e
e
d
2
2
8
S
p
a
c
e
s
a
t
P
e
a
k
T
i
m
e
Es
t
i
m
a
t
e
d
W
e
e
k
d
a
y
1
2
P
M
O
c
c
u
p
a
n
c
y
•
Mo
d
i
f
y
p
a
r
k
i
n
g
b
e
h
a
v
i
o
r
6
Sh
o
r
t
T
e
r
m
O
p
t
i
o
n
s
In
c
r
e
a
s
e
r
a
t
e
s
o
n
h
i
g
h
d
e
m
a
n
d
s
t
r
e
e
t
s
Wa
y
f
i
n
d
i
n
g
s
i
g
n
a
g
e
t
o
g
a
r
a
g
e
Ma
r
c
h
2
0
1
7
7
Pa
r
k
i
n
g
G
a
r
a
g
e
P
e
a
k
O
c
c
u
p
a
n
c
y
1
2
P
M
34
%
40
%
49
%
56
%
0%
10
%
20
%
30
%
40
%
50
%
60
%
20
1
3
2
0
1
4
2
0
1
5
2
0
1
6
83
98
12
0
13
7
8
Lo
n
g
T
e
r
m
S
o
l
u
t
i
o
n
Ad
d
m
o
r
e
p
a
r
k
i
n
g
s
p
a
c
e
s
v
i
a
ne
w
p
a
r
k
i
n
g
s
t
r
u
c
t
u
r
e
(
s
)
Us
e
r
e
v
e
n
u
e
s
t
o
f
u
n
d
n
e
w
st
r
u
c
t
u
r
e
9
Im
p
r
o
v
e
t
h
e
P
a
r
k
i
n
g
E
x
p
e
r
i
e
n
c
e
Mo
b
i
l
e
p
a
y
m
e
n
t
f
o
r
m
e
t
e
r
s
a
n
d
p
e
r
m
i
t
s
Ex
p
a
n
d
u
s
e
o
f
s
m
a
r
t
m
e
t
e
r
s
Mo
d
i
f
y
t
i
m
e
l
i
m
i
t
s
o
n
G
r
a
n
d
A
v
e
n
u
e
10
Ot
h
e
r
O
p
t
i
o
n
s
•
Pa
r
k
i
n
g
E
n
f
o
r
c
e
m
e
n
t
–
Al
l
o
w
p
a
r
k
i
n
g
t
e
c
h
n
i
c
i
a
n
a
b
i
l
i
t
y
t
o
i
s
s
u
e
p
a
r
k
i
n
g
ci
t
a
t
i
o
n
s
–
Us
e
o
f
l
i
c
e
n
s
e
p
l
a
t
e
r
e
a
d
e
r
s
f
o
r
t
i
m
e
d
en
f
o
r
c
e
m
e
n
t
Ot
h
e
r
O
p
t
i
o
n
s
11
Qu
e
s
t
i
o
n
s
?
12
City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:16-984 Agenda Date:1/18/2017
Version:1 Item #:2.
Study Session: Overview of proposed five year sewer rate plan.(Justin Lovell, Public Works Administrator)
RECOMMENDATION
It is recommended that the City Council review and provide feedback on the proposed five-year sewer rate
plan.
BACKGROUND/DISCUSSION
In April 2014,in accordance with the requirements of Proposition 218,the City notified,by mail,property
owners in South San Francisco of rate increases for sewer service for Fiscal Year (FY)2014-2015 through FY
2016-2017.In June 2014,City Council conducted a public hearing and adopted the three-year sewer rate plan
which consisted of lowering the multi-unit rate to approximately 10 percent lower than the single-unit rate.
Over the three-year rate plan, sewer rates increased from $553 per year to $588 per year.
Since the last sewer rate plan was approved,staff has focused on the Capital Improvement Program (CIP)to
fund:
·A web-based monitoring system to remotely monitor operations;
·The purchase and installation of additional efficient turbo blowers,which provides energy cost savings;
and
·Point repairs and installation of new liners in existing sewer mains to prevent root intrusion and reduce
sewage leakage into the ground.
The improvements at the Water Quality Control Plant (WQCP)have allowed the Plant to reliably treat 7.6
million gallons of wastewater per day and the improvements to the collection system and pump stations have
succeeded in eliminating improper waste discharges to meet state requirements contained in the City’s National
Pollutant Discharge Elimination System (NPDES) permit.
Staff has identified a number of significant projects needing attention during the next rate cycle to maintain
compliance with the State Regional Water Quality Control Board’s NPDES permit.Additionally,there are
needs to address necessary aging infrastructure by providing repairs and enhancements.Staff forecasts there are
approximately $81 million worth of project costs over the next five-year rate plan.The following are the
estimated project expenses over the next five years:
·Sanitary sewer rehabilitation ($11.8 million)
·Completion of the pump station 4 redundant force main ($3.5 million)
·WQCP Digester and Wet Weather Improvements Projects ($44 million)
·Plant-wide painting and equipment coating ($6 million)
·Sea-level rise and approach to protecting WQCP infrastructure ($2.6 million)
·WQCP equipment replacement & maintenance projects ($8.4 million)
·Pump Station 2 and 14 upgrades ($4.7 million)
WQCP Digester and Wet Weather Improvements Projects
During the last three year rate cycle,staff began the design phase for new WQCP Digester and Wet WeatherCity of South San Francisco Printed on 1/12/2017Page 1 of 3
powered by Legistar™
File #:16-984 Agenda Date:1/18/2017
Version:1 Item #:2.
During the last three year rate cycle,staff began the design phase for new WQCP Digester and Wet Weather
Improvements Projects.During this phase,staff was made aware of new technology that would better suit the
wastewater collection,cleaning and disposal needs while reducing operations and maintenance expenses.In the
next five-year rate cycle,staff plans to award a contract to complete the construction of the digesters,inclusive
of the new technology.Project costs have significantly escalated since the last sewer rate plan for this project
from $28 million to $44 million.Additionally,as part of the current rate cycle,staff anticipated that State
Revolving Loan Funds (SRF)would be used to fund approximately $15 million worth of the $28 million of the
project.SRF funds are not available in the amount as anticipated.As such,there is a need to use revenue bonds
or other private sources of financing to cover the large capital costs.Concurrently,with the sewer rate model,
Public Works and Finance Department staff is reviewing the best financing strategies for the project,which
have been incorporated into the sewer rate model.
Rate Options
In order to finance planned maintenance and infrastructure improvement projects,the sewer rates will have to
increase over the five year rate plan.The first three years of the rate plan are critical to ensure the sewer fund
has sufficient cash available to fund the projects and ability to set aside additional money for capital reserves.
Staff has reviewed various sewer rate scenarios and has developed the following rate plan that will fund
planned CIP projects and maintain sufficient reserves and cash for a healthy sewer fund balance.Below are the
planned rate increases that will raise rates for residential and commercial users (see Attachment 1):
·FY 2017-2018, 15% increase, single unit $676, Multi-unit $608
·FY 2018-2019, not to exceed 10% increase, single unit $744, multi-unit $670
·FY 2019-2020, not to exceed 5% increase, single unit $781, multi-unit $703
·FY 2020-2021, not to exceed 5% increase, single unit $820, multi-unit $738
·FY 2021-2022, not to exceed 5% increase, single unit $861, multi-unit $775
In FY 2018-2019 through FY 2021-2022,staff will return on an annual basis for City Council to approve any
rate increases.It is possible that in the out years the full recommended increase may not be needed.To be
fiscally prudent and to allow for unforeseen circumstances,staff recommends adding not to exceed rate
increases of five percent in the out years.
Rate Comparison to San Mateo County Agencies
Staff compared the projected sewer rate increases to other agencies in San Mateo County.The current rate in
South San Francisco charged to single unit residences of $588 is slightly higher than the lowest sewer rate in
San Mateo County.Assuming no other agencies increased their rates over five years,the City’s residential
sewer rate would still be lower than the average sewer rate of $962 in San Mateo County (see Attachment 2).
Staff anticipates that all agencies in San Mateo County will have some type of sewer rates increase over the
next five years.
Rate Timeline
In order to meet the requirements of the Proposition 218 process, staff will use the following timeline:
·March 2017 - Conceptual Approval of the new sewer rate plan by City Council
·April 2017 - Public information meeting on the sewer rate plan
·April 2017 - Mail rate increase notices to all residential and business customers
·May 2017 - City Clerk receives any protest notices
·June 2017 - Public hearing held and tabulation of protest notices
·June 2017 - Final approval of rate plan by City Council
City of South San Francisco Printed on 1/12/2017Page 2 of 3
powered by Legistar™
File #:16-984 Agenda Date:1/18/2017
Version:1 Item #:2.
·July 2017 - New rates go into effect
·July 2017 - Update County property/parcel database
CONCLUSION
It is recommended that the City Council provide feedback on the proposed five-year sewer rate plan.
Conceptual approval for the sewer rate plan will be brought to the City Council in March 2017 prior to the
City’s public outreach and education efforts in addition to the noticing required by the Proposition 218 process.
Attachments:
1. Preliminary Estimated Sewer Rate Plan FY 2017‐18 through FY 2021‐22
2. San Mateo County Residential Sewer Service Charges
City of South San Francisco Printed on 1/12/2017Page 3 of 3
powered by Legistar™
At
t
a
c
h
m
e
n
t
1:
Pr
e
l
i
m
i
n
a
r
y
Es
t
i
m
a
t
e
d
Se
w
e
r
Ra
t
e
Pl
a
n
FY
2
0
1
7
‐18
th
r
o
u
g
h
FY
2
0
2
1
‐22
FY
20
1
6
‐17
Cu
r
r
e
n
t
Ra
t
e
s
FY
20
1
7
‐18
FY
20
1
8
‐19
FY
20
1
9
‐20
FY
20
2
0
‐21 FY 2021‐22
Si
n
g
l
e
Un
i
t
Re
s
i
d
e
n
t
i
a
l
$5
8
8
.
0
0
pe
r
ED
U
$6
7
6
.
0
0
pe
r
ED
U
(1
5
%
In
c
r
e
a
s
e
)
$7
4
4
.
0
0
pe
r
ED
U
(N
o
t
to
Ex
c
e
e
d
10
%
)
$7
8
1
.
0
0
pe
r
ED
U
(N
o
t
to
Ex
c
e
e
d
5%
)
$8
2
0
.
0
0
per EDU
(N
o
t
to
Ex
c
e
e
d
5%) $861.00 per EDU (Not to Exceed 5%)
Mu
l
t
i
‐Un
i
t
&
Tr
a
i
l
e
r
$5
2
7
.
0
0
pe
r
ED
U
$6
0
8
.
0
0
pe
r
ED
U
(1
5
%
In
c
r
e
a
s
e
)
$6
7
0
.
0
0
pe
r
ED
U
(N
o
t
to
Ex
c
e
e
d
10
%
)
$7
0
3
.
0
0
pe
r
ED
U
(N
o
t
to
Ex
c
e
e
d
5%
)
$7
3
8
.
0
0
per EDU
(N
o
t
to
Ex
c
e
e
d
5%) $775.00 per EDU (Not to Exceed 5%)
Co
m
m
e
r
c
i
a
l
Va
r
i
e
s
by
In
d
u
s
t
r
y
Mi
n
i
m
u
m
Ch
a
r
g
e
$5
8
8
.
0
0
Va
r
i
e
s
by
In
d
u
s
t
r
y
(1
5
%
In
c
r
e
a
s
e
)
Mi
n
i
m
u
m
Ch
a
r
g
e
$6
7
6
.
0
0
Va
r
i
e
s
by
In
d
u
s
t
r
y
(N
o
t
to
Ex
c
e
e
d
10
%
)
Mi
n
i
m
u
m
Ch
a
r
g
e
$7
4
4
.
0
0
Va
r
i
e
s
by
In
d
u
s
t
r
y
(N
o
t
to
Ex
c
e
e
d
5%
)
Mi
n
i
m
u
m
Ch
a
r
g
e
$7
8
1
.
0
0
Va
r
i
e
s
by
Industry
(N
o
t
to
Ex
c
e
e
d
5%)
Mi
n
i
m
u
m
Charge
$8
2
0
.
0
0
Varies by Industry (Not to Exceed 5%) Minimum Charge $861.00
-3
-
Attachment 2:
RESIDENTIAL SEWER SERVICE CHARGES
IN SAN MATEO COUNTY
(AS OF JANUARY 2017)
AGENCY FY 2016-2017 COSTS
HILLSBOROUGH $2,352*
MONTARA SANITARY DIST. $1,296
PACIFICA $1,201
SAN BRUNO $1,183
HALF MOON BAY $1,075
MENLO PARK $973*
MILLBRAE $971
BRISBANE $915
REDWOOD CITY $899*
BURLINGAME $880
SOUTH SAN FRANCISCO (FY21-22) $861*
BELMONT $873
SAN MATEO $776
FOSTER CITY $617*
BAYSHORE SANITARY DISTRICT $605
DALY CITY $601
SOUTH SAN FRANCISCO (Current Charge) $588*
EAST PALO ALTO $575*
AVERAGE $962
*Flat charge per year not tied to individual water consumption.
Other listed rates are annual estimates based on homeowners’ average monthly domestic water
consumption charges that can vary from year to year, household to household.
City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:16-1019 Agenda Date:1/18/2017
Version:1 Item #:3.
Report regarding a resolution approving a Consulting Services Agreement with Wise Consulting,Inc.in an
amount not to exceed $155,000,and authorizing the City Manager to execute the Agreement.(LaTanya Bellow,
Director of Human Resources)
RECOMMENDATION
It is recommended that the City Council adopt a resolution approving a Consulting Services Agreement
with Wise Consulting,Inc.to provide support services for the implementation of the previously approved
human capital management (HCM) system and authorizing the City Manager to execute the Agreement.
BACKGROUND/DISCUSSION
On August 10,2016,Council adopted Resolution 103-2016 approving an agreement to purchase,install and
implement a new human resources,payroll and timekeeping software system with Personnel Data Systems Inc.
(PDS),and authorized the City Manager to take any other related actions necessary to further the intent of the
resolution.
Upon approval,staff began to work with PDS in a process called discovery to help identify critical tasks,
system configuration,internal resources and project risks.During this discovery process,City staff determined
that a third-party vendor would be required in order to successfully implement the new HCM system.The
assessment was based on the following issues:
·Complexities in payroll administration,including incentive pay calculations,setup of multiple labor
agreements, data table structures;
·Data extraction from the current HR/payroll system,and subsequent system and data testing/
validations;
·Data and benefit conversion issues,including user calculation errors,third party vendor transfer and
data compliance;
·Manual entry for new functionalities not in current system,High Line,including but not limited to time
collection, coding tables, data rules and relationships definitions; and
·Staffing availability.
Staff engaged the RFP process to procure a vendor that has a range of expertise in the implementation of
HR/Payroll systems,government sector experience with benefits and bargaining units,and could ease the
amount of City labor hours by coordinating timelines,outcomes,and testing parameters.Staff distributed this
RFP to a total of six vendors.Of the six vendors,three responded and indicated they met the City’s
requirements.The three respondents were Axsium Group,Sability Consulting,and Wise Consulting.The three
declining vendors indicated their inability to allocate resources or meet the City’s requirements.
Staff ranked the vendors based on several factors including availability of resources,scope of services,and
cost,including risk assessment,needs discovery,system configuration and training.Based on the feedback
from the interdepartmental team,Wise emerged as the clear solution for the delivery of a thorough HR/payroll
implementation and deployment process. A summary ranking sheet is provided as Attachment 1.
City of South San Francisco Printed on 1/12/2017Page 1 of 2
powered by Legistar™
File #:16-1019 Agenda Date:1/18/2017
Version:1 Item #:3.
Wise will provide the City with the following project management resources and 20 years of technical
experience as detailed in Attachment 2 which includes information about their scope of services as follows:
·Requirements gathering and training,
·System Configuration and testing, and
·Benefits and Data conversion (benefits carrier feeds).
FUNDING
There are sufficient funds in the FY 2016-17 Operating Budget to cover the cost of the contract.
CONCLUSION
After a discovery process,staff understood the complexity and workload associated with implementing a new
HCM system and the need to partner with a consulting organization to ensure successful implementation.Staff
reviewed vendor qualifications for client-side support and based on that review,selected Wise Consulting,Inc.
Staff recommends entering into an agreement with Wise Consulting,Inc.for the HCM implementation and
deployment,in a total amount not to exceed $155,000.The agreement is attached as Exhibit A to the associated
resolution.
Attachments:
1.RFP Vendor Ranking
2.Wise Overview and Implementation Support
City of South San Francisco Printed on 1/12/2017Page 2 of 2
powered by Legistar™
Attachment 1
VENDOR RFP ASSESSMENT
HCM Implementation Services
Vendor Discovery System
Configuration Training Government
Experience
Resources
Hours
Overall
Ranking
Axsium 1 0 0 1 0 3
Sability 1 1 1 1 1 2
Wise Consulting 1 1 2 1 2 1
Rank Legend: 2= Exceeds Needs 1 = Meets Needs; 0 = Does Not Meet Needs
Committee Members consisted of two representatives from Finance and two from Human Resources. The
ranking totals were based on an aggregate vote within the above parameters.
"
#
!
*
## " "% # )1
% * )1""
%
# % ; !
%
* )1
+%% % !
!#! "
-"
% " " " ! #!
+ "
B +# % ! % + ! ! " !
! # # ;%
! <
C " " % % ""
# 3 "" +% - 5#
" " !%
1#
! % " 3 %#+ ! % %+
! !! "% - / $(" %% 9 !
!
"% ! ! % * + "
! - %%
! #%
% / +
!! !! %! !
# ! #$ +
# %! " %
% ! % ! !
!
"
% !! !!!% !" " %
3 " " # %%" " % # ! )1 % ! # !
"
! )1 ! % ! ! ! %%%
! !!#
! % 0 % " %# + )1
"% ! % # + %! %% +#
7
( / D #0*#
1# " )1 % %%! !
! % ! / ! # *
" ! #
:
3
8
8
< 0
(
1 0#
/
! +)1!+
) 6 &# "
!
)1! *
E'>
0
!
!%
(
!
<
* *#
! ;
; ! + "
3 % +%% ! )1
#
: +%%" "
. 9A
: % !
) %%) # ! !
* %:! E!
E
F
GC0
. 0A
'
!
)('!
%'
* 'E
8 : '
:% '
( #;
<
"
#
# 0* #
1# " )1) 6 &# ! 03 +%%"
# ! #)1 %%% !E ""
:
3
8
8
< 0
(
3 #+)1) 6 &#
! " #
"
% !
% !
!%%
! %%!! !
1
, /
E
E
+
!""
(
% ! ""%
"% # 2 $(&
D ! % !!0
/ !
%
D! # !
"% "
" !0 !! % "
"" 6
:
%
%
<
!
(
"
! +)1) 6 &#
! !2 $(&
"% !! + !
"" " "% #
"% ! #
D! !0 "! "% !
"" " "%
:
%
%
(
* #) "
#+
#
%! !
"
% "
!#
: # +%%
%
" "
%
%!#
" ! -" ! %
! H! ##, / !
!! +
C
'E
<
!
(
"
#
:
3
8
8
< 0
(
* #8-
D! "% #
3 + !
"%% % #""
: + #!"%% % %
"
>'C
"
(
1
:
* +%%
/ ! "
! )1% " "% ! %
! %!#" %%
% "" "
! ! "%% % #
:
3
8
8 < 0
(
3 #+)1*
) " 1
#
: ""#!
" ! / !
1 %
%!
%" ! #! !%
%
% % #
( " " ! ! % %
!! %
I
4"
(
12%!
< ! " ! )1+
+
%!
!!
E'
"
(
. !
%
! ! ! 0
"
! !
%
:
3
8
8 < 0
(
" 1
!
"
"
!
)
! )1 "%
>
E'
(
* #
8 "" "
+ !!! %
!"! %
>
'
(
City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:16-1020 Agenda Date:1/18/2017
Version:1 Item #:3a.
Resolution approving a Consulting Services Agreement with Wise Consulting,Inc.in an amount not to exceed
$155,000, and authorizing the City Manager to execute the Agreement.
WHEREAS,on August 10,2016,the City Council of South San Francisco adopted Resolution 103-2016,
approving an agreement to purchase,install,and implement a new human resources,payroll,and timekeeping
software system (“HCM System”),and authorized the City Manager to take any other related action necessary
to further the intent of the resolution, attached and incorporated herein as Exhibit A;
WHEREAS,in evaluating the complexity and workload associated with implementation of the HCM System,
staff determined that it would be beneficial for the City to partner with a consulting service firm in order to (1)
ensure that the implementation and utilization of the HCM System is successful,(2)maximize the
implementation initiative,(3)prepare the City staff project team and the City organization to take full
advantage of the new HCM System,and (4)reduce risk associated with implementation and adoption of the
new HCM System; and
WHEREAS,staff conducted a request for proposal (“RFP”)process to identify and select a consultant that is a
subject matter expert in public sector human resources and payroll administration and qualified to provide on-
site and remote services for (1)Requirements Gathering and Training,(2)System Configuration and Testing,
and (3) Benefits and Data Conversion; and
WHEREAS, staff distributed the RFP to six consulting firms and received three responses; and
WHEREAS,staff selected Wise Consulting,Inc.as the preferred consultant for the desired implementation
services and prepared a Consulting Services Agreement with a not to exceed amount of $155,000
(“Agreement”), attached hereto and incorporated herein as Exhibit B; and
WHEREAS,there are sufficient funds in the FY 2016 -17 Operating Budget to cover the cost of the contract.
NOW,THEREFORE,BE IT RESOLVED that the City Council of the City of South San Francisco hereby
takes the following actions:
1.Approves the Agreement with Wise Consulting, Inc. for client-side implementation setup services of the
City’s new human resources, payroll and timekeeping software system in an amount not to exceed
$155,000.
2.Authorizes the City Manager to execute said Agreement and to make any revisions, amendments, or
modifications, deemed necessary to carry out the intent of this Resolution which do not materially alter
or increase the City’s obligations thereunder, subject to approval as to form by the City Attorney.
City of South San Francisco Printed on 2/14/2017Page 1 of 2
powered by Legistar™
File #:16-1020 Agenda Date:1/18/2017
Version:1 Item #:3a.
3.Authorizes the City Manager to take any other related action necessary to further the intent of this
Resolution.
*****
City of South San Francisco Printed on 2/14/2017Page 2 of 2
powered by Legistar™
City of South San Francisco P.O. Box 711 (City Hall,
400 Grand Avenue) —
South San Francisco, CA
i! r: 16-626 Enactment Number: RES 103 -2016
RESOLUTION APPROVING AN AGREEMENT TO PURCHASE,
INSTALL, AND IMPLEMENT A NEW HUMAN RESOURCES,
PAYROLL AND TIMEKEEPING SOFTWARE SYSTEM WITH
PERSONNEL DATA SYSTEMS INC. IN AN AMOUNT NOT TO
EXCEED $250,000, AND AUTHORIZING THE CITY
MANAGER TO EXECUTE SAID CONTRACT.
WHEREAS, the City of South San Francisco' s ( "City ") current financial software system is
outdated; and
WHEREAS, the City needs a robust human capital management software package to promote
efficient timekeeping and payroll processes and analyze succession and performance data on its most
important resource, its personnel; and
WHEREAS, staff from multiple City departments provided input to assess operational needs,
reviewed vendor responses, and participated in software demonstrations; and
WHEREAS, staff has identified Personnel Data Systems, Inc. as the preferred vendor to address the
City's human resources, payroll and time capturing needs; and
WHEREAS, staff has negotiated and prepared an agreement with Personnel Data Systems, Inc. to
purchase, install and implement a new human resources, payroll and timekeeping software system
Agreement ") and such Agreement is attached hereto and incorporated herein; and
WHEREAS, funds have been budgeted for software acquisition, installation, and implementation.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of South San Francisco
hereby takes the following actions:
Approves the Agreement with Personnel Data Systems, Inc for the purchase, installation and
implementation of a new human resources, payroll and timekeeping software system in an amount not to
exceed $250,000, attached hereto and incorporated herein.
Authorizes the City Manager to execute said Agreement and to make any revisions, amendments, or
modifications, deemed necessary to carry out the intent of this Resolution which do not materially alter
or increase the City's obligations thereunder, subject to approval as to form by the City Attorney.
Authorizes the City Manager to take any other related action necessary to further the intent of this
Resolution.
File Number., 16-626 Enactment Number. RES 103-2016
At a meeting of the City Council on 8110/2016, a motion was made by Richard Garbarino, seconded
Liza Normandy, that this Resolution be approved. The motion passed. I
Yes: 4 Councilmember Normandy, Councilmember Garbarino, Vice Mayor Gupta,
and Mayor Addiego
F,
Attest by
Krisia'- inn g'F'
THIS AGREEMENT for consulting services is made by and between the City of South S
Francisco ("City") and Personnel Data Systems, Inc. ("Consultant") (together sometimes referred to as t]
Parties") as of August 15, 2016 (the "Effective
It*410411
1.3 Assignment of Personnel. Consultant shall assign only competent personnel to perform
services pursuant to this Agreement. In the event that City, in its sole discretion, at any
time during the term of this Agreement, desires the reassignment of any such persons,
Consultant shall, immediately upon receiving notice from City of such desire of City,
reassign such person or persons.
I
1.4 Time. Consultant shall devote such time to the performance of services pursuant to this
Agreement as may be reasonably necessary to meet the standard of performance
provided in Sections 1.1 and 1.2 above and to satisfy Consultant's obligations hereunder.
Consulting Services Agreement between [Rev:2.13.2014] August 15, 20
City of South San Francisco and Personnel Data Systems, Inc. Page 1 of
submit all invoices to City in the manner specified herein, Except as specifically authorized by City,
Consultant shall not bill City for duplicate services performed by more than one person.
2.1 Invoices. Consultant shall submit invoices, not more often than once per month during
the term of this Agreement, based on the cost for services performed and reimbursable
costs incurred prior to the invoice date. Invoices shall contain the following information:
Q Monthly Payment. City shall make monthly payments, based on invoices received, fv.
services satisfactorily performed, and for authorized reimbursable costs incurred. City
shall have thirty (30) days from the receipt of an invoice that complies with all of the
requirements above to pay Consultant. City shall have no obligation to pay invoices
submitted ninety (90) days past the performance of work or incurrence of cost.
U Final Payment., City shall pay the last ten percent (10%) of the total sum due pursuant to
this Agreement within sixty (60) days after completion of the services ("completion —of
services" shall be defined as when the City uses the system in a production or "live" mode)
and submittal to City of a final invoice, if all services required have been satisfactorily
performed.
Consulting Services Agreement between [Rev:2.13.2014] August 15, 20
City of South San Francisco and Personnel Data Systems, Inc. Page 2 7 f I
4 Total Payment. City shall pay for the services to be rendered by Consultant pursuant to
this Agreement. City shall not pay any additional sum for any expense or cost whatsoever
incurred by Consultant in rendering services pursuant to this Agreement. City shall make
r4. for any extra, further, or additional service pursuant to this Agreement.
In no event shall Consultant submit any invoice for an amount in excess of the maximum
amount of compensation provided above either for a task or for the entire Agreement,
unless the Agreement is modified prior to the submission of such an invoice 4y. properly
executed change order or amendment.
01.5 HourIv Fees. Fees for work performed by Consultant on an hourly basis shall not exceed
the amounts shown in Exhibit A.
2.8 Payment upon Termination. In the event that the City or Consultant terminates this
Agreement pursuant to Section 8, the City shall compensate the Consultant for all
outstanding costs and reimbursable expenses incurred for work satisfactorily completed as
of the date of written notice of termination. Consultant shall maintain adequate logs and
timesheets in order to verify costs incurred to that date.
2.9 Authorization to Perform Services. The Consultant is not authorized to perform any
services or incur any costs whatsoever under the terms of this Agreement until receipt of
authorization from the Contract Administrator.
Section 3. FACILITIES AND EQUIPMENT. Except as set forth herein, Consultant shall, at its sole
cost and expense, provide all facilities and equipment that may be necessary to perform the services
required by this Agreement. City shall make available to Consultant only the facilities and equipment listed
in this section, and only under the terms and conditions set forth herein.
Consulting Services Agreement between [Rev:2.13.2014] August 15, 2016
City of South San Francisco and Personnel Data Systems, Inc. Page 3 of 15
M 3 RM Oil
Consulting Services Agreement between [Rev:2.13.2014] August 15, 2016
City of South San Francisco and Personnel Data Systems, Inc. Page 4 of 15
including death resulting there from, and damage to property resulting from
activities contemplated under this Agreement, including the use of owned and non-
owned automobiles.
4.2.3 Addonal reguirements. Each of the following shall be included in the
insurance coverage or added as a certified endorsement to the policy:
a. The insurance shall cover on an occurrence or an accident basis, andno t
on a claims-made basis.
b. Any failure of Consultant to comply with reporting provisions of the policy
shall not affect coverage provided to City and its officers, employees,
agents, and volunteers.
4.3.2 Claims-made limitations. The following provisions shall apply if the professional
liability coverage is written on a claims-made form:
The retroactive date of the policy must be shown and must be before th(_
date of the Agreement.
b. Insurance must be maintained and evidence of insurance must be
provided for at least five (5) years after completion of the Agreement or
the work, so long as commercially available at reasonable rates.
Consulting Services Agreement between [Rev:2.13.2014] August 15, 2016
City of South San Francisco and Personnel Data Systems, Inc. Page 5 of 15
4.4.1 Acceptabilily of insurers. All insurance required by this section is to be placed
with insurers with a Bests' rating of no less than ANIL
Consulting Services Agreement between [Rev:2.13.2014] August 15, 20141,
City of South San Francisco and Personnel Data Systems, Inc. Page 6 of 15
4.4.6 Subcontractors. Consultant shall include all subcontractors as insureds under its
policies or shall furnish separate certificates and certified endorsements for each
subcontractor. All coverages for subcontractors shall be subject to all of the
requirements stated herein.
4.4.7 Wasting Policy. No insurance policy required by Section 4 shall include a
11wasting" policy limit.
4.4.8 Variation. The City may approve a variation in the foregoing insurance
requirements, upon a determination that the coverage, scope, limits, and forms of
such insurance are either not commercially available, or that the City's interests
are otherwise fully protected.
O.5 Remedies. In addition to any other remedies City may have if Consultant fails to provide
or maintain any insurance policies or policy endorsements to the extent and within the time
herein required, City may, at its sole option exercise any of the following remedies, which
are alternatives to other remedies City may have and are not the exclusive remedy for
Consultant's breach:
Consulting Services Agreement between [Rev:2.13.2014) August 15, 2016
City of South San Francisco and Personnel Data Systems, Inc. Page 7 of 15
a Obtain such insurance and deduct 1 retain the amount of premiums for
from 1
U11411131 I W1111[014111#11 • ." r ., 1
1.1 Independent At during the term of Agreement, shall
be an independent 1 v 1 and shall not be 1 of
right ontrol Consultant only 1f, of Consultant's rendered
South
pursuant to this Agreement and assignment of personnel pursuant to Subparagraph 1.3;
however, otherwise City shall not have the right to control the means by which Consultant
Consulting Services Agreement between [Rev:2.13.2014] August 15, 2016
City of a 1« d Personnel Data Page 8 of
6.2 Consultant No Agent. Except as City may specify in wrng, Consultant shall have no
authority, express or implied, to act on behalf of City in any capacity whatsoever as an
agent or to bind City to any obligation whatsoever.
I'Mill Mi REM1111110T 111 1 11
7.2 Compliance with Applicable Laws. Consultant and any subcontractors shall comply with
all laws applicable to the performance of the work hereunder.
7.3 Other Governmental Regulations. To the extent that this Agreement may be funded by
fiscal assistance from another governmental entity, Consultant and any subcontractors
shall comply with all applicable rules and regulations to which City is bound by the terms of
such fiscal assistance program.
Consulting Services Agreement between [Rev:2.13.2014] August 15, 2016
City of South San Francisco and Personnel Data Systems, Inc. Page 9 of 15
14 IMUK41 0 O I t1i M 6fife"tt (A 111141s III
Termination. City may cancel this Agreement at any time and without cause upon written
notification to Consultant.
Consultant may cancel this Agreement for cause upon 30 days' written notice to City and
shall include in such notice the reasons for cancellation.
In the event of termination, Consultant shall be entitled to compensation for services
performed to the date of notice of termination; City, however, may condition payment of
such compensation upon Consultant delivering to City all materials described in Section
9.1.
8.3 Amendments. The parties may amend this Agreement only by a writing signed by all the
parties.
8.5 Survival. All obligations arising prior to the termination of this Agreement and all
provisions of this Agreement allocating liability between City and Consultant shall survive
the termination of this Agreement.
Consulting Services Agreement between [Re v:2.13.2014] August 15, 2016
City of South San Francisco and Personnel Data Systems, Inc. Page 10 of 15
8.6 Options upon Breach by Consultant. If Consultant materially breaches any of the terms
of this Agreement, City's remedies shall include, but not be limited to, the following:
ava'alas] 1111"s](floll lote] VA'sig ols Ls;yjmsj W-11111M 11601Wlimmi 0,2111 , z — .
8.6.3 Retain a different consultant to complete the work described in Exhibit A not
finished by Consultant; or
8.6.4 Charge Consultant the difference between the cost to complete the work
described in Exhibit A that is unfinished at the time of breach and the amount that
City would have paid Consultant pursuant to Section 2 if Consultant had
completed the work.
Z'Jagut,
9.2 Consultant's Books and Records. Consultant shall maintain any and all ledgers, books
of account, invoices, vouchers, canceled checks, and other records or documents
evidencing or relating to charges for services or expenditures and disbursements charged
to the City under this Agreement for a minimum of three (3) years, • for any longer period
required by law, from the date of final payment to the Consultant to this Agreement.
Consulting Services Agreement between [Rev:2.13.20141 August 15, 20
City of South San Francisco and Personnel Data Systems, Inc. I
request of City or as part of any audit • the City, for a period of three (3) years after final
payment under the Agreement.
NIM101 *M111WIN IN,
NO AIRUJM 1 WILVINIM
I
I :14111RU
10.1 Aftorneys' Fees. If a party to this Agreement brings any action, including arbitration or an
action for declaratory relief, to enforce or interpret the provision of this Agreement, the
prevailing party shall be entitled to reasonable attorneys' fees in addition to any other relief
to which that party may be entitled. The court may set such fees in the same action or in a
separate action brought for that purpose.
10.2 Venue. In the event that either party brings any action against the other under this
Agreement, the parties agree that trial of such action shall be vested exclusively in the
state courts of California in the County San Mateo or in the United States District Court for
the Northern District of California.
10.3 Severabilily. If a court of competent jurisdiction finds or rules that any provision of this
Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so
adjudged shall remain in full force and effect. The invalidity in whole or in part of any
provision of this Agreement shall not void or affect the validity of any other provision of this
Agreement.
Consulting Services Agreement between [Rev:2.13.2014] August 15, 20
City of South San Francisco and Personnel Data Systems, Inc. I
10.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of tjAgreementdoesnotconstituteawaiverofanyotherbreachofthattermoranyotherte -
of this Agreement.
10.5 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of
and shall apply to and bind the successors and assigns of the parties.
10.6 Use Recycled Products. Consultant shall prepare and submit all reports, written
studies and other printed material on recycled paper to the extent it is available at equal or
less cost than virgin paper.
10.7 Conflict of Interest. Consultant may serve other clients, but none whose activities within
the corporate limits of City or whose business, regardless of location, would place
Consultant in a "conflict of interest as that term is defined in the Political Reform Act,
codified at California Government Code Section 81000 et seq.
Consultant shall not employ any City official in the work performed pursuant to this
Agreement. No officer or employee of City shall have any financial interest in this
Agreement that would violate California Government Code Sections 1090 et seq.
mill it I VNO141L*11 A111111 All -11
10.9 Contract Administration. This Agreement shall be administered by the Human
Resources Director ("Contract Administrator"). All correspondence shall be directed to oi
through the Contract Administrator or his or her designee.
Consulting Services Agreement between [Rev:2.13.2014] August 15, 2016
City of South San Francisco and Personnel Data Systems, Inc. Page 13 1 f 15
the sending Party receives written confirmation of receipt; (iii) if sent for next day delivery
to a domestic address by recognized overnight delivery service (e.g., Federal Express);
and (iv) upon receipt, if sent by certified or registered mail, return receipt requested. In
each case notice shall be sent to the respective Parties as follows: Consultant
Charles Jefferies
Personnel Data Systems, Inc.
470 Norristown Road Suite 202
Blue Bell PA 19422
City:
City Clerk
City of South San Francisco
400 Grand Avenue
South San Francisco, CA 94080
10.11 Professional Seal. Where applicable in the determination of the contract administrator,
the first page of a technical report, first page of design specifications, and each page of
construction drawings shall be stamped /sealed and signed by the licensed professional
responsible for the report/design preparation. The stamp /seal shall be in a block entitled
Seal and Signature of Registered Professional with report/design responsibility," as in the
following example.
Seal and Signature of Registered Professional with
report/design responsibility.
10.12 Integration. This Agreement, including all Exhibits attached hereto, and incorporated
herein, represents the entire and integrated agreement between City and Consultant and
supersedes all prior negotiations, representations, or agreements, either written or oral
pertaining to the matters herein.
10.13 Counterparts. This Agreement may be executed in multiple counterparts, each of which
shall be an original and all of which together shall constitute one agreement.
10.14 Construction. The headings in this Agreement are for the purpose of reference only and
shall not limit or otherwise affect any of the terms of this Agreement. The parties have had
an equal opportunity to participate in the drafting of this Agreement; therefore any
construction as against the drafting party shall not apply to this Agreement.
The Parties have executed this Agreement as of the Effective Date.
Consulting Services Agreement between [Rev:2.13.2014] August 15, 2016
City of South San Francisco and Personnel Data Systems, Inc. Page 14 of 15
CITY OF SOUTH SAN FRANCISCO MIUMM
21011'
Consulting Services Agreement between [Rev:2.13.2014] August 15, 2016
City of South San Francisco and Personnel Data Systems, Inc. Page 15 of 15
PDS
mil
MNAM
m
6/1(1/7() 1 F
w • I.1 =1 7
INTRODUCTION.. ... .............................. ....... .............. __ ............. __ ... »« —ERROR! BOOKMARK N01" DEAN ED.
TABLEOF CONTENTS.. ..»«.».». » «.. «.. » »...... «... » « »... »..,.. _ ...»...» .................»......>,...»,.»,..»,..,...»....».»«... .«» » » » » ».. » » ».... » » » » »..... »..1
IMPLEMENTATION ,SCOPE .»...»....»» .............»»...».».........»».....»......».. .... ». » ».... ». »... »......... »». _ .. ___ ...................... is
1 ESTIMATED NUMBER OF PROFESSIONAL SERVICE HOURS.« .................... »..... .»..».»« .......... .... » ». ». » «.. » ». « » « « ». » » » » » » «.1
3. SUMMARY F IMPLEMENTATIONTATI HASES WITH ESTIMATED HOURS .............. .............» . ».......... «........... «,....1
4« SUMMARY OF ESTIMATED IPD,S BASE SYSTEM IMPLEMENTATION SERVICES----- - .. ... » »..».. ».»» ...............19
S. CUSTOMER PROFILE INFORMATION ... »»».»»,. ........... »»...«..»..».....»..».,»...»..»..»..»... m.....»..».».»»». . » » »,. », » » ....................2
6. VISTA HR111 S IMPLEMENTATION PROJECT STEPS .... .............................«»»»».»»»».«.« » ».. « » » ». « ».. »...............21
7. VISTA SAMPLE IMPLEMENTATION PLAN ................................................. ».... .»» ..... »....................... »................... 22
S. PROJECT UNDERSTANDING ............. ........... ___ ...... .»».»...».................. »...... ..... ».»»»»»»».»................ » ». ». » », » ». » » ».. ».m. »23
1. Project. StartlCompletion ....................",..,,..,.,.,.,."..,",.,.,..".,....,,.,.,...........,...,.,.....,.,,.,.... ,,..,,..,,...,...,............. 3
2. Vista l-lRMS Core Components........,,... ... .23
3. Interfaces." ................................................. ............................... .................."..,.....,,....... .....,.,.,.,...........,...",23
9. IMPLEMENTATIONN DES IPTI ................................................... .»............. ..»»»»»....... »............ ». <.,...<» »».. »».» .... 2
1 Implementation As. sumptlons.. ......... ,,"., .............. ,... ....... ,..,....,...,....,,........... ................................. .........................,,...2
10. PROJECT SCOPE .............. «...... ».«»»»».«»»««.»».«««»»«««««»»«««.«».««.»»»««»«»»»«»««».«.............. ».«»»»»»»«».».. »....... , » » »..,........ «. ». » » « «2
2. Pre - Project Planning and Project Management . ........... ....."."..,....,...,...,...,..."..........,.,.,., ,,,.,,,..,,..,...,......,....2
2, Installation (on premise customers only)",.........."..."..."... .. ". ", " ........................ .............. „. ".,.,.,.,,...,...,..,.,....25
3. Project initiation ... ,..,,.,..",...,..,,,,.".......,"".....,...,."............ ................................................. ........................",.. "2S
Core'Team Training... .... .."..."......,,,,.........,,..,,..,,..,.,...,,.,.,,,.,.,., ..,,,.,.,.,,...,......",.. "..27
S, Data Conversion Assistance ..... " .................................... .............................................. " ,.".", ....... .,,,.,."...,...,,, _27
S. System Cornlanratlorn .................................................................... ............................... ... 27
Z ,Security - Overview of How Vista hlRMS Security ydforks ...................................."........... ,. ".,..,...,.,.,...,...,,,,.,28
8. Self--Service Implementation Overview... _ _'.. _ _ . .... ...... .............. .........
9. Workflow Implementation Overview... ........ __ _.__ ................ .... 2
10. Recruiting Implementation Overview............... .... ........... ____ ... ... __ ..................
11. Arnalytic.s Implementation Overview......... ... ....... ............... .... 2
12, End-User Training...... ... ...... ...... ............................................... ................................. 29
13. Readiness Assessment ..................................................................................................."...,....... ,.....................,,,,..2.9
14, Parallel Processing .........................................,.,..............,,,..,......,......,.,..,..,,..."..,...........,........ .......,.................,,,,29
15. Past Live Assistance .,.." ............................................................................................... .............................30
11. RESOURCE ASSUMPTIONS..... ..... ........ ...............»............»»..». ................. »............3
1. Project Tearnns ....................................................... .............................."
2. Scope ......,".....,..,......,...,.. , "..,.... ".... ".,., ", ",.. " ",.31
12. SCOPE MANAGEMENT ...»»...........» ...............................................»......»»...................».»«. ... »......»..................31
13. READ AND UNDERSTOOD ........... .».,»».,»««..»»».» ..................... .»..»,.»,.»....».».».»...... ................... ....... ........... » »..... ».32
Consultant's intent, pursuant to this Statement of Work, is to deliver Vista H configured to the
City's needs. Consultant will supply consulting and assistance as needed by the City to ensure a
successful implementation. Hours stated herein are Consultant's best estimate for the associated
tasks.
ROOM 6
111111111TIFTwi 11 111' 111111111111111 111111111111ir"Fill I
I 1 11 mg
Rroject Houii1y Rilte
A 11,rates cv ein Lf, S, i unitss othe rj6vir pet°fied
Implementation Phase
Project Coot d4iiation
Kick-(Dff Week
Systern COnfi gurAOr,
Data Cr,)nveiision Assktance
Security C ion figu rafio'' Assiistance
lrahflng
H11
Benefits
Payrol'11
Recruifirig
Qrystad
16!AaAnalytics
Easy'Nsk,
lec hi,icaI AdU',vi,ir 8st ation rerroU?
Parafl,6 Processing
Go-Uviu Rea&riesr, Assessment
Post Assistarice
Post Gio,,Uvs,Trar s tion to Custorner Support Meeflnif,.,
Sellf Service mpflementaflon Assistance
Wo,f
Recruiting lrnp enientatbiii As,,Istance
linlierfacie AWstaiiice- GL and C.'an iers assistance
Totai Implementation Cost
R/,)/I)n I A
185,00
Estimated
Hours, Este mated(Cost
80 5 14,800,, 00
24 4,440.00
32 5,920,00
232 S42,920,00
40 7,400M
8 1,480,00
16 2,960,C10
16 2,960,00
24 4,440M
2 4,440,00
16 2,9610M
4 740,00
4 740.00
5,920DO
80 5 14,800, ('10
16 2,960M
16 2,96C100
n/C nA:
16 2,960.00
16 960m
24 54,1140,00
TBD BBD
688 133,200-00
Number of Federal IDs/BIN 1
Number of Locations 1
Pay Frequency Bi- Weekly
Total i l Count 900
Number of Hourly 1 458
Number of Salary Employees 442
Number of i n l y 442
Number f Retirees 377
Number of 2s s Produced last year 1006
Number of Separate Earning s .. Regular, 41
Bonus, tc.
Number of Unique Deductions (E.g. Garnishment, 66
Savings Bonds, United Way, etc.)
Number of Benefit Providers 5
Employee/Manager if Service Yes
Workflow Yes
Recruiting Yes
Where is data Converted from .. Excel, Access) Unknown
Filing Interface n n sir o
Garnishment Int _ c nt Desired No
Vista i e No
I o
Enrollment Yes
I PAA 834 _ _ No
Onboarding No
fir, I'MOMM =77 7 511 11 0, 0
F2,
Self-Service Implementation Assistance
Workflow Implementation Assistance
Recruiting Implementation Assistance
Recruiting
Note: Project goals and timelines based on Customer's staff availability will be established at the beginning of
the project. The customer may choose to incorporate phase 2 items listed above as part • phase 1. Also,
phase 1 items may be broken into multiple parts and thus the tasks may not be consecutive. This typically
includes the data conversion, system and security configuration and trainings. For trainings, there may be an
initial training/ overview followed up later in the project by a more in-depth training with a wider audience.
Fa;nT-z
i , 0
Project Coordination
ii Installation (on promise customer only)
li,"Rl Kickoff Week
7,7 System Configuration
1Jff)fl HR Training
Data Conversion Assistance
Benefits Training
Rif, r Payroll Training
Security Configuration Assistance
Crystal Training
101/1, kpsyA kTralning
Technical Administration Training (on premise customer only)
Parallel Processing
Eig- Go-Live Readiness Assessment
Go-Live Assistance
Go-Live milestone
10 Post Go -Live Transition to Customer Support Meeting
Phase 2 (nmeftame determined based on Phase I timing)
Project Coordination
Self-Service Implementation Assistance
Workflow Implementation Assistance
Recruiting Implementation Assistance
Recruiting Training
7 7 7 7
1. Project StartlCornpletion
Mutually agreed-to start date is:
Consultant will supply personnel sufficient to meet the requirements of the Statement of Wor.-I
within the mutually agreed to timeframe, but this work will be dependent on the availability of thiA
City's staff. As a result, the mutually agreed-to live date may be subject to change.
o- PDS Base System GL Interface Table (Included)
Electronic Funds Deposit for US/Canada (Included)
HIPAA 834 (included) but may require some customization during implementation
R/,)/?n I A
Twk
End
a c
WETS
I
T-k.
ftml
Ld Start
11 n -: NW* 1,YMV I MM 7 W,
c,
MP
1.4 P,.t*Ac_ Wizllk VIVIT ins 64: 10 0 ISO
12 0, rimm 74228I6' 5'a, k m 5 0 5
1.3 Kxh_OfWWk om- 71MIS ii v; 5 0 5
iA sll Z 0.4— MM WN16 1=0 M 72 0 IX
WYM Ma 2L0 CIS 2 0 2
A smty G"Ag-k" P 1 wltz awa u M 1 0 1
1.7 eft C__ P,t 24921$ WMS 2.0 OL 1 0 2
7, -V
04ym4
1-WO VMS 70 04i
90110 DWI to 74
I C 2
1.2
IA. DIu r-- i>e 10l.d IMS U Q M 3 0 3
Im y . '. 2 iaijkiio iGAVIS iz 1p Im 1 0 1
1.12 07011-4 INIMS MIMIC 3.4 0% 3 0 3
I" EKVA* 7—s MOO larods 14 0% 1 a 1
114 it-vis ligns b.6t9 m 4 0 4
1.45 Now; ti.W 1119716 124 It% 9 # 12
112 61 pll tl 4Y 1Z1WM I2WIO 420 Cis 8 0 12
1.17 II,,L- rmmus IZWV izw* 1.0 0-4 1 a I
1.16 979 7C-t A 122A, 410"17 U t M 5 0 S
113 t %Vq VWIT MAr 14 Oi 1 0 1
7 7 7 7
1. Project StartlCornpletion
Mutually agreed-to start date is:
Consultant will supply personnel sufficient to meet the requirements of the Statement of Wor.-I
within the mutually agreed to timeframe, but this work will be dependent on the availability of thiA
City's staff. As a result, the mutually agreed-to live date may be subject to change.
o- PDS Base System GL Interface Table (Included)
Electronic Funds Deposit for US/Canada (Included)
HIPAA 834 (included) but may require some customization during implementation
R/,)/?n I A
1. Pre -ProJectPlanning and PirojectMairiagement
R /7/7!11' F
OWNIM
r. s
4. Core Team Training
5. Data Conversion Assistance
6. System Configuration
This phase will consist of the Consultant Project Manager and the City's Project Team performirfl
system configuration and testing, which includes reviewing the existing delivered code tabIl
and rules within the Vista HRMS system, determining additions, and establishing securi
templates. This may include, but is not limited to, the following items: I
HR structures (definition and setup of company, location, position, job, organization definitions,
training, licenses, tests, skills, applicant tables, and HR status tables)
ROOM 6
Vista H Security works by using templates and assigning employees or employee types to a
given security template defined during System Configuration.
8. Self Service implementation Overview
9. Workflow Implementation Overview
R/7 /7(11(
1 Recruiting Implernentatioin Overview
11. Analytics Implementation Overview
The Analytics Overview details the use and practical applications of the Vista HRMS Analytics
module. It helps the City understand its current state and guide it into the future. Analytics helps
visualize useful patterns found in data, providing the City with the decision-making tools needed
make the most of the City's human capital investments.
12. End-User Training
t"Plolt — WaV
resources become self-sufficient in using Vista HRMS.
13. Readiness Assessment
14. Paraflel Processing
The Parallel Processing phase enables the Project Team to verify, at a detailed level, that the City's
business issues are addressed in a hands-on environment. Consultant(s) will assist the City in
identifying and developing parallel processing procedures.
in addition, Consultant will review the test results with the City's Project Team to ensure the data
corresponds with the City's existing system. By the Parallel Processing phase, detailed HR, payroll
and Benefits testing should be complete. Parallel Processing consists of running 2-3 full cycles using
Vista H RMS as configured for the City's use,
Prior to the Parallel Processing phase, ACH tapes should be sent and verified and paychecks/advicg
0ould be reviewed. This allows the payroll results to be reviewed and cleaned, if necessary. The A
cycle runs every pay frequency and all of the processes. I
The City will be responsible for verifying expected results against actual results. Consultant will assist
where needed to ensure that a clean parallel is achieved.
15. lPost Go-11-live Assistance
Post Go-Live Assistance consists of the Consultant Project Manager working with the City's
Project Team to ensure overall data integrity and system verification and acceptance.
The Consultant Project Manager will observe the City's Project Team using Vista HRMS in a live
production mode, as well as provide real-time feedback and technical support assistance, as
required.
16. Post Go4 ive Transition to Customer Suppoirt
ri
1. Project Teams
Will be available to perform the outlined tasks within the time commitment established during
Project Initiation.
Will be available to attend Vista HRMS software training(s) as applicable to their internal job
responsibilities in order to ensure that the assigned individual is trained and ready to perform
Project tasks as scheduled. Schedule will be defined during Project Initiation.
IEEFJIN M TWITITINIMS II17ma=
N=-iriallf-mil; 11rosirsil!:111m. Eiz =0
III! IIIIHII IF VIIII 11 ININ 11 1
Z17"Maw.
Change Control Management
The Change Management process is fundamental to the successful delivery of the Project. This process
ensures that each change introduced to the Project environment is appropriately defined, evaluated,
and approved prior to implementation. Any modification to the services described in the Scope of Work
shall require a written amendment in accordance with Section 8.3 of the main Agreement.
9/1)/?nl A
Change Management will be introduced to this Project through the implementation of five key
processes:
1. A formal process for the submission and receipt of Change Requests
Estimate Number: For PDS Use Only Business Area: HRIPRIBEN10ther
Change Requester: Customer Project Name: Vista H Implementation
Change Request Date: Customer Project Lead:
Change Urgency: Define Timescole PDS Project Manager:
Change Description:
Add a brief description of the project changes requested. This should include any changes to
resources, deliverables, timescales, andlor budgets.
Business Process: Business Impact:
List any business process that may Describe the impact to the business if this change
necessitate this change. is implemented (e.g. additional resources
required, reduce process efficiency,
organizational structure changes required).
Change Benefits: Change Costs:
Describe the financial and non financial Describe the financial and non financial costs
benefits associated with the implementation associated with the implementation of this
of this change (e.g. reduced transaction change.
costs, improved performance, and enhanced
customer satisfaction),
Supporting Documentation:
Add any documentation references that may substantiate this change, including a PDS custom
specification.
Customer Project Lead: Date:
This document must be reviewed with the Consultant Project Manager to determine the impact and budget
considerations to the Project.
City acknowledges that the City has read and understands this Statement of Work and agrees to be bound by its
contents as stated in the main agreement.
THE PARTIES HEREBY AGREE TO THE FOREGOING CONDITIONS, AS EVIDENCED BY THEIR
SIGNATURES BELOW.
Personnel Data Systems, Inc. ("Consultant") City of South San Francisco("City")
By: By:
Name: Name:
Title: Title:
Date: Date:
R /1) /17 n I A
LICENSEE City of South o PERSONNEL DATA SYSTEMS, INC.
ADDRESS 400 Grand Avenue (hereinafter, "PDS")
South o 4; Road, I ";
94080 Blue Bell, PA 19422
COMPUTER FACZLZTY
Price
LOCATZON 400 Grand Avenue, South San Francisco, CA 94080
Addendum ""A" (PRICE QUOTATION) is attached to and made part of this agreement.
This agreement is incomplete and invalid without Addendum ""'A".
oSalespers
expiration date: August 6 on Dan Price
R1117t11 r.
The parties acknowledge and agree that the limited warranty, exclusive remedies and limited liability set forth in this
License Agreement are fundamental elements of the basis of the bargain between PDS and Licensee, and that PDS
would not be able to provide the software or services on an economic basis without such limitations.
Vi. PAYMENT
a) In consideration of the grant of the License herein, Licensee shall pay that percentage of the PDS
Products noted in the "Amount Due at signing" on Addendum A upon execution of this Agreement and
the remaining percentage of the PDS Products upon Installation of the System. However, under no
circumstances will payments provided for herein exceed the not to exceed amount specified in Section
2 of the main Agreement.
VA#71F2fl'W1-
rx. NOTICES
Any and aH written notices between PDS and Licensee with reference to this License Agreement shall be
sufficiently effective upon receipt if sent by registered or certified mail or overnight delivery service to the
respective address, subject to change upon written notice, of the party as follows:
In the case of PDS: In the case of Licensee:
PDS LICENSEE
IMM17, M -mm =4I
Title Date Title Date
ki i
Itmotation Date: July 20, 2016 Quotation Expiration Date: August 25, 2016
Client Name: City of South San Francisco Sales Person: Dan Price
Address. 400 Grand Avenue South San Francisco
State/Zip Code: California/94080 Employee Count/Pop Code: 900/4
U104=,, -M[O'J
43f-ll 1 ITIA i I, BEAM., 1=0119ffia
IRWIN
Vista Analytics
Discounted:
k1m
XRM
1113111
Unlimited I-r,107 400.00
Unlimited Included
Total PDS Software*
PDS Professional Services*
As detailed in the Statement of Work and/or Professional Services Work Order Form
9no r7l7TI =., - 0923
Vista TimeO Implementation Services **$14,250.00
As provided by nettime solutions LLC
Time Clocks/ Mal ntenanca
Time Cards
1.1
Number/Cost
TBD/$2,800.00
Number/ Cost
TBD
Monthly Cost
4,050.00
Annual Cost
TBI
ne-Time Cost
T B A
R /1 /')(11 A
v-,
89F286.00
iAMOUNTDUEatsigining.:(90% of PDS Products+50% Vista TmeImplementation)
Starts 3 month
Annual Maintenance/Support Start Date: from installation Zhitial Annual Cost.- 18,258.00
R /1 /')(11 A
ADDENDUM "A" (Continued)
SYSTEM MAINTENANCE /SUPPORT CONSISTS OF THE FOLLOWING:
Easily downloadable software upgrades for all major and minor releases
Unlimited telephone and email access to our support staff
24x7 emergency response
Toll -Free Service Calls
Downloadable Tax Compliance Updates
Downloadable system enhancements and updates
End -of- quarter support
Year -end support
Unrestricted Web access
Online Support issue tracking access
PDS Technical dial -in using VPN, GoToMeeting, and GoToAssist
User Group membership
Links to Canadian and U.S. Government Web Sites
Access to technical white papers
Periodic newsletters and special offers
VISTA TIME SUPPORT IS PROVIDED BY nettime solutions, LLC
STANDARD VISTA CONFIGURATION: Payroll, HR, Benefits, Recruiting, Self- Service, eAssistant and EasyAsk®
OPTIONAL COMPONENTS /SERVICES:
Payroll Interface - A component that allows output to be created from the HR and Benefit Components (single
direction) that can be used to add to and update employee information in a third party payroll system. For payroll
systems other than Ceridian, this module must be custom fitted to the third party payroll system and shall be done
by PDS Professional Services.
Tax Filing - Provides an interface from PDS' Payroll tax calculations to PDS' Tax Service Partner. A separate
Agreement is required with the Partner.
Vista Time® - Time & Labor Management application. Accessible only as a SaaS service using the internet at the
PEPM rate noted. Functionality includes core Time & Labor Management plus Accruals, Alerts and Ad -Hoc Reporting.
Optional functionality available within Vista Time includes the Mobile, Occurrences (points) and Affordable care Act
ACA) modules.
Vista Analytics - A configurable toolset that allows you create, manage, display, and analyze statistics and other
metrics, as well as KPIs, for your HR, Benefits, Payroll, Recruiting, and other information. Pre - defined analytics and
KPIs are delivered as part of the toolset, along with the tools for you to create an unlimited number of your own.
Other features include: automatic calculation, storage, and alerts relating to KPIs; drill -down functionality when
viewing Analytics; inclusion of Analytics in Vista HRMS dashboard pages; and security by user and Analytic.
Employee Population Code (Active employee count - Determined by Status Code of "Active" in employee
records)
1 = 1 to 250 5 = 1,001 to 1,500 9 = 5,001 to 7,500 13 = 20,901 to 40,000
2 = 251 to 500 6 = 1,501 to 2,500 10 = 7,501 to 10,000 14 = 40,001 to 70,000
3 = 501 to 750 7 = 2,501 to 3,500 11 = 10,001 to 15,000 15 = 70,001 to 100,000
4 = 751 to 1,000 8 = 3,501 to 5,000 12 = 15,001 to 20,000 16 = 100,000+
NOTE - The following software is required but not supplied by PDS - Relational Database Management System
Microsoft SQLServer or Oracle NT or Unix.
Crystal Reports - Under current licensing requirements by SAP, the delivered Crystal Reports may be accessed
without payment of any fees to SAP by Licensee. In the event Licensee wished to modify a delivered report or create a
new report, Licensee must purchase a current SAP license for its own use. For Version number, please see the
current Vista Hardware /Software Configuration document. Crystal Reports licensing requirements are subject to
change by SAP.
PDS
Initials
RI ?! ?(11(
City of South San Francisco
Initials:
Exhibit A-2
ADDENDUM C
Vista TimeO Application
P®S LICENSEE
Initials: Initials:
Date: Date :
Exhibit
Schedule I
Service Levels
2. The Uptime Percentage for the Application in any calendar month shaH not
be less than ninety-nine and p %
ae Scheduled Maintenance and Special Maintenance will be conducted
afterhours.
b. "'Scheduled Maintenance" means a period during which service availabili
of the Application may be suspended, whole or n part, order o car tioutmaintenanceactivities, and is regularly scheduled on alternatin
Wednesdays mArizona
a a. e in al Calendar Month faft below
99.5% for the Application Li ' , e , `* 'f shall be entitled to a credit against4i ; ,
Services . twenty-five , ,. the + e
that o;
b. If the Uptime Percentage for an Application Service falls below 99.5% for
more than two sequential calendar months over a 12-month period
tDowntime"'), then Licensee shall have the right, upon notice to
Downtime.
PDS, to terminate the Application Service that is the subject of the Extended
y E
ate:
t
Date: Date
EXHIBIT B
INSURANCE CERTIFICATES
VIZY4 -sl
MAROM.,
ff n
M=
WDIWW, ANY TM fco T Tu MMUM 3
RT
M
CMMMAM MAY 5E M*M *% WY PEAX THE WWRAMT AFFORDED Eff THE ;OL= L—. VZ=MM CMN M OULECT TO ALL n-e TVM,
IMDUMMAho WNDIM"DOF Mcs PDLOSS, LMM SHCM Mky FAVE am MMUCED By PAJDCLNW
w I I YK, ORS Piec'"'KA
SHOULD &W Of THS&Z&VE DESCROSEV POL'OWS BE V"ZELLEV BEFORE
CIO of South San Firanoisoo THE EXPIRATIVIM DAn- TIRZMMOF *07ML WILL BE VELNEMED M
ACCORMANCS WrTw THE PDLavy PROV0041-
400 OranlkAvonva
LMMIS I
A Wkftk=- G&Nik*L L"Ure
u
Donna PeaTson
1 , I
S
AD V t" "70 t Md
r rr
2: AC
C-Try San. I.M.W
A
190*410BLE 11 T
AW A:JTO
ALL OMED aLt&D
X RIV &L"L* A. Tm
A82W556 11MV2016 ilffil'TT11;
5=w'u,— I MX1
W-V&l
aM" 4 1w —W 4
X
Wngs LL" 1IM102M
RAUH M=WkMa
I
X Fu7val'l
OLPU%ljATl
A [.04F W&V"- LZIM"Un
11ADIM161
31MIM19 JUNK ZAW
P Bel" & E&O Dad 10,
IAS XM OF OPERATOft 9=&MOW VV4VLEA PCORD ftlt W kftsomd 0--%— l- -Pft"l
ot South San Franclsoo and its offimsemployees,agents andZll.ct'l.Y re art named as Addidonap kntureds as their MWest ml appear,
ppXarnq is on a basis and watwer ofs m4ationis
w 176-714 P"'vmw D
AGORA 25 (2014M) TO* ACORD nanw and p oga am Togskwed nwa*s of ACORD
SHOULD &W Of THS&Z&VE DESCROSEV POL'OWS BE V"ZELLEV BEFORE
CIO of South San Firanoisoo THE EXPIRATIVIM DAn- TIRZMMOF *07ML WILL BE VELNEMED M
ACCORMANCS WrTw THE PDLavy PROV0041-
400 OranlkAvonva
San Frarmls", C-A SUSO
Donna PeaTson
w 176-714 P"'vmw D
AGORA 25 (2014M) TO* ACORD nanw and p oga am Togskwed nwa*s of ACORD
Consulting Services Agreement between [Rev:2.13.2014] J 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. Page 1 of 15
CONSULTING SERVICES AGREEMENT BETWEEN
THE CITY OF SOUTH SAN FRANCISCO AND
WISE CONSULTING ASSOCIATES, INC.
THIS AGREEMENT for consulting services is made by and between the City of South San
Francisco (“City”) and Wise Consulting Associates, Inc. (“Consultant”) (together sometimes referred to as
the “Parties”) as of January 18, 2017 (the “Effective Date”).
Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Consultant
shall provide to City the services described in the Scope of Work attached as Exhibit A, attached hereto
and incorporated herein, at the time and place and in the manner specified therein. In the event of a
conflict in or inconsistency between the terms of this Agreement and Exhibit A, the Agreement shall prevail.
1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall
end on , January 18, 2018the date of completion specified in Exhibit A, and Consultant
shall complete the work des cribed in Exhibit A prior to that date , unless the term of the
Agreement is otherwise terminated or extended, as provided for in Section 8 . The time
provided to Consultant to complete the services required by this Agreement shall not affect
the City’s right to terminate the Agreement, as provided for in Section 8.
1.2 Standard of Performance. Consultant shall perform all services required pursuant to this
Agreement in the manner and according to the standards observed by a competent
practitioner of the profession in which Consultant is engaged in the geographical area in
which Consultant practices its profession. Consultant shall prepare all work products
required by this Agreement in a substantial, first-class manner and shall conform to the
standard s of quality normally observed by a person practicing in Consultant's profession.
1.3 Assignment of Personnel. Consultant shall assign only competent personnel to perform
services pursuant to this Agreement. In the event that City, in its sole discretion , at any
time during the term of this Agreement, desires the reassignment of any such persons,
Consultant shall, immediately upon receiving notice from City of such desire of City,
reassign such person or persons.
1.4 Time. Consultant shall devote such time to the performance of services pursuant to this
Agreement as may be reasonably necessary to meet the standard of performance
provided in Sections 1.1 and 1.2 above and to satisfy Consultant’s obligations hereunder.
Section 2. COMPENSATION. City here by agrees to pay Consultant a sum not to exceed $155,000,
notwithstanding any contrary indications that may be contained in Consultant’s proposal, for services to be
performed and reimbursable costs incurred under this Agreement. In the event of a c onflict between this
Agreement and Consultant’s proposal, attached as Exhibit A, regarding the amount of compensation, the
Agreement shall prevail. City shall pay Consultant for services rendered pursuant to this Agreement at the
time and in the manner se t forth herein. The payments specified below shall be the only payments from
City to Consultant for services rendered pursuant to this Agreement. Consultant shall submit all invoices to
City in the manner specified herein. Except as specifically authori zed by City, Consultant shall not bill City
for duplicate services performed by more than one person.
Consulting Services Agreement between [Rev:2.13.2014] J 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. Page 2 of 15
Consultant and City acknowledge and agree that compensation paid by City to Consultant under this
Agreement is based upon Consultant’s estimated costs of providing the services required hereunder,
including salaries and benefits of employees and subcontractors of Consultant. Consequently, the parties
further agree that compensation hereunder is intended to include the costs of contributions to any pension s
and/or annuities to which Consultant and its employees, agents, and subcontractors may be eligible. City
therefore has no responsibility for such contributions beyond compensation required under this Agreement.
2.1 Invoices. Consultant shall submit invoices, not more often than twice per month during
the term of this Agreement, based on the cost for services performed and reimbursable
costs incurred prior to the invoice date. Invoices shall contain the following information:
Serial identifications of progress bills (i.e., Progress Bill No. 1 for the first invoice,
etc.);
The beginning and ending dates of the billing period;
A task s ummary containing the original contract amount, the amount of prior
billings, the total due this period, the balance avai lable under the Agreement, and
the percentage of completion;
At City’s option, for each work item in each task, a copy of the applicable time
entries or time sheets shall be submitted showing the name of the person doing
the work, the hours spent by each person, a brief description of the work, and
each reimbursable expense;
The total number of hours of work performed under the Agreement by Consultant
and each employee, agent, and subcontractor of Consultant performing services
hereunder, as well as a sep arate notice when the total number of hours of work by
Consultant and any individual employee, agent, or subcontractor of Consultant
reaches or exceeds five hundred seventy -six (576) hours, which shall include an
estimate of the time necessary to complete the work described in Exhibit A; and
The amount and purpose of actual expenditures for which reimbursement is
sought.
2.2 Monthly Payment. City shall make monthly payments, based on invoices received, for
services satisfactorily performed, and for autho rized reimbursable costs incurred. City
shall have thirty (30) days from the receipt of an invoice that complies with all of the
requirements above to pay Consultant. City shall have no obligation to pay invoices
submitted ninety (90) days past the perfo rmance of work or incurrence of cost.
2.3 Final Payment. City shall pay the last ten percent (10%) of the total sum due pursuant to
this Agreement within sixty (60) days after completion of the services and submittal to City
of a final invoice, if all se rvices required have been satisfactorily performed.
2.4 Total Payment. City shall pay for the services to be rendered by Consultant pursuant to
this Agreement. City shall not pay any additional sum for any expense or cost whatsoever
incurred by Consultant in rendering services pursuant to this Agreement. City shall make
no payment for any extra, further, or additional service pursuant to this Agreement.
Consulting Services Agreement between [Rev:2.13.2014] J 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. Page 3 of 15
In no event shall Consultant submit any invoice for an amount in excess of the maximum
amount of compensation provided above either for a task or for the entire Agreement,
unless the Agreement is modified prior to the submission of such an invoice by a properly
executed change order or amendment.
2.5 Hourly Fees. Fees for work performed by Consultant on an hourly basis shall not exceed
the amounts shown in Exhibit A.
2.6 Reimbursable Expenses. Reimbursable expenses are specified below, and shall not
exceed $10,000. Expenses not listed below are not chargeable to City. Reimbursable
expenses are included in the total amount of compensation provided under this Agreement
that shall not be exceeded. Reimbursable expenses include reasonable out-of-pocket
travel and administrative costs, including, but not limited to, mileage, airfare, rental car,
hote l, meals, and parking.
2.7 Payment of Taxes. Consultant is solely responsible for the payment of employment taxes
incurred under this Agreement and any similar federal or state taxes. Consultant is a
resident of the State of Maryland . Unless Consultant provides City with a valid California
Franchise Tax Board form 590 (“Form 590”), as may be amended, or other written
evidence of an exemption or waiver from tax-withholding, City may withhold California
taxes from payments to Consultant as req uired by law. Consultant accepts sole
responsibility for verifying the residency and withholding taxes from any non-California
resident, non-exempt subcontractors and shall submit written documentation of
compliance with Consultant's withholding duty to Ci ty ,
2.8 Payment upon Termination. In the event that the City or Consultant terminates this
Agreement pursuant to Section 8, the City shall compensate the Consultant for all
outstanding costs and reimbursable expenses incurred for work satisfactorily completed as
of the date of written notice of termination. Consultant shall maintain adequate logs and
timesheets in order to verify costs incurred to that date.
2.9 Authorization to Perform Services. The Consultant is not authorized to perform any
services or incur any costs whatsoever under the terms of this Agreement until receipt of
authorization from the Contract Administrator.
Section 3. FACILITIES AND EQUIPMENT. Except as set forth herein, Consultant shall, at its sole
cost and expense, provide all facilities and equipment that may be necessary to perform the services
required by this Agreement. City shall make available to Consultant only the facilities and equipment listed
in this section, and only under the terms and conditions set forth herein.
City shall furnish physical facilities such as desks, filing cabinets, and conference space, as may be
reasonably necessary for Consultant’s use while consulting with City employees and reviewing records and
the information in possession of the City. The location, quantity, and time of furnishing those facilities shall
be in the sole discretion of City. In no event shall City be obligated to furnish any facility that may involve
incurring any direct expense, including but not limited to computer, long -distance telephone or other
communication charges, vehicles, and reproduction facilities.
Consulting Services Agreement between [Rev:2.13.2014] J 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. Page 4 of 15
Section 4. INSURANCE REQUIREMENTS. Befo re beginning any work under this Agreement,
Consultant, at its own cost and expense, unless otherwise specified below, shall procure the types and
amounts of insurance listed below against claims for injuries to persons or damages to property that may
aris e from or in connection with the performance of the work hereunder by the Consultant and its agents,
representatives, employees, and subcontractors. Consistent with the following provisions, Consultant shall
provide Certificates of Insurance, attached hereto and incorporated herein as Exhibit B, indicating that
Consultant has obtained or currently maintains insurance that meets the requirements of this section and
under forms of insurance satisfactory, in all respects, to the City. Consultant shall mainta in the insurance
policies required by this section throughout the term of this Agreement. The cost of such insurance shall be
included in the Consultant's bid. Consultant shall not allow any subcontractor to commence work on any
subcontract until Consultant has obtained all insurance required herein for the subcontractor(s).
4.1 Workers’ Compensation. Consultant shall, at its sole cost and expense, maintain
Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance for any
and all pers ons employed directly or indirectly by Consultant. The Statutory Workers’
Compensation Insurance and Employer’s Liability Insurance shall be provided with limits of
not less than ONE MILLION DOLLARS ($1,000,000) per accident. In the alternative,
Consultant may rely on a self-insurance program to meet those requirements, but only if
the program of self-insurance complies fully with the provisions of the California Labor
Code. Determination of whether a self-insurance program meets the standards of the
Lab or Code shall be solely in the discretion of the Contract Administrator (as defined in
Section 10.9). The insurer, if insurance is provided, or the Consultant, if a program of self -
insurance is provided, shall waive all rights of subrogation against the Ci ty and its officers,
officials, employees, and volunteers for loss arising from work performed under this
Agreement.
4.2 Commercial General and Automobile Liability Insurance.
4.2.1 General requirements. Consultant, at its own cost and expense, shall maintain
commercial general and automobile liability insurance for the term of this
Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000.00)
per occurrence, combined single limit coverage for risks associated with the work
contemplated by this Agreement. If a Commercial General Liability Insurance or an
Automobile Liability form or other form with a general aggregate limit is used,
either the general aggregate limit shall apply separately to the work to be
performed under this Agreement or the general aggregate limit shall be at least
twice the required occurrence limit. Such coverage shall include but shall not be
limited to, protection against claims arising from bodily and personal injury,
including death resulting there from, and damage to property resulting from
activities contemplated under this Agreement, including the use of owned and non -
owned automobiles.
4.2.2 Minimum scope of coverage. Commercial general coverage shall be at least as
broad as Insurance Services Office Commercial General Liability occurrence form
CG 0001 or GL 0002 (most recent editions) covering comprehensive General
Consulting Services Agreement between [Rev:2.13.2014] J 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. Page 5 of 15
Liability and Insurance Services Office form number GL 0404 covering Broad
Form Comprehensive General Liability. Automobile coverage shall be at le ast as
broad as Insurance Services Office Automobile Liability form CA 0001 (ed. 12/90)
Code 8 and 9. No endorsement shall be attached limiting the coverage.
4.2.3 Additional requirements. Each of the following shall be included in the
insurance coverag e or added as a certified endorsement to the policy:
a. The insurance shall cover on an occurrence or an accident basis, and not
on a claims -made basis.
b. Any failure of Consultant to comply with reporting provisions of the policy
shall not affect coverag e provided to City and its officers, employees,
agents, and volunteers.
4.3 Professional Liability Insurance.
4.3.1 General requirements. Consultant, at its own cost and expense, shall maintain
for the period covered by this Agreement professional lia bility insurance for
licensed professionals performing work pursuant to this Agreement in an amount
not less than ONE MILLION DOLLARS ($1,000,000) covering the licensed
professionals’ errors and omissions. Any deductible or self-insured retention shall
no t exceed ONE HUNDRED FIFTY THOUSAND DOLLARS $150,000 per claim.
4.3.2 Claims-made limitations. The following provisions shall apply if the professional
liability coverage is written on a claims -made form:
a. The retroactive date of the policy must be sh own and must be before the
date of the Agreement.
b. Insurance must be maintained and evidence of insurance must be
provided for at least five (5) years after completion of the Agreement or
the work, so long as commercially available at reasonable rates.
c. If coverage is canceled or not renewed and it is not replaced with another
claims-made policy form with a retroactive date that precedes the date of
this Agreement, Consultant must provide extended reporting coverage for
a minimum of five (5) years after completion of the Agreement or the work.
The City shall have the right to exercise, at the Consultant’s sole cost and
expense, any extended reporting provisions of the policy, if the Consultant
cancels or does not renew the coverage.
d. A copy of the claim reporting requirements must be submitted to the City
prior to the commencement of any work under this Agreement.
4.4 All Policies Requirements.
Consulting Services Agreement between [Rev:2.13.2014] J 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. Page 6 of 15
4.4.1 Acceptability of insurers. All insurance required by this section is to be placed
with insurers with a Bests' rating of no less than A:VII.
4.4.2 Verification of coverage. Prior to beginning any work under this Agreement,
Consultant shall furnish City with complete copies of all policies delivered to
Consultant by the insurer, including complete copies of all endorsements attached
to those policies. All copies of policies and certified endorsements shall show the
signature of a person authorized by that insurer to bind coverage on its behalf. If
the City does not receive the required insurance do cuments prior to the Consultant
beginning work, it shall not waive the Consultant’s obligation to provide them. The
City reserves the right to require complete copies of all required insurance policies
at any time.
4.4.3 Notice of Reduction in or Cancell ation of Coverage. A certified endorsement
shall be attached to all insurance obtained pursuant to this Agreement stating that
coverage shall not be suspended, voided, canceled by either party, or reduced in
coverage or in limits, except after thirty (30) days' prior written notice by certified
mail, return receipt requested, has been given to the City. In the event that any
coverage required by this section is reduced, limited, cancelled, or materially
affected in any other manner, Consultant shall provi de written notice to City at
Consultant’s earliest possible opportunity and in no case later than ten (10)
working days after Consultant is notified of the change in coverage.
4.4.4 Additional insured; primary insurance. City and its officers, employees, agents,
and volunteers shall be covered as additional insureds with respect to each of the
following: liability arising out of activities performed by or on behalf of Consultant,
including the insured’s general supervision of Consultant; products and comp leted
operations of Consultant, as applicable; premises owned, occupied, or used by
Consultant; and automobiles owned, leased, or used by the Consultant in the
course of providing services pursuant to this Agreement. The coverage shall
contain no special limitations on the scope of protection afforded to City or its
officers, employees, agents, or volunteers.
A certified endorsement must be attached to all policies stating that coverage is
primary insurance with respect to the City and its officers, offi cials, employees and
volunteers, and that no insurance or self-insurance maintained by the City shall be
called upon to contribute to a loss under the coverage.
4.4.5 Deductibles and Self-Insured Retentions. Consultant shall disclose to and
obtain the ap proval of City for the self-insured retentions and deductibles before
beginning any of the services or work called for by any term of this Agreement.
Further, if the Consultant’s insurance policy includes a self-insured retention that
must be paid by a named insured as a precondition of the insurer’s liability, or
which has the effect of providing that payments of the self-insured retention by
others, including additional insureds or insurers do not serve to satisfy the self -
insured retention, such provisi ons must be modified by special endorsement so as
Consulting Services Agreement between [Rev:2.13.2014] J 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. Page 7 of 15
to not apply to the additional insured coverage required by this agreement so as to
not prevent any of the parties to this agreement from satisfying or paying the self -
insured retention required to be paid as a precondition to the insurer’s liability.
Additionally, the certificates of insurance must note whether the policy does or
does not include any self-insured retention and also must disclose the deductible.
During the period covered by this Agreement, only upon the prior express written
authorization of Contract Administrator, Consultant may increase such deductibles
or self-insured retentions with respect to City, its officers, employees, agents, and
volunteers. The Contract Administrator may condi tion approval of an increase in
deductible or self-insured retention levels with a requirement that Consultant
procure a bond, guaranteeing payment of losses and related investigations, claim
administration, and defense expenses that is satisfactory in all respects to each of
them.
4.4.6 Subcontractors. Consultant shall include all subcontractors as insureds under its
policies or shall furnish separate certificates and certified endorsements for each
subcontractor. All coverages for subcontractors shall be subject to all of the
requirements stated herein.
4.4.7 Wasting Policy. No insurance policy required by Section 4 shall include a
“wasting ” policy limit.
4.4.8 Variation. The City may approve a variation in the foregoing insurance
requirements, upon a determination that the coverage, scope, limits, and forms of
such insurance are either not commercially available, or that the City’s interests
are otherwise fully protected.
4.5 Remedies. In addition to any other remedies City may have if Consultant fails to provide
or maintain any insurance policies or policy endorsements to the extent and within the time
herein required, City may, at its sole option exercise any of the following remedies, which
are alternatives to other remedies City may have and are not the exclusive remedy for
Consultant’s breach:
a. Obtain such insurance and deduct and retain the amount of the premiums for such
insurance from any sums due under the Agreement;
b. Order Consultant to stop work under this Agreement or withhold any payment that
becomes due to Consultant hereunder, or both stop work and withhold any payment,
until Consultant demonstrates compliance with the requirements hereof; and/or
c. Terminate this Agreement.
Section 5. INDEMNIFICATION AND CONSULTANT’S RESPONSIBILITIES. Consultant shall
indemnify, defend with counsel selected by the City, and hold harmless the City and its officials, officers,
employees, agents, and volunteers from and against any and all losses, liability, claims, suits, actions,
Consulting Services Agreement between [Rev:2.13.2014] J 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. Page 8 of 15
damages, and causes of action arising out of any personal injury, bodily injury, loss of life, or damage to
property, or any violation of any federal, state, or municipal law or ordinance, to the extent caused, in whole
or in part, by the willful misconduct or negligent acts or omissions of Consultant or its employees,
subcontractors, or agents, by acts for which they could be held strictly liable, or by the quality or character
of their work. The foregoing obligation of Consultant shall not apply when (1) the injury, loss of li fe, damage
to property, or violation of law arises wholly from the gross negligence or willful misconduct of the City or its
officers, employees, agents, or volunteers and (2) the actions of Consultant or its employees,
subcontractor, or agents have contri buted in no part to the injury, loss of life, damage to property, or
violation of law. It is understood that the duty of Consultant to indemnify and hold harmless includes the
duty to defend as set forth in Section 2778 of the California Civil Code. Acce ptance by City of insurance
certificates and endorsements required under this Agreement does not relieve Consultant from liability
under this indemnification and hold harmless clause. This indemnification and hold harmless clause shall
apply to any damage s or claims for damages whether or not such insurance policies shall have been
determined to apply. By execution of this Agreement, Consultant acknowledges and agrees to the
provisions of this Section and that it is a material element of consideration.
In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services
under this Agreement is determined by a court of competent jurisdiction or the California Public Employees
Retirement System (PERS) to be eligible for enr ollment in PERS as an employee of City, Consultant shall
indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions
for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the
payment of any penalties and interest on such contributions, which would otherwise be the responsibility of
City.
Section 6. STATUS OF CONSULTANT.
6.1 Independent Contractor. At all times during the term of this Agreement, Consultant shall
be an independent contractor and shall not be an employee of City. City shall have the
right to control Consultant only insofar as the results of Consultant's services rendered
pursuant to this Agreement and assignment of personnel pursuant to Subparagraph 1.3;
however, otherwise City shall not have the right to control the means by which Consultant
accomplishes services rendered pursuant to this Agreement. Notwithstanding any other
City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Consultant
and any of its employees, agents, and subcontractors providing services under this
Agreement shall not qualify for or become entitled to, and hereby agree to waive any and
all claims to, any compensation, benefit, or any incident of em ployment by City, including
but not limited to eligibility to enroll in the California Public Employees Retirement System
(PERS) as an employee of City and entitlement to any contribution to be paid by City for
employer contributions and/or employee contri butions for PERS benefits.
6.2 Consultant No Agent. Except as City may specify in writing, Consultant shall have no
authority, express or implied, to act on behalf of City in any capacity whatsoever as an
agent or to bind City to any obligation whatsoeve r.
Section 7. LEGAL REQUIREMENTS.
Consulting Services Agreement between [Rev:2.13.2014] J 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. Page 9 of 15
7.1 Governing Law. The laws of the State of California shall govern this Agreement.
7.2 Compliance with Applicable Laws. Consultant and any subcontractors shall comply with
all laws applicable to the performance of the work hereunder.
7.3 Other Governmental Regulations. To the extent that this Agreement may be funded by
fiscal assistance from another governmental entity, Consultant and any subcontractors
shall comply with all applicable rules and regulations to whi ch City is bound by the terms of
such fiscal assistance program.
7.4 Licenses and Permits. Consultant represents and warrants to City that Consultant and
its employees, agents, and any subcontractors have all licenses, permits, qualifications,
and approv als , including from City, of what-so-ever nature that are legally required to
practice their respective professions. Consultant represents and warrants to City that
Consultant and its employees, agents, any subcontractors shall, at their sole cost and
exp ense, keep in effect at all times during the term of this Agreement any licenses,
permits, and approvals that are legally required to practice their respective professions. In
addition to the foregoing, Consultant and any subcontractors shall obtain and m aintain
during the term of this Agreement valid Business Licenses from City.
7.5 Nondiscrimination and Equal Opportunity. Consultant shall not discriminate, on the
basis of a person’s race, religion, color, national origin, age, physical or mental handic ap or
disability, medical condition, marital status, sex, or sexual orientation, against any
employee, applicant for employment, subcontractor, bidder for a subcontract, or participant
in, recipient of, or applicant for any services or programs provided by Consultant under this
Agreement. Consultant shall comply with all applicable federal, state, and local laws,
policies, rules, and requirements related to equal opportunity and nondiscrimination in
employment, contracting, and the provision of any service s that are the subject of this
Agreement, including but not limited to the satisfaction of any positive obligations required
of Consultant thereby.
Consultant shall include the provisions of this Subsection in any subcontract approved by
the Contract Ad ministrator or this Agreement.
Consulting Services Agreement between [Rev:2.13.2014] J 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. Page 10 of 15
Section 8. TERMINATION AND MODIFICATION.
8.1 Termination. City may cancel this Agreement at any time and without cause upon written
notification to Consultant.
Consultant may cancel this Agreement for cause upon 30 d ays’ written notice to City and
shall include in such notice the reasons for cancellation.
In the event of termination, Consultant shall be entitled to compensation for services
performed to the date of notice of termination; City, however, may condition payment of
such compensation upon Consultant delivering to City all materials described in Section
9.1.
8.2 Extension. City may, in its sole and exclusive discretion, extend the end date of this
Agreement beyond that provided for in Subsection 1.1. Any such extension shall require a
written amendment to this Agreement, as provided for herein. Consultant understands and
agrees that, if City grants such an extension, City shall have no obligation to provide
Consultant with compensation beyond the maximum amount provided for in this
Agreement. Similarly, unless authorized by the Contract Administrator, City shall have no
obligation to reimburse Consultant for any otherwise reimbursable expenses incurred
during the extension period.
8.3 Amendments. The parties may amend this Agreement only by a writing signed by all the
parties.
8.4 Assignment and Subcontracting. City and Consultant recognize and agree that this
Agreement contemplates personal performance by Consultant and is based upon a
determination of Consultant’s unique personal competence, experience, and specialized
personal knowledge. Moreover, a substantial inducement to City for entering into this
Agreement was and is the professional reputation and competence of Consultant.
Consultant may no t assign this Agreement or any interest therein without the prior written
approval of the Contract Administrator. Consultant shall not assign or subcontract any
portion of the performance contemplated and provided for herein, other than to the
subcontractors noted in the proposal, without prior written approval of the Contract
Administrator.
8.5 Survival. All obligations arising prior to the termination of this Agreement and all
provisions of this Agreement allocating liability between City and Consultan t shall survive
the termination of this Agreement.
8.6 Options upon Breach by Consultant. If Consultant materially breaches any of the terms
of this Agreement, City’s remedies shall include, but not be limited to, the following:
8.6.1 Immediately terminate the Agreement;
Consulting Services Agreement between [Rev:2.13.2014] J 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. Page 11 of 15
8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any
other work product prepared by Consultant pursuant to this Agreement; or
8.6.3 Retain a different consultant to complete the work described in Exhibit A not
finished by Consultant.
Section 9. KEEPING AND STATUS OF RECORDS.
9.1 Records Created as Part of Consultant’s Performance. All reports, data, maps,
models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications,
records, files, or any other documents or materials, in electronic or any other form, that
Consultant prepares or obtains pursuant to this Agreement and that relate to the matters
covered hereunder shall be the property of the City. Consultant hereby agrees to deliver
those documents to the City upon termination of the Agreement. It is understood and
agreed that the documents and other materials, including but not limited to those described
above, prepared pursuant to this Agreement are prepared specifically f or the City and are
not necessarily suitable for any future or other use. City and Consultant agree that, until
final approval by City, all data, plans, specifications, reports and other documents are
confidential and will not be released to third parties without prior written consent of both
parties unless required by law.
9.2 Consultant’s Books and Records. Consultant shall maintain any and all ledgers, books
of account, invoices, vouchers, canceled checks, and other records or documents
evidencing or relating to charges for services or expenditures and disbursements charged
to the City under this Agreement for a minimum of three (3) years, or for any longer period
required by law, from the date of final payment to the Consultant to this Agreement.
9.3 Inspection and Audit of Records. Any records or documents that Section 9.2 of this
Agreement requires Consultant to maintain shall be made available for inspection, audit,
and/or copying at any time during regular business hours, upon oral or written re quest of
the City. Under California Government Code Section 8546.7, if the amount of public funds
expended under this Agreement exceeds TEN THOUSAND DOLLARS ($10,000.00), the
Agreement shall be subject to the examination and audit of the State Auditor, at the
request of City or as part of any audit of the City, for a period of three (3) years after final
payment under the Agreement.
9.4 Records Submitted in Response to an Invitation to Bid or Request for Proposals . All
responses to a Request for Proposals (RFP) or invitation to bid issued by the City become
the exclusive property of the City. At such time as the City selects a bid, all proposals
received become a matter of public record , and shall be regarded as public records, with
the exception of those elements in each proposal that are defined by Consultant and
plainly marked as “Confidential,” "Business Secret" or “Trade Secret."
Consulting Services Agreement between [Rev:2.13.2014] J 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. Page 12 of 15
The City shall not be liable or in any way responsible for the disclosure of any such
proposal or portions thereof, if Co nsultant has not plainly marked it as a "Trade Secret" or
"Business Secret," or if disclosure is required under the Public Records Act.
Although the California Public Records Act recognizes that certain confidential trade secret
information may be protec ted from disclosure, the City may not be in a position to establish
that the information that a prospective bidder submits is a trade secret. If a request is
made for information marked "Trade Secret" or "Business Secret," and the requester takes
legal action seeking release of the materials it believes does not constitute trade secret
information, by submitting a proposal, Consultant agrees to indemnify, defend and hold
harmless the City, its agents and employees, from any judgment, fines, penalties, and
award of attorneys fees awarded against the City in favor of the party requesting the
information, and any and all costs connected with that defense. This obligation to
indemnify survives the City's award of the contract. Consultant agrees that this
indemnification survives as long as the trade secret information is in the City's possession,
which includes a minimum retention period for such documents.
Section 10 MISCELLANEOUS PROVISIONS.
10.1 Attorneys’ Fees. If a party to this Agreement brings any acti on, including arbitration or an
action for declaratory relief, to enforce or interpret the provision of this Agreement, the
prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief
to which that party may be entitled . The court may set such fees in the same action or in a
separate action brought for that purpose.
10.2 Venue. In the event that either party brings any action against the other under this
Agreement, the parties agree that trial of such action shall be vested exclusively in the
state courts of California in the County San Mateo or in the United States District Court for
the Northern District of California.
10.3 Severability. If a court of competent jurisdiction finds or rules that any provision of thi s
Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so
adjudged shall remain in full force and effect. The invalidity in whole or in part of any
provision of this Agreement shall not void or affect the validity of any othe r provision of this
Agreement.
10.4 No Implied Waiver of Breach . The waiver of any breach of a specific provision of this
Agreement does not constitute a waiver of any other breach of that term or any other term
of this Agreement.
10.5 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of
and shall apply to and bind the successors and assigns of the parties.
10.6 Use of Recycled Products. Consultant shall prepare and submit all reports, written
studies and other printe d material on recycled paper to the extent it is available at equal or
less cost than virgin paper.
Consulting Services Agreement between [Rev:2.13.2014] J 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. Page 13 of 15
10.7 Conflict of Interest. Consultant may serve other clients, but none whose activities within
the corporate limits of City or whose business, regardless of location, would place
Consultant in a “conflict of interest,” as that term is defined in the Political Reform Act,
codified at California Government Code Section 81000 et seq.
Consultant shall not employ any City official in the work performed pursu ant to this
Agreement. No officer or employee of City shall have any financial interest in this
Agreement that would violate California Government Code Sections 1090 et seq.
Consultant hereby warrants that it is not now, nor has it been in the previous t welve (12)
months, an employee, agent, appointee, or official of the City. If Consultant was an
employee, agent, appointee, or official of the City in the previous twelve (12) months,
Consultant warrants that it did not participate in any manner in the fo rming of this
Agreement. Consultant understands that, if this Agreement is made in violation of
Government Code §1090 et.seq., the entire Agreement is void and Consultant will not be
entitled to any compensation for services performed pursuant to this Agr eement, including
reimbursement of expenses, and Consultant will be required to reimburse the City for any
sums paid to the Consultant. Consultant understands that, in addition to the foregoing, it
may be subject to criminal prosecution for a violation of Government Code § 1090 and, if
applicable, will be disqualified from holding public office in the State of California.
10.8 Solicitation. Consultant agrees not to solicit business at any meeting, focus group, or
interview related to this Agreement, eith er orally or through any written materials.
10.9 Contract Administration. This Agreement shall be administered by the Human
Resources Director ("Contract Administrator"). All correspondence shall be directed to or
through the Contract Administrator or h is or her designee.
Consulting Services Agreement between [Rev:2.13.2014] J 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. Page 14 of 15
10.10 Notices. All notices and other communications which are required or may be given under
this Agreement shall be in writing and shall be deemed to have been duly given (i) when
received if personally delivered; (ii) when receive d if transmitted by telecopy, if received
during normal business hours on a business day (or if not, the next business day after
delivery) provided that such facsimile is legible and that at the time such facsimile is sent
the sending Party receives written confirmation of receipt; (iii) if sent for next day delivery
to a domestic address by recognized overnight delivery service (e.g., Federal Express);
and (iv) upon receipt, if sent by certified or registered mail, return receipt requested. In
each case no tice shall be sent to the respective Parties as follows:
Consultant:
Jennifer Wise
President, Wise Consulting Associates, Inc.
54 Scott Adam Road, Suite 206
Hunt Valley, MD 21030
City:
City Clerk
City of South San Francisco
400 Grand Avenue
South San Francisco, CA 94080
10.11 Professional Seal. Where applicable in the determination of the contract administrator,
the first page of a technical report, first page of design specifications, and each page of
construction drawings shall be stamped/sealed and signed by the licensed professional
responsible for the report/design preparation. The stamp/seal shall be in a block entitled
"Seal and Signature of Registered Professional with report/design responsibility," as in the
following example.
Seal and Signature of Registered Professional with
report/design responsibility.
10.12 Integration. This Agreement, including all Exhibits attached hereto , and incorporated
herein, represents the entire and integrated agreement between City and Consultant and
supersedes all prior negotiations, representations, or agreements, either written or oral
pertaining to the matters herein.
10.13 Counterparts. This Agreement may be executed in multiple counterparts, each of which
shall be an original and all of which together shall constitute one agreement.
10.14 Construction. The headings in this Agreement are for the purpose of reference only and
shall not limit or otherwise affect any of the terms of this Agreement. The parties have had
Consulting Services Agreement between [Rev:2.13.2014] J 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. Page 15 of 15
an equal opportunity to participate in the drafting of this Agreement; therefore any
construction as against the drafting party shall not apply to this Agreement.
The Parties have executed this Agreement as of the Effective Date.
CITY OF SOUTH SAN FRANCISCO Consultants
____________________________ _____________________________________
Mike Futrell, City Manager Jennifer Wise, President
Attest:
_____________________________
Krista Martinelli, City Clerk
Approved as to Form:
____________________________
City Attorney
2715222.1
Consulting Services Agreement between January 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. - Exhibit A Page 1 of 9
EXHIBIT A
SCOPE OF SERVICES
Consulting Services Agreement between January 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. - Exhibit A Page 2 of 9
Consulting Services Agreement between January 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. - Exhibit A Page 3 of 9
Consulting Services Agreement between January 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. - Exhibit A Page 4 of 9
Consulting Services Agreement between January 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. - Exhibit A Page 5 of 9
Consulting Services Agreement between January 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. - Exhibit A Page 6 of 9
Consulting Services Agreement between January 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. - Exhibit A Page 7 of 9
Consulting Services Agreement between January 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. - Exhibit A Page 8 of 9
Consulting Services Agreement between January 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. - Exhibit A Page 9 of 9
Consulting Services Agreement between January 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. - Exhibit B Page 1 o f 1
EXHIBIT B
INSURANCE CERTIFICATES
Consulting Services Agreement between January 18, 2017
City of South San Francisco and Wise Consulting Associates, Inc. - Exhibit B Page 2 o f 2