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CONTRACT FOR ASSET MANAGEMENT SYSTEM - RFP 36-22 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 CONTRACT BETWEEN CITY OF CLEARWATER AND BLACK & VEATCH RFP #36-22 ASSET MANAGEMENT SYSTEM THIS CONTRACT, entered into this 4th day of November 2023, by and between the CITY OF CLEARWATER ("City"), a Florida municipal corporation, P.O. Box 4748, Clearwater, Florida 33758 and BLACK & VEATCH CORPORATION, ("Vendor"), a Florida corporation, 1715 N. Westshore Blvd, Suite 725, Tampa, Florida 33607, and collectively as "Parties". WHEREAS, the City seeks to implement Cityworks as a new Computerized Maintenance Management System ("CMMS") for managing City utilities, public works, recreational and facilities management needs. WHEREAS, Vendor agrees to provide such services. WHEREAS, the City selected Vendor based on Request for Proposal ("RFP") 36- 23 and responses by Vendor to RFP 36-23, all of which are incorporated by reference and form a basis for this Contract. NOW THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration, the Parties agree that the above terms, recitals, and representations are true and accurate and are incorporated herein by reference, and the Parties further agree as follows: 1. SCOPE OF PROJECT. Vendor agrees to provide such services under the terms and conditions set forth in RFP 36-22, and more fully described in attached Exhibit A and Exhibit B. 2. TIME OF PERFORMANCE. The initial Contract Term shall commence on November 1, 2023, and end on October 31, 2026. 3. COMPENSATION. Total compensation for all services shall not exceed $1,987,209.00, as more fully described in attached Exhibit A and Exhibit B, inclusive of all reasonable and necessary direct expenses, if applicable. The City may, from time to time, require changes in the scope of the project. Such changes, including any increase or decrease in the amount of Vendor's compensation, and any other changes in the terms of this Contract which are DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 mutually agreed upon by and between City and Vendor shall be effective when incorporated in written amendment to this Contract, upon mutual agreement. 4. METHOD OF PAYMENT AND ANNUAL APPROPRIATIONS. Vendor's fees will be invoiced monthly and submitted to the City for approval and payment in accordance with the Florida Local Government Prompt Payment Act, Section 218.70, Florida Statutes. The City's performance and obligation to pay under this Contract is contingent upon an annual appropriation of the City's budget. 5. NOTICES AND CHANGES OF ADDRESS. Any notice required or permitted to be given by the provisions of this Contract shall be conclusively deemed to have been received by a party hereto on the date it is hand delivered to such party at the address indicated below (or at such other address as such party shall specify to the other party in writing), or if sent by registered or certified mail (postage prepaid) on the fifth (5th) business day after the day on which such notice is mailed and properly addressed. BLACK & VEATCH CITY OF CLEARWATER Nick Alexandrou Daniel Mayer Asset Management Implementation Lead IT Director 3405 W. Dr Martin Luther King Jr. Boulevard P.O. Box 4748 Suite 125, Tampa, FL 33607 Clearwater, Florida 33758 941-276-0202 727-444-7654 6. RFP #36-23, STANDARD TERMS AND CONDITIONS. All terms and conditions as set forth in RFP #36-23, Standard Terms and Conditions are incorporated by reference and attached hereto as Exhibit C. 7. INSURANCE REQUIREMENTS. Insurance Requirements are set forth in Exhibit D, which is incorporated by reference and attached hereto. DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 8. PROPRIETARY MATERIALS. Upon termination of this Contract, Vendor shall transfer, assign, and make available to City or its representatives all property and materials in Vendor's possession belonging to or paid for by the City. 9. INTERESTS OF PARTIES. Vendor covenants that its officers, employees, and shareholders have no interest and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance and/or provision of services required under the terms and conditions of this Contract. 10. CONFORMANCE WITH LAWS. Vendor agrees to comply with all applicable federal, state, and local laws during the life of this Contract. Vendor shall be responsible for obtaining and maintaining any licenses, permits, documents, or other permissions necessary for Vendor's operation. 11. GOVERNING LAW AND VENUE. The laws of the State of Florida shall govern this Contract, and any action brought by either party shall lie in Pinellas County, Florida. [Remainder of page left blank intentionally] DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 IN WITNESS WHEREOF, the Parties have caused this Contract to be signed in its corporate/legal name by its authorized representatives or persons authorized to execute this Contract on the date and year first above written. BLACK &VEATCH DocuSigned by: F... Rafael E. Frias III Vice President, Area Managing Director Attest: DocuSigned by: Fwl (. Namen rea Berni ca Title: chief People officer CITY OF CLEARWATER DocuSigned by: ^DocuSign�ed,^by: 1�� 9"Sf JU"* ' �b�VVtF,V 7 8B49^w".'. Brian Aungst, Sr. Jennifer Poirner Mayor City Manager Approved as to form: Attest: DS R DocuSigned by: DocuSigned by: LO61�EGF41,3wc,&, ... e Jr�e Owen Kohler Rosemarie Call Lead Assistant City Attorney City Clerk DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 EXHIBIT Date: 1 10/13/2023 1. PROJECT INFORMATION: Project Title: Asset Management System Implementation City Project Number: City Plan Set Number: Consultant Project Number: 2. SCOPE OF SERVICES: Black&Veatch's(ENGINEER)work execution plan follows a hybrid-agile approach.The first two tasks of the scope, Define and Discover,occur sequentially in the style of a traditional waterfall execution plan.The third phase, Develop,occurs as a series of agile sprints that allows Cityworks to be Designed, Built,Tested,and Revised through a controlled iterative process.The fourth phase, Deploy,will be performed as a waterfall approach with the device configuration and user training followed by go-live deployment and the fifth task,Support,which provides ongoing support after the project is complete. WATERFALL AGH E SPRINTS WATERFALL TASK l TASK 2 Tu>i( 3 TASK 4, 11VIK DEFINE 1WI M O Nwoh;)Pao�ece .O rata Quality end As:,c Rc Iislry id Device Goniiguaato l 0 i org term A -ne adcd Cu,c name R,adnc ;Assessor nl exflicr�rl,andData 0Hanci onJser atl ti e.-SrAi.orti Jomniittee m IT;emnical Collr ri or `aaal ny ®Reps t lg Ulx>tes o Develop Pic,ect Requi ements rro ICI ystem o"Go-Live"(doll-ou' aI q port barter �3u.,iness f rocess _onfigt axion Sequencing and x.it G e/Plugin o Change h ar agermnt devie•,a and a Repo'U _Das,iboaId k supgprl Update,,; S Goa-rm�a acaiio1) Recommendations Davck'p'I1en1 i et Conf,guring New lana 0-<eprling{ u l tenrttiora. �. k lerngl ems,' •Ac pi on na Dnshboar trig I veiav,leiit D a i ao rd,Queries t o rhcte tr r r i mr(i Fequkem nt 0 sccrirlan ce"est i q ma idirc Ref e-ger O ,,r ny Fa n u )rrk �O Assel Data and i nnin t 0 Nners 1 g ,tandartl., r rJ t,(,oas -o Other Del Lraerns Consultant Work Order—City Deliverables Page 1 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 I. Task 1.DEFINE: In this first task,the project team will establish the protocols and procedures to ensure success.A project governance committee will be established that develops and oversees change management plans, communication plans, and stakeholder engagements. Additionally, adoption and competency checks and the City of Clearwater's(City)program-wide training framework will be established. Task 1.1: Establish Project Governance ENGINEER shall assist the City with the development of a Project Governance Committee. This committee will be comprised of City and ENGINEER representatives. Nick Alexandrou, Project Manager, will co-chair this committee with City staff from each facility group (Administration, Water Treatment and Wellfields, Wastewater Treatment, Distribution, Reclaim and Collections, Maintenance and Lift Stations, Warehouse and Meter Shop), who will be identified as the Cityworks program owners/champions. Project Governance Committee shall meet monthly for the full project duration (18 months)to review project status,risks,trends,and upcoming efforts. ENGINEER,along with the Project Governance Committee,shall develop a project charter which will define and develop the project's governance model, project- level decision criteria, list of key stakeholders, Responsible-Accountable- Consulted-Informed (RACI) matrices, Risk-Action-Issue-Decision (RAID) log, escalation management strategies, exit criteria, change control process, and acceptance criteria.The committee will also be responsible for the development and oversight of change management planning, monitoring and measuring program adoption,communication planning,and approving standards developed throughout the project. For broader decisions related to policies, procedures, and practices that could impact stakeholders from outside of the Utilities department, an 'Enterprise Governance Committee' shall be formed with stakeholders from all relevant departments to review and agree upon Enterprise-wise decisions that will impact those Departments'future implementation of Cityworks and/or integrations with Cityworks. Task 1.2: Change Management Plan ENGINEER shall facilitate four(4)half day workshops.These workshops will be on-site/hybrid sessions that will help evaluate and develop a change management plan that the Cityworks implementation program shall follow.The first session will be with stakeholders from the both the water and wastewater treatment plants,and second session will be with stakeholders from the distribution and collection systems,the third session will be with Utility department management,and the final session will be with stakeholders from Consultant Work Order—City Deliverables Page 2 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 IT.Topics to be discussed and included in the change management plan include, but are not limited to: • Specific Changes and Change Types • Impacted groups • Resistance identification • Mitigation strategies • Change readiness • Risk assessment ENGINEER will monitor changes in the project scope and vision and adapt the plan accordingly with City review and approval. ENGINEER will develop and provide access to the City a PowerBI Change Management Tracking Platform to monitor when each Utility group will be exposed to changes,the type of change, and if certain staff or groups are projected to be"overloaded"with changes. Task 1.3: Communication Plan Members of the Project Governance Committee will serve as the key points of contact for their group and will be responsible for communicating the right messages regarding the changes to come,why they are important,and how they fit into the big picture of Cityworks usage. ENGINEER shall work with the Governance Committee to develop a communication plan for the major phases and changes anticipated for the project.The Communication Plan will include,but is not limited to,the following components: • Stakeholder(s)/Recipient(s) • Owner(s) • Content • Frequency • Priority • Delivery Method Task 1A Training Program Framework Before developing training materials, ENGINEER shall work with the Project Governance Committee to develop a training framework that defines: • Role based courses • Curriculum requirements • Training material standards • Training delivery approaches • Training schedules,including refresher training plans The framework,and the standards defined within it,will be used to develop training materials,videos,and recordings that will be delivered on-site in Task 4.2-Hands-on User Training.This training program framework will be presented to the Project Governance Committee for review,comment,and approval. Consultant Work Order—City Deliverables Page 3 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 Task 1.5: Adoption and Competency Checks During the Discover,Develop,and Deploy phases,City stakeholders will be introduced to new technology and business process changes.It is important to track those changes and measure their effectiveness.Changes are tracked in the monitoring platform developed in Task 1.2-Change Management Plan,but their effectiveness is measured through competency checks. ENGINEER shall define when competency checks will be assigned,who they should be assigned to,the criteria to be covered,and the acceptable pass/fail scoring.Competency checks will take the form of questionnaires,mini-quizzes, and self-guided assessments. ENGINEER shall develop the content of the competency checks for the Project Governance Committee to review and approve ahead of assignment to staff. Additionally,final platform user acceptance testing will be developed and approved by the Governance Committee.These will include the testing acceptance requirements,scenarios,and workflows for users to evaluate. II. Task 2.DISCOVER: ENGINEER shall work hand in hand with City stakeholders from all groups to understand current conditions, review and document as-is business processes, identify technical and functional requirements, perform a data readiness assessment, and gain an understanding of any integration requirements with existing City enterprise systems. Task 2.1: Data Quality and Readiness Assessment Data accuracy,consistency,and completeness is a foundational component for any computer maintenance management system(CMMS). In this effort, ENGINEER will evaluate the data associated with the asset hierarchy,asset registry,and the City's historical operations and maintenance(O&M)work history. Subtask 2.1.1: Asset Hierarchy Assessment ENGINEER shall host four(4)on-site workshops centered around asset hierarchy, asset types,and asset attribution.The workshops will center on plants and facilities where non-spatial(vertical GIS)assets are found: • Water Reclamation Facilities(full day) • Water Treatment Plants(full day) • Lift Stations&Pump Stations(half day each) • Wellfields(half day) ENGINEER shall guide stakeholders through the development of an asset hierarchy that supports easy navigation for 0&M activities,as well as asset and Consultant Work Order—City Deliverables Page 4 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 cost roll-up for finance,Utilities Management,and asset management business initiatives. ENGINEER shall also guide stakeholders in defining the'parent-child' relationships that support the hierarchal structure,as well as defining what constitutes an'asset'and should be included in the hierarchy,as well as the attributes and criteria that should be tracked for each asset type. ENGINEER shall document the hierarchal structures into a technical memo. Comments received by the City will be updated and reflected in the Final memo. This will be used to develop and update the City's Enterprise Geodatabase and put into production in Task 3.2—Asset Registry Inventory/Data Collection. Subtask 2.1.2: Asset Registry Assessment ENGINEER shall evaluate existing data for distribution, reclaimed,and collection systems(linear assets)in GIS,OWAM,and captured as part of Master Planning and Condition Assessment efforts. ENGINEER shall also review existing plant,lift station, reclaim water booster station,and wellfield assets(vertical assets)inventory data housed in Oracle WAM(OWAM)or other systems and data sources,where available. Data will be evaluated for its readiness to be used by Cityworks.Common characteristics to be evaluated include,but are not limited to: • Asset identification and naming standards • Asset attribute standards, usage,consistency,and completeness • Data duplication • Data redundancy • Organizational standards ENGINEER shall document the results of the asset registry assessment as a data gap and needs technical memo.This will steer the data collection plan and efforts to follow in Task 3.1-Asset Registry Database Development and Task 3.2 —Asset Registry Inventory/Data Collection. Subtask 2.1.3: Historical O&M Data Assessment ENGINEER shall assess existing O&M data recorded in OWAM. ENGINEER shall also assess existing data not tracked in OWAM including backflow inspections, water samplings,wellfield monitoring data,and data captured as part of Master Planning and Condition Assessment Efforts. Data evaluation will focus on legacy work orders and inspections. Data will be evaluated for its quality and feasibility for migration including,but not limited to: • Costs • Dates • Unique assets worked on • Work types • Comments to determine data quality and feasibility for migration Consultant Work Order—City Deliverables Page 5 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 ENGINEER shall document the results of this assessment into a Historical O&M Data Migration Plan to be executed in Task 3.3-Iterative System Configuration. Task 2.2: Technical Requirements Assessment Understanding and documenting the technical requirements for a Cityworks implementation helps ensure the configuration is implemented efficiently,is scalable to other departments,and meets the highest security requirements possible. Subtask 2.2.1: IT Discovery ENGINEER shall host two(2) half-day hybrid workshops with IT and Utilities stakeholders centered around IT requirements.This discovery effort will identify, evaluate,and provide guidance on the following examples: • Cityworks Platform and Licensing c Cityworks Online Security and Accessibility Overview c Contract and Licensing model evaluation c Plug-in Requirements • Cybersecurity Protocols • Data Format Standards o SQL, Excel,fgdb, Enteprise Geodatabase,and others • Mobile Devices o What devices are currently in use, what devices are a best fit for City staff on a use case basis, how many, and for whom should they be assigned? • Enterprise GIS o Esri Licensing Needs o ArcGIS Accessibility(externalized vs.internal with VPN) o ArcGIS Platform Version(ArcGIS Portal and/or ArcGIS Online) c ArcGIS Performance • Server and RDBMS requirements • Network accessibility • Attachment Storage/Documentation Links o SOPS,0&M Manuals, Drawings, Diagrams ENGINEER shall document the results of these workshops and discussions in an IT Requirements and Recommendations Document to be used as a guide in Task 3.3-Iterative System Configuration. The results of the Enterprise GIS evaluation and recommendations will be documented in a separate memo. Subtask 2.2.1: Integration Requirements Consultant Work Order—City Deliverables Page 6 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 A fully mature CMMS provides the most value to an organization when it is integrated and communicates with other business critical enterprise systems. ENGINEER shall host six(6)on-site half-day workshops,with follow-up meetings as-needed,to identify and document system integration requirements. Existing systems that are already known and may require integration with Cityworks include: • SeeClickFix for customer service requests • Cayenta for customer billing,account turn off/on • Tyler MUNIS for material procurement • GraniteNet for PACP CCN • ATL SampleMaster LIMS for laboratory sampling • LaserFiche and Accela for Document Management In addition to the known software systems, ENGINEER will conduct an evaluation and fully document any remaining legacy software currently in use by the Utilities department. ENGINEER will document their size,maturity,and criticality to operations. ENGINEER will produce a document that outlines a summary of the software and applications in use by the Utilities department,whether they will require an integration,and a recommended phasing for integration. Additionally, ENGINEER will document the integration requirements for the top six(6)software systems identified by ENGINEER and Utilities department as mission critical,considering complexity,criticality,and operational impact.This will include up to six(6)unique Integration Requirements documents that will include,but not limited to: • Integration workflow diagram(s) • Data directionality • Data to be exchanged • Data exchange frequency and/or triggers • Data exchange method (API,webservices,webhooks,etc.) The execution of integrations will be implemented within Task 3.5-Integration Development. Task 2.3: Functional Requirements(Business Process Review) Functional requirements gathering is key to ensuring that Cityworks is configured in a manner that supports existing business needs,optimizes business processes, and is prepped for future enhancements and scalability. Subtask 2.3.1: Existing Business Workflows and Process Reviews ENGINEER shall utilize national subject matter experts,and local resources with intimate knowledge of the City,to meet with stakeholders for three(3)full weeks of in-person workshops with management and operations teams from each Utility group(Administration,Water Treatment and Wellfields,Wastewater Consultant Work Order—City Deliverables Page 7 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 Treatment, Distribution and Collections, Maintenance and Lift Stations, Warehouse and Meter Shop)to discuss and evaluate existing business processes. Common business processes include, but are not limited to: • Standard Preventative vs.Corrective Maintenance Processes • Assignment&Equipment Tracking(for individual users and groups) • Map representation of individual,group,division,and department work activities • Emergency Repairs • Issue Identification and Work Escalation Planning • Cyclical Inspections/PM's vs. Runtime PM's • Material Management o Requisitions, Purchasing, Receivals,Storage,Transfers, Installs, Non-standard materials o Mobile Storerooms,Warehouse,and Central hubs • Equipment Management ■ Work Communication Protocols c Email/Text c When should communication occur o Who should communication be sent • Internal and External Service Requests Processing • Regulatory Compliance • Labor,Equipment,and Material Cost Assignments and Updates • Underground Utility Locate Process • Routine Samplings • External Claim Processing • Engineering/Construction Management • Contractor/External Workforce Maintenance and Cost • Backflow Management • Failure Codes • Work Order Management Cycles o Assignment o Fulfillment o Review • Close Out ENGINEER shall document the findings of the workshops into as-is workflow diagrams that will serve as the starting point for to-be,best practice,workflow diagrams developed in Task 2.3.2—Develop Best Practice Protocols. Consultant Work Order—City Deliverables Page 9 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 Subtask 2.3.2: Develop Best Practice Protocols Following the evaluation of the City's existing business processes, ENGINEER shall develop recommended 'to-be'business workflow diagrams and business process configuration requirements that will follow Cityworks best practice,as well as optimize the City's communication and workforce efficiencies. These'to-be'workflows will help drive platform configuration and will be used to communicate change and educate staff impacted by the updated and/or new processes. Additionally, ENGINEER will develop a list of standardized maintenance activities, per asset type,to be used as Cityworks'templates'for work orders,inspections, and service requests.The list of activities will be comprehensive and account for preventative,corrective,sampling,and regulatory requirements. Task 2.4: Reporting/Dashboarding Requirements ENGINEER shall host up to two(2)half-day on-site workshops to identify existing and new reporting requirements.The results of these discussions and reviews will be a catalog of Key Performance Indicators(KPIs),financial and O&M performance metrics,and a listing of static reports to be developed/migrated onto the Cityworks platform. KPIs will include,but are not limited to,asset inventory and performance,financial metrics, regulatory compliance,and workforce efficiencies. Common KPIs include,but are not limited to: • Average service request response time • Monthly average work order costs,and percent change compared to previous months • Average number of labor hours per work activity • Average equipment,labor,and material costs per work activity • Preventative vs.reactive ratio • Number of work activities completed-by date range • Summary costs per facility,system,and subsystem-by date range • Preventative maintenance compliance rate • Percent of work activities that required a"repeat repair" • Number of SSO's—by date range Common static reports include,but are not limited to: • FDEP CCP Reporting • SWFWMS Reporting • Summary performance and financial metrics for divisions • Monthly usage and financial reporting Consultant Work Order—City Deliverables Page 9 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 • Water Quality reporting (flushings, complaints, purging/levels, sampling results,autoflusher meter reads,etc.) • Safety/Incident reporting Once KPIs have been defined,ENGINEER shall review available dashboarding platforms to identify best-fit for the City. Recommended platform will likely be based in Cityworks,ArcGIS, PowerBI,or a combination of all three. ENGINEER shall develop and present sample dashboards that account for City branding standards and presentation platform requirements.These design elements will be documented in a Dashboard Branding and UX Guideline Document for use in Task 3.4-Reporting/Dashboard Development. Through coordination and one-on-one meetings with stakeholders ENGINEER shall develop a user access matrix that outlines user roles and the types of dashboards they should have access to. Task 2.5: Asset Data and Ownership Standards Development Having proper policies,procedures,and processes in place for the management of data ensures that the City will continue to build trust in the data,and confidence in their decisions. Two important standards that will help sustain long-term success are based around asset lifecycle management and asset data editing. Subtask 2.5.1: Asset Lifecycle Management Standards Defining and implementing best-practice asset lifecycle management and asset data editing/management standards is critical to having standardized maintenance planning and reliable,trustworthy data. ENGINEER shall host up to four(4) half-day hybrid workshops centered around developing Standard Operating Procedures(SOPs)for asset and data lifecycle management.SOPs can cover a broad range of subjects, but will typically include: • New Asset Onboarding o Including procedure for contractors and vendors to follow, with a standardized template to provide inventory list of assets for efficient upload and prep for 0&M activities. • Documenting Swap-outs&Replacements • Standardizing the use of Problem, Cause, Remedy Codes for Root Cause Failure Analysis • Asset Decommissioning Consultant Work Order—City Deliverables Page 10 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 ENGINEER will help to develop up to six(6)SOPs specific to using Cityworks for asset lifecycle management.These will help guide system configuration as well as serve as educational material during training. Subtask 2.5.2: Data Editing Standards and Procedures Asset data editing standards address roles and responsibilities,data validation, attribute rules,QC processes,nightly geodatabase maintenance,and versioned editing guidelines,to name a few. ENGINEER will work through multiple sessions with City IT and GIS staff around existing data editing workflows,standards,and procedures.The findings from these discussions will be used to develop and/or update City of Clearwater GIS Data Editing Standards and Procedures documents that will cover,at a minimum: • GIS User Roles and Responsibilities • GIS User Access • Versioned Editing • Data QC Processes • Handling Field Mark-ups • Data and Attribute Validation • Schema Changes • Geodatabase Performance Administration III. Task 3.DEVELOP: This is the configuration and implementation phase. ENGINEER will utilize all documented information from the Discover phase to build-out the Cityworks environment to meet the needs of the City. Task 3.1: Asset Registry Database Development Building on Task 2.1-Asset Hierarchy Assessment,ENGINEER shall develop a geodatabase design for facility assets in an Esri geodatabase format. Based on the results of asset registry design workshops,a draft registry will be developed and populated with a sample set of assets for water reclamation facilities,water treatment plants,lift stations, pump stations and wellfields.The geodatabase will be reviewed along with the sample data in a series of four(4)two-hour remote workshops to provide a reference to City staff for what the hierarchy designs will look like within Cityworks. The hierarchy designs will go through up to two(2)rounds of review for each facility type before being considered final and ready for production implementation. Task 3.2: Asset Registry Inventory/Data Collection Consultant Work Order—City Deliverables Page 11 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 During discussions conducted during Task 2.3-Asset Registry Assessment regarding maintenance managed items, ENGINEER will have coordinated with City staff to gather all necessary source data for asset repository data population.Source data will include existing databases,reports,construction drawings,and inventories developed by third-party engineering firms as part of master planning or other efforts(commonly provided in excel format). Once acquired, ENGINEER will use those sources to populate the GIS asset registry with maintenance managed items.Once the asset data population is completed for an entire plant or facility,it will go through an independent quality review check by the project quality assurance team.The final geodatabase will be delivered to the City to be included in the City's enterprise GIS. Once the updated facility geodatabase has been incorporated into the City's Enterprise GIS, ENGINEER will develop field collection apps and deploy a two- person team to inventory maintenance managed assets at three(3)water reclamation facilities,three(3)water treatment facilities,seventy-eight(78)lift stations,three(3)reclaimed water pump stations,and one(1)wellfield. ENGINEER will utilize subject matter experts to assist the two-person team inventory and document assets,as needed.These SME's include,but are not limited to,mechanical,electrical,civil,and process engineers. Estimates for the field collection assume three(3)full days for each treatment plant,four(4)lift stations per day for a total of twenty(20)full days,one(1)full day for reclaimed pump stations,and two(2)full days for the wellfield. ENGINEER shall develop and grant access to a field collection progress monitoring dashboard for use by City stakeholders,as well as an asset data QC app for reviewing and correcting field captured data. Field data collection efforts,as well as monitoring and QC apps,will leverage the City's existing ArcGIS Portal environment. If this is not possible, ENGINEER will use ArcGIS Online as an intermediate step to collect data and will provide the collected assets in a file geodatabase with tables that can be appended directly into the City's Enterprise Geodatabase. Task 3.3: Iterative System Configuration Following the functional and technical specifications defined in Task 2, ENGINEER shall conduct an iterative configuration process that is based on choosing a subset of requirements identified in the Configuration and Implementation Plan,configuring the system to support that subset of requirements,reviewing those configurations with IT and Utilities staff in a workshop,adjusting the configuration based on feedback from the workshop, and then repeating the process again up to a total of four(4)times per group (Administration,Water Treatment and Wellfields,Wastewater Treatment, Consultant Work Order—City Deliverables Page 12 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 Distribution, Reclaim and Collections, Maintenance and Lift Stations,Warehouse and Meter Shop).Sessions will be held hybrid in-person and remote. Configuration subset requirements may include, but are not limited to: • GIS Map(s)Layout and Set-up • Work Order, Inspection,and Service Request Templates • Work Activity Priority and Statuses • Process Workflows • Respond User Dashboard Set-up • Respond Style Profiles for Page Layouts • Group Membership • User Permissions • Crew Employee,Labor,and Equipment Assignments • Contractor access/use-cases • Material Management • Emergency Repairs • Work Escalations ENGINEER shall configure Cityworks for the use at Plants and Lift Stations.This will incorporate, but is not limited to: • Each facilities hierarchal tree for easy navigation • User and Role based permissions for accessing hierarchies and functionality • Security permission for adding/editing/removing assets The configuration will go through a similar iterative design-build process,up to two(2)rounds of review for each group(Water Treatment,Wastewater Treatment, Distribution&Pump Stations,Collections&Lift Stations,and Wellfields). If opted for, ENGINEER will conduct the configuration through Black&Veatch's 'Plantworks'plugin,which optimizes the Cityworks user experience and interface for working with vertical assets.This will be discussed,determined,and negotiated separately from this implementation contract. All iterative changes are recorded and tracked in a configuration log that will serve as the tracking and acceptance document for each configuration change. This allows for frequent City participation and feedback preventing misunderstandings in how the system will function and be configured. Additionally, ENGINEER shall follow the historical O&M data migration plan developed in Task 2.4-Historical O&M Data Assessment to migrate historical O&M data into Cityworks.City acceptance evaluation will be conducted through a one(1)on-site workshops that highlights how the data was imported and organized in the system,and how the data was successfully tied to assets and/or Consultant Work Order—City Deliverables Page 13 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 addresses for tracking and financial reporting.A summary report will be provided that will include,but is not limited to: • Number,or percent,of work activities imported into Cityworks • Number, or percent, of work activities that were successfully tied to an asset and/or address • Number, or percent, of work activities that were able to incorporate historical costs • Number, or percent, of work activities that were able to retain images/attachments/comment logs After the review workshop, ENGINEER shall make the necessary updates and import the historical data into the Production Cityworks environment. Task 3.4: Reporting/Dashboard Development ENGINEER shall develop/transform up to fifteen(15)custom reports in the City's preferred reporting platform (Crystal Reports,SSRS,Power BI)that were identified in Task 2.4 Reporting/Dashboarding Requirements. Reports will have two rounds of City review before being considered final and ready for production use. ENGINEER shall also develop up to six Dashboards(separate from any Respond User Inbox Dashboards used for executing and monitoring work activities)to be used by stakeholders to monitor work management KPIs,work order cost metrics,system usage,and workforce performance efficiency. Dashboard development will follow the guidelines and requirements outlined in Task 2.4 Reporting/Dashboarding Requirements,and will be subject to two(2) rounds of review before being deployed in the production environment. Task 3.5: Integration Development Following the technical and functional requirements,as well as the schedule and roadmap outlined in Task 2.7 Integration Requirements, ENGINEER shall provide two(2)senior application developers as support to the City's IT department for up to two hundred(200)hours each,to assist City IT with the development, testing,and roll-out of integrations. In this task,the City's IT department will be the lead integrators,with ENGINEER serving in an advisory and technical support role. After each system is integrated into a development environment, ENGINEER will assist with independent testing,and shall develop scenario testing to execute with stakeholders from each system to ensure expectations are met and all users have been trained and educated on the nuances of their integration. Once the integration has been tested and accepted by stakeholders,ENGINEER will assist City IT with migrate and executing the integration into the production Cityworks environment. Consultant Work Order—City Deliverables Page 14 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 Task 3.6: Acceptance Testing Before'go-live',the City will have the opportunity to test the final Cityworks build-out to confirm it meets technical and functional requirements.Testing will be a completed as defined in Task 1.5 Adoption and Competency Checks. During the testing process the appropriate documentation will be updated with scenarios and checklists specific to each work group's configuration and required integrations. ENGINEER will facilitate on-site and remote testing,and City end- users will sign off on pass/fail designations.Defects requiring correction will be identified,corrected,and re-tested up to two(2)times per group (Administration,Water Treatment and Wellfields,Wastewater Treatment, Distribution, Reclaim and Collections, Maintenance and Lift Stations,Warehouse and Meter Shop). Once configuration and integrations have been accepted,the related documents will be updated with any resulting changes to the associated configuration. IV. Task 4.DEPLOY: Deployment is where the"rubber meets the road".This is where the culmination of all the planning,design,configuration,evaluation,and testing performed up to this point are put in production and Cityworks becomes the focal point of work management and communication for the Utilities department. Black&Veatch recognizes the importance of a planned and well communicated roll-out and will work closely with the Governance Committee to schedule and sequence device set-up,training,and go-live for each group. Task 4.1: Device Configuration ENGINEER shall host a two-hour on-site session with each group(Administration, Water Treatment and Wellfields,Wastewater Treatment, Distribution, Reclaim and Collections, Maintenance and Lift Stations,Warehouse and Meter Shop)to ensure their mobile devices,tablets,and/or computers are prepped and ready for training and subsequent go-live. Common configuration set-up can include device assignment,app installs,app preference settings, multi-factor authentication(MFA)configuration(if needed), VPN configuration(if needed),confirming staff account access,and sign-in verification. ENGINEER shall document device configuration standards in a Cityworks Device Configuration Document to be used by the City in the future. Task 4.2: Hands-on User Training ENGINEER shall develop the materials,videos,and quick reference user guides necessary to deliver user training through four(4)different courses. Users will be assigned to their specific course(s)based on their role and typical daily work activities.All materials developed for the training will be provided to Project Consultant Work Order—City Deliverables Page 15 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 Governance Committee for review and approval and will serve as the foundation for the City's Cityworks Training Program. The four proposed courses are: 1. Administrators 2. Managers&Supervisors 3. Operators&Technicians 4. Material Management The following outline shows the agenda for each of the four recommended courses. Grouping:All Administrators Duration:4 days onsite Purpose:Staff will have the knowledge and materials necessary to provide internal support and Cityworks administration to the Department. Day 1 • Navigating the Cityworks User Interface • Using the Cityworks Map • How to Create and Assign Work Activities(Service Requests,Inspections,Work Orders) Day 2 • Creating Preventative Maintenance Schedules • Respond Management(Queries,Dashboards,Side-menu Management) • System Administration Day 3 Adding/Deactivating Employees • Groups,Crews,Employee Relates,Employee Plugins • Work Activity Templates • Labor,Materials,and Equipment Day 4 • Technical Maintenance(Plugin Updates,System Updates,System Patches) • System and Usage Monitoring/Cleanup Grouping:Individual supervisor groups,as they are scheduled to be brought online Duration:2 days onsite Purpose:Staff will have the knowledge and materials necessary to create,manage,monitor,review,and report on activities that occur and are documented within the Cityworks system. Day 1 • Navigating the Cityworks User Interface • Using the Cityworks Map • How to Create and Assign Work Activities(Service Requests,Inspections,Work Orders) • Creating Preventative Maintenance Schedules Day 2 • Work Activity Monitoring,Reviewing,and Closing • Handling Work Escalations • Performance Metric Monitoring(Dashboard Usage,Reporting) Consultant Work Order—City Deliverables Page 16 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 Grouping:Individual Operator/Technician groups,as they are scheduled to be brought online Duration:1 full day per group(water treatment plant operators,wastewater treatment plant operators,water distribution and reclaim operators,wastewater collections operators) Purpose:Focus on the Cityworks Mobile Application and/or Respond Web Application. • Reviewing your Work Assignments in your Inbox and Map Day 1 • Adding Labor Hours,Equipment Usage,and Material Quantities • Adding Comments and Photos • Performing Observations • Recommending Follow-up Actions&Escalations • Completing the Work Assignment Grouping:All warehouse and material management staff together Duration:1 full day Purpose:Focus on the Cityworks Storeroom plug-in and its use for material management at the City.Attendees will be warehouse management and procurement staff. Day 1 • How to perform:Requisitions,Receivals,Transfers,Assignments • Performing and Scheduling Audits • Cost and Material Data Maintenance Strategies It is anticipated that go-live will be staggered,with each group being brought on- line sequentially,one week after the other.We recommend administrator training being held all at once; However,the full day managers,operators,and technician training sessions should only be provided to the group that is scheduled to be brought online the following week.This ensures that users who are scheduled to go-live attend training right before their go-live dates. Training will be provided for four full weeks,with a fifth week reserved if needed.The exact grouping of staff,their training content and materials,and the sequencing of their training sessions,will be determined by the Project Governance Committee. The culmination of the on-site training sessions will be a competency checks to measure and quantify user understanding and adoption.An additional week of training has been factored into the project schedule and fee if the results of the competency checks do not meet the Project Charter's level of expectations. Task 4.3:Cityworks Go-Live Roll Out Once training is completed and the competency check meets the Project Charter's defined standards-a"Go-Live"date will be determined by the Project Governance Committee and ENGINEER for each group within the Public Utilities department. ENGINEER shall provide two(2)senior Cityworks specialists to be on-site for two (2)days per group to support Cityworks production roll-out.On-site ENGINEER Consultant Work Order—City Deliverables Page 17 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 staff will be available to resolve technical issues from staff,answer questions, provide additional training(small group, 1-on-1,etc.)and perform general technical triage should any issues arise. V. Task 5.INITIAL GO-LIVE SUPPORT: This initial support task will help to fill the gap between'go-live'and long-term maintenance support,by providing direct and immediate administrative and technical support to the City for the calendar month immediately following go- live for all groups. ENGINEER shall make appropriate team members available for up to eighty(80) hours to fulfill requests from the City and provide remote and on-site support to assist with common technical support items,including but not limited to: • User access • Reporting updates and support • Software/Plugin updates • Configuring new work templates • Revising technical configurations • Dashboard/query revisions or updates • General technical troubleshooting After one month of technical support,the project team will transition into long- term maintenance and support,detailed in a separate Work Order. VI. Task 6.PROJECT MANAGEMENT/ADMINISTRATION: ENGINEER shall perform general administrative duties associated with the Project,including project set-up,resource management, progress monitoring, scheduling,general correspondence,office administration,and invoicing. ENGINEER shall maintain the schedule and an accurate project documentation, filing,and cost accounting system throughout the project. ENGINEER shall manage the Quality Assurance process. 3. PROJECT GOALS & DELIVERABLES: The primary goal of this project is to assist the City in transitioning the Public Utilities Department to a modern,comprehensive,and user-friendly work management system using the Cityworks platform.This initiative will streamline and enhance the department's work management processes,thereby increasing efficiency,data accuracy,and communication.The plan comprises five key tasks,each with distinct objectives that collectively contribute to the successful realization of the project's overarching aim. Task 1:Define Consultant Work Order—City Deliverables Page 18 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 Objective:To understand the City's current work management practices,identify gaps, and establish a robust foundation for the project.This task aims to carry out comprehensive assessments of the existing system,understand user requirements, define roles and responsibilities,develop a training plan,and create a detailed project schedule. Deliverables: 1. Project Governance 1. Monthly Governance Committee Monthly Progress Committee Meetings Meeting Minutes (Up to eighteen) Subtask 1.1 2. Project Charter 3. Project Governance Documentation Subtask 1.2 4. Change Management Plan 2. Four(4)half-day 5. Change Management Tracking hybrid workshops Platform(PowerBI) Subtask 1.3 6. Communication Plan Subtask 1.4 7. Training Program Framework Subtask 1.5 8. Delivery and Grading Standards 9. Content and Materials 10. User Acceptance Testing Criteria Task 2:Discover Objective:To design a robust,effective,and tailor-made work management system based on the information gathered during the Discovery phase.This involves designing asset hierarchies,assessing current data,developing requirements for reporting and dashboarding,and planning for system integrations. Deliverables: Subtask 2.1 1. Asset Hierarchy Technical 1. Two full day Memo workshops,two half 2. Data Gap, Needs,and day workshops Readiness Technical Memo 3. Historical O&M Data Migration Plan Consultant Work Order—City Deliverables Page 19 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 Subtask 2.2 4. IT Requirements and 10.Two half-day IT Recommendations workshops 5. Enterprise GIS 11.Six half-day Recommendations integration 6. Software and Licensing workshop Support 7. Software/Application Integration Evaluation and Roadmap 8. Up to Six Integration Requirements Memos 9. Integration Roadmap Document Subtask 2.3 12.As-is Business Process 15.Three full weeks of Workflow Diagrams business process 13.To-be Business Process workshops Workflow Diagrams&Process Config Requirements 14.Standardized Maintenance Activity Templates Subtask 2.4 16. Dashboarding platform 19.Two half-day recommendations Dashboard and 17. KPIs and Metrics Catalog Reporting 18. Dashboarding Branding and Workshops UX Guidelines Subtask 2.5 20. Up to eight asset lifecycle 22. Four half-day asset SOPs lifecycle workshops 21.GIS Data Editing Standards and Procedures Documentation Task 3:Develop Objective:To build and configure the Cityworks system based on the specifications and requirements defined in the Develop phase.This involves developing an asset registry database,data collection,iterative system configuration,developing reports and dashboards,creating system integrations,and performing acceptance testing to ensure the system meets the City's requirements. Deliverables: Consultant Work Order—City Del iverables Page 20 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 Subtask 1. Esri geodatabase configured with 1. Four two-hour 3.1 final asset hierarchy schema geodatabase& hierarchy review workshops Subtask 2. File geodatabase loaded with all 3.2 existing assets 3. Field data collection tools for asset inventorying 4. Field data collection monitoring dashboard 5. Field data collection review and QC app Subtask 6. Iterative Cityworks configuration 11. Up to four Cityworks 3.3 7. Iterative Plantworks configuration iterative review 8. Configuration change log sessions,with up to 9. Historical 0&M data migration six groups 10. Historical 0&M data migration 12. Up to two summary report Plantworks iterative review sessions,with up to six different groups 13.One half-day historical O&M data migration review workshops Subtask 14. Up to fifteen static reports 3.4 15. Up to six dashboards Subtask 16.Two senior application developers 3.5 for up to 200 hours,each Subtask 17.Acceptance testing 3.6 documentation and checklists 18. Up to two rounds of acceptance testing revisions to Cityworks,for each group stated,documented in a config revision log Task 4:Deploy Consultant Work Order—City Del iverables Page 21 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 Objective:To ensure a seamless transition of the City's Public Utilities Department to the new Cityworks system.This involves device configuration,hands-on user training, and managing the go-live rollout.The aim is to ensure all system users are competent and comfortable with the new work management system, paving the way for successful implementation. Deliverables: Subtask 1. Support for configuring City 1. Two-hour on-site 4.1 purchased mobile devices,tablets, device config and computers for Cityworks sessions with each training and go-live group stated 2. Device Configuration Standards Document Subtask 3. Four weeks of on-site training 4.2 sessions. Fifth week reserved if needed. 4. Training Materials and Content Subtask 5. Two senior Cityworks specialists 4.3 on-site for two days(per group— up to 6 days) Task 5:Initial Go-Live Support Objective:To provide immediate administrative and technical support to the City post go-live,thereby ensuring a smooth transition to the new system.This involves addressing common technical issues,user access,configuring new work templates, revising technical configurations,updating reports,and software/plugin updates.The support period extends for one calendar month post go-live before transitioning into long-term maintenance and support. Deliverables: Deliverables for support will be determined and communicated to stakeholders as needs arise. Task 6:Project Management/Administration Objective:The objective of Task 6 is to ensure efficient and effective project management and administration throughout the project's life cycle.This task aims to maintain proper resource allocation,accurate schedule tracking,comprehensive project documentation,and transparent financial accounting to ensure the project's seamless execution.Additionally,it encompasses managing the quality assurance process to ensure that every aspect of the project aligns with the set standards and expectations, thereby guaranteeing the project's overall success. Consultant Work Order—City Del iverables Page 22 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 Deliverables:Comment-Response Logs, Progress Status Reports;Document Catalog; and regular project updates with City's PM to communicate progress and discuss any issues,improvements,or necessary changes to project delivery. 4. FEES: See Attachment"A". This price includes all labor and expenses anticipated to be incurred by Black&Veatch for the completion of these tasks in accordance with Professional Services Method"A"— Hourly Rate,for a fee not to exceed one million,six hundred thirty-nine thousand,six hundred nine($1,639,609)Dollars. S. SCHEDULE: The project is to be completed in 18 months from issuance of notice-to-proceed (NTP). The project deliverables are to be phased as follows: Task Deliverable/Milestone Weeks Following NTP Notice to Proceed(NTP) 1 Define 78(Full Project Duration) 2 Discover 30 3 Develop +30 4 Deploy +10 S Initial Go-Live Support +8 6 Project Management/Administration 78(Full Project Duration) Total Duration: 78 Weeks(18 months) 6. STAFF ASSIGNMENT: The City's staff assignments to this project: Dan Mayer,CGCIO IT Director David Pearson Solutions Manager Billie Kirkpatrick Project Manager Marina Kiriyeva Sr.Systems Programmer(OWAM) Matt Woloschek Sr.Systems Programmer(GIS) Consultant Work Order—City Del iverables Page 23 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 Jay Ravins Finance Director Monica Mitchell Finance Assistant Director Richard Gardner, P.E. Public Utilities Director Michael Flanigan Public Utilities Assistant Director To Be Determined Business System Analyst(PU) The ENGINEER'S staff assignments to this project include: Amanda Schwerman,PE,ENV SP Client Director Nick Alexandrou,GISP,IAM Project Manager Rebecca Oliva,P.E.,BCEE, ENV SP, PMP Project Administration&Controls Mark Seastead CMMS Practice Lead 7. CORRESPONDENCE/REPORTING PROCEDURES: ENGINEER's project correspondence shall be directed to: Nick Alexandrou, Project Manager,with copies to Rebecca Oliva, Project Administration &Controls. All City project correspondence shall be directed to: Daniel Mayer,Project Manager,with copies to Richard Gardner. 8. INVOICING/FUNDING PROCEDURES: City Invoicing Code:I Commented[OR1]:City please provide. For work performed,invoices shall be submitted monthly to: commented[MD2R1]:Not yet available ATTN PROJECT MANAGER CITY OF CLEARWATER,INFORMATION TECHNOLOGY DEPARTMENT PO BOX 4748 CLEARWATER,FLORIDA 33758-4748 9. INVOICING PROCEDURES: At a minimum,in addition to the invoice amount(s)the following information shall be provided on all invoices submitted on the Work Order: 1. Purchase Order,Project and Invoice Numbers and Contract Amount. 2. The time period(begin and end date)covered by the invoice. 3. A short narrative summary of activities completed in the time period. 4. Contract billing method—Lump Sum or Hourly Rate. Consultant Work Order—City Deliverables Page 24 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 5. Hours,hourly rates, names of individuals being billed,amount due,previous amount earned,the percent completion,total earned to date for each task and other direct costs(receipts will be required for any single item with a cost of$50 or greater or cumulative monthly expenses greater than$100). 6. If the Work Order is funded by multiple funding codes,an itemization of tasks and invoice amounts by funding code. 10. CONSIDERATIONS: ENGINEER acknowledges the following: 1. The ENGINEER named above is required to comply with Section 119.0701, Florida Statutes,where applicable. 2. All City directives shall be provided by the City Project Manager. 3. All submittals must be accompanied by evidence each has been internally checked for QA/QC before providing to City. 4. Documents posted on City website must be ADA accessible 11. ASSUMPTIONS: • City staff will make available appropriate staff for workshops,business process reviews sessions,trainings,and other meetings,as needed. • All stated Technical Memo's will be provided to the City as drafts.The City will have two(2)weeks(unless otherwise agreed upon)to review and provide comments back to ENGINEER. ENGINEER will address comments and submit a Final version of the Technical Memo,with a comment log indicating how each comment was addressed. • All stated meetings will include summary meeting minutes,and a copy of any materials that were developed for the meetings. • At least one(1)City staff representative from each group will be included in Acceptance Testing. • City staff will provide timely feedback on Deliverables, Data,Migration Efforts, Cityworks Configuration,and Acceptance Testing. • At least one representative from each Department and Division who has a stake in Cityworks will be present at Governance Committee Meetings. • Although ENGINEER will be providing clarification on technical specification and devices for mobile users, Black&Veatch is not responsible for purchasing of,or ensuring they have appropriate mobile data connectivity. • Third-Party barcode solution is not included in this SOW. • Integrations will leverage Cityworks API and Webhooks wherever possible,and will only recommend a scheduled flat file data exchange,if required. • Historical Work Order data in Oracle WAM and other repositories have been created and associated to individual assets and have matching unique identified between the asset and work order. If this is not the case, ENGINEER will attempt to associate work orders to individual assets,within reason, but cannot Consultant Work Order—City Del iverables Page 25 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 guarantee a 1 to 1 match for all historical work orders will be attainable—at a minimum,the work orders should be associated to an asset type. • City staff will be the technical leads for developing and implementing integrations, Black&Veatch will serve as advisors and technical support as needed. • City will provide appropriate remote access to necessary environments/systems to facilitate system and data evaluation as well as integration assessments. • City will provide timely responses,within reason,to fulfill data and documentation requests. • City will provide equipment and facilities for all Cityworks training sessions. • City will facilitate coordination with technical staff/vendor resources that have familiarity with non-Cityworks systems,for integration requirements gathering. • City will provide access with appropriate permissions to Enterprise GIS environment and Oracle WAM system and database. • Billing rates are subject to escalation,as mutually agreed, 1 year after the contract date,and annually thereafter. • Grand Total below does not include Plantworks licensing cost. Plantworks licensing will be negotiated and agreed through a separate licensing contract, and will be invoiced separately from implementation effort. • A list of software and applications has been provided by the City that includes candidates for integration review.This does not mean the software will be integrated,or will require integration,but are good candidates for evaluation and determination.This includes: o Cues—GraniteNet Software o Aquatic Informatics—Linko&WIMS o Insource Software—Dream Reports o Rexel—Rockwell Automation o Hach—WIMS Data Management o Rexel—PLC Software o Insource Software—Citect SCADA o First Arriving—Digital Signage—Software Licensing Fee o Rexel—Factory Talk View o Accelerated Technology—LIMS&Result Point Software support c Rexel-Studio 500 o Rexel-Studio Mini o CHI-PCSWMM Hydraulic modeling o Leica Handheld GPS unit software(FLT GeoSystems) o Backflow Tracking c Share Point o Water Distribution/Wastewater Collection System Field Metrics o Various spreadsheets Consultant Work Order—City Del iverables Page 26 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 12. PROJECT FEE: Task Description Subconsultant Labor Total Services 1 Define $0 $128,037 $128,037 2 Discover $0 $473,473 $473,473 3 Develop $0 $549,755 $549,755 4 Deploy $0 $201,165 $201,165 5 Initial Go-Live Support $0 $33,272 $33,272 6 Project Management $0 $64,352 $64,352 and Administration SUBTOTAL,LABOR AND SUB-CONTRACTORS $1,450,054 7 Other Direct Costs(travel,expenses,prints,photocopies,etc.) $40,500 SUBTOTAL,WITHOUT CONTINGENCY $1,490,554 8 Contingency(10%) $149,055 GRAND TOTAL $1,639,609 Consultant Work Order—City Deliverables Page 27 of 27 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 EXHIBIT B Date: 10/13/2023 1. PROJECT INFORMATION: Project Title: Asset Management System — Ongoing Support City Project Number: City Plan Set Number: Consultant Project Number: 2. SCOPE OF SERVICES: I. Task 1. LONG TERM TECHNICAL SUPPORT AND MAINTENANCE Following the Implementation Phase described in the original Work Order, ENGINEER shall provide three (3) years of support and maintenance with two 1- year renewal options around the City's Enterprise Cityworks environment. This support could be for various technical, functional, and process driven needs. This support could also be to help develop further enhancements, integrations, and expansions into other Departments. These services can include, but are not limited to: • Platform/Plug-in upgrades and enhancements • Platform expansions to other Departments • Additional system integrations • Enterprise GIS System Support and Advancement • Staff Training • New Dashboards and Reports • Business Process Analysis • Use-case scenario modelling • General technical troubleshooting • Emergency Response • On-Call Technical Management • Other support services identified by the City In the first year of support, ENGINEER shall coordinate with City staff and stakeholders to fully define the 'On-call' management and communication process, however, ENGINEER's standard On-call procedures are as follows: Consultant Work Order—City Deliverables Page 1 of 6 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 1. City makes a request for support via phone, email or meeting request 2. ENGINEER acknowledges the request for support within eight business hours, in the form of written email response or collaborative phone/video/conference call 1. For larger requests—the City may authorize up to 10 hours to allow for discovery and documenting high-level requirements associated with the request 3. ENGINEER shall categorize the request into one of four categories: 1. EMERGENCY a. Requires immediate response/support of 0-4 hours 2. HIGH a. Prioritized response/support of 1-5 days 3. MEDIUM a. Scheduled response of 5-10 days 4. LOW a. Scheduled Response of 10-30 days 4. ENGINEER shall submit written definition of work that includes task description, estimated level of effort using approved staff and rate schedule, and will include summary of itemized deliverables—within ten (10) days of the initial request 5. City shall review and provide written comments and/or approval following a two (2) business day review period 6. ENGINEER shall update written definition and/or deliverable listing following comments from client 7. ENGINEER shall execute work and provide documentation of repair/execution to City 8. City shall review and provide written approval and confirmation of work upon completion Following this general process, Emergency and High categorized requests are prioritized for immediate response. Also, requests for support identified as "day-to-day" administrative can bypass this review and authorization effort. In addition, ENGINEER shall provide as-needed support for the City for any other requests as negotiated, and as budget allows. Consultant Work Order—City Deliverables Page 2 of 6 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 II. Task 2. PROJECT MANAGEMENT/ADMINISTRATION: ENGINEER shall perform general administrative duties associated with the Project, including project set-up, resource management, progress monitoring, scheduling, general correspondence, office administration, and invoicing. ENGINEER shall maintain the schedule and an accurate project documentation, filing, and cost accounting system throughout the project. ENGINEER shall manage the Quality Assurance process. Rebecca Oliva, Project Controls and Administration, will support Nick Alexandrou, Project Manager, on this effort. 3. PROJECT GOALS: The primary goal of this project is to provide as-need technical support and maintenance to the City around Enterprise Asset Management Systems. This can include Cityworks, GIS, PowerBl, and other common systems used in the City's EAMS program. Task 1: Long Term Technical Support and Maintenance Objective: To provide on-call as-needed technical support and maintenance to the City around Cityworks and Enterprise GIS. Deliverables: Deliverables for support will be determined and communicated to stakeholders as needs arise. Task 2: Project Management/Administration Objective: The objective of Task 2 is to ensure efficient and effective project management and administration throughout the project's life cycle. This task aims to maintain proper resource allocation, accurate schedule tracking, comprehensive project documentation, and transparent financial accounting to ensure the project's seamless execution. Additionally, it encompasses managing the quality assurance process to ensure that every aspect of the project aligns with the set standards and expectations, thereby guaranteeing the project's overall success. Deliverables: Comment-Response Logs, Progress Status Reports; Document Catalog; and Regular project updates with City's PM to communicate progress and discuss any issues, improvements, or necessary changes to project delivery. 4. FEES: See Attachment "A". This price includes all labor and expenses anticipated to be incurred by Black &Veatch for the completion of these tasks in accordance with Professional Services Method "A" — Hourly Rate, for a fee not to exceed three hundred forty-seven thousand, six hundred ($347,600) Dollars. Consultant Work Order—City Deliverables Page 3 of 6 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 5. SCHEDULE: The project is anticipated to be completed within 3 years* from issuance of notice-to- proceed (NTP). The project deliverables are to be phased as follows: Task Deliverable/ Milestone Weeks Following NTP Notice to Proceed (NTP) 1 Three-year support 156 2 Project Management 156 Total Duration: 156 Weeks (3 years) *Two 1-year renewal options would be in addition to this. 6. STAFF ASSIGNMENT: The City's staff assignments to this project: Dan Mayer, CGCIO IT Director David Pearson Solutions Manager Billie Kirkpatrick Project Manager Marina Kiriyeva Sr. Systems Programmer(OWAM) Matt Woloschek Sr. Systems Programmer(GIS) Jay Ravins Finance Director Monica Mitchell Finance Assistant Director Richard Gardner, P.E. Public Utilities Director Michael Flanigan Public Utilities Assistant Director To Be Determined Business System Analyst (PU) The ENGINEER's staff assignments to this project include: Amanda Schwerman, PE, ENV SP Client Director Nick Alexandrou, GISP, IAM Project Manager Rebecca Oliva, P.E., BCEE, ENV SP, PMP Project Administration & Controls Mark Seastead CMMS Practice Lead 7. CORRESPONDENCE/REPORTING PROCEDURES: Consultant's project correspondence shall be directed to: Nick Alexandrou, Project Manager, with copies to Rebecca Oliva, Project Administration & Controls. All City project correspondence shall be directed to: Dan Mayer, Project Manager with copies to Richard Gardner. Consultant Work Order—City Deliverables Page 4 of 6 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 8. INVOICING/FUNDING PROCEDURES: City Invoicing Code: For work performed, invoices shall be submitted monthly to: ATTN PROJECT MANAGER CITY OF CLEARWATER, INFORMATION TECHNOLOGY DEPARTMENT PO BOX 4748 CLEARWATER, FLORIDA 33758-4748 Contingency services will be billed as incurred only after written authorization provided by the City to proceed with those services. 9. INVOICING PROCEDURES: At a minimum, in addition to the invoice amount(s) the following information shall be provided on all invoices submitted on the Work Order: 1. Purchase Order, Project and Invoice Numbers and Contract Amount. 2. The time period (begin and end date) covered by the invoice. 3. A short narrative summary of activities completed in the time period. 4. Contract billing method — Lump Sum or Hourly Rate. 5. Hours, hourly rates, names of individuals being billed, amount due, previous amount earned, the percent completion, total earned to date for each task and other direct costs (receipts will be required for any single item with a cost of$50 or greater or cumulative monthly expenses greater than $100). 6. If the Work Order is funded by multiple funding codes, an itemization of tasks and invoice amounts by funding code. 10. CONSIDERATIONS: Consultant acknowledges the following: 1. The Consultant named above is required to comply with Section 119.0701, Florida Statutes, where applicable. 2. All City directives shall be provided by the City Project Manager. 3. All submittals must be accompanied by evidence each has been internally checked for QA/QC before providing to City. 4. Documents posted on City website must be ADA accessible 11. ASSUMPTIONS: • For repetitive or ongoing tasks such as staff augmentation for cyclical work, like monthly or quarterly updates, a single task order may be authorized to utilize over a defined time period. Consultant Work Order—City Deliverables Page 5 of 6 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 • For more advanced developments/enhancements that require long-term development and significant budget, a change order or separate task order may be required to avoid depleting that year's budget. • Billing rates are subject to escalation, as mutually agreed, 1 year after the contract date, and annually thereafter • ENGINEER will propose a scope, fee, deliverables, and schedule for each task assignment and obtain City's approval in writing before performing any work. 12. PROJECT FEE: Task Description Subconsultant Labor Total Services 1 Three Years of Support $0 $249,000 $249,000 2 Three Years of Project $0 $51,000 $51,000 Management SUBTOTAL, LABOR AND SUB-CONTRACTORS $300,000 3 Other Direct Costs(travel, expenses, prints, photocopies,etc.) $16,000 SUBTOTAL, WITHOUT CONTINGENCY $316,000 4 Contingency(10%) $31,600 GRAND TOTAL $347,600 Consultant Work Order—City Deliverables Page 6 of 6 Revised:11/28/2022 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 RFP #36-23, Exhibit C STANDARD TERMS AND CONDITIONS S.1 DEFINITIONS. Uses of the following terms are interchangeable as referenced:"vendor,contractor, consultant, supplier, proposer, company, parties, persons", "purchase order, PO, contract, agreement", "city, Clearwater, agency, requestor, parties", "bid, proposal, response, quote". S.2 INDEPENDENT CONTRACTOR. It is expressly understood that the relationship of Contractor to the City will be that of an independent contractor. Contractor and all persons employed by Contractor, either directly or indirectly, are Contractor's employees, not City employees. Accordingly, Contractor and Contractor's employees are not entitled to any benefits provided to City employees including, but not limited to, health benefits, enrollment in a retirement system, paid time off or other rights afforded City employees. Contractor employees will not be regarded as City employees or agents for any purpose, including the payment of unemployment or workers' compensation. If any Contractor employees or subcontractors assert a claim for wages or other employment benefits against the City, Contractor will defend, indemnify and hold harmless the City from all such claims. S.3 SUBCONTRACTING. Contractor may not subcontract work under this Agreement without the express written permission of the City. If Contractor has received authorization to subcontract work, it is agreed that all subcontractors performing work under the Agreement must comply with its provisions. Further, all agreements between Contractor and its subcontractors must provide that the terms and conditions of this Agreement be incorporated therein. SA ASSIGNMENT. This Agreement may not be assigned either in whole or in part without first receiving the City's written consent. Any attempted assignment, either in whole or in part, without such consent will be null and void and in such event the City will have the right at its option to terminate the Agreement. No granting of consent to any assignment will relieve Contractor from any of its obligations and liabilities under the Agreement. S.5 SUCCESSORS AND ASSIGNS, BINDING EFFECT. This Agreement will be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns. S.6 NO THIRD PARTY BENEFICIARIES. This Agreement is intended for the exclusive benefit of the parties. Nothing set forth in this Agreement is intended to create, or will create, any benefits, rights, or responsibilities in any third parties. S.7 NOW EXCLUSIVITY. The City, in its sole discretion, reserves the right to request the materials or services set forth herein from other sources when deemed necessary and appropriate. No exclusive rights are encompassed through this Agreement. S.8 AMENDMENTS. There will be no oral changes to this Agreement. This Agreement can only be modified in a writing signed by both parties. No charge for extra work or material will be allowed unless approved in writing, in advance, by the City and Contractor. S.9 TIME OF THE ESSENCE. Time is of the essence to the performance of the parties' obligations under this Agreement. S.10 COMPLIANCE WITH APPLICABLE LAWS. a. General. Contractor must procure all permits and licenses, and pay all charges and fees necessary and incidental to the lawful conduct of business. Contractor must stay fully informed of existing and future federal, state, and local laws, ordinances, and regulations that in any manner affect the fulfillment of this Agreement and must comply with the same at its own expense. Contractor bears full responsibility for training, safety, and providing necessary equipment for all Contractor personnel to achieve throughout the term of the Agreement. Upon request, Contractor will demonstrate to the City's satisfaction any programs, procedures, and other activities used to ensure compliance. b. Drug-Free Workplace. Contractor is hereby advised that the City has adopted a policy establishing a drug-free workplace for itself and those doing business with the City to ensure the safety and health of all persons working on City contracts and projects. Contractor will 1 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 RFP #36-23, Exhibit C STANDARD TERMS AND CONDITIONS require a drug-free workplace for all Contractor personnel working under this Agreement. Specifically, all Contractor personnel who are working under this Agreement must be notified in writing by Contractor that they are prohibited from the manufacture, distribution, dispensation, possession, or unlawful use of a controlled substance in the workplace. Contractor agrees to prohibit the use of intoxicating substances by all Contractor personnel, and will ensure that Contractor personnel do not use or possess illegal drugs while in the course of performing their duties. c. Federal and State Immigration Laws. Contractor agrees to comply with the Immigration Reform and Control Act of 1986(IRCA) in performance under this Agreement and to permit the City and its agents to inspect applicable personnel records to verify such compliance as permitted by law. Contractor will ensure and keep appropriate records to demonstrate that all Contractor personnel have a legal right to live and work in the United States. (i) As applicable to Contractor, under this provision, Contractor hereby warrants to the City that Contractor and each of its subcontractors will comply with, and are contractually obligated to comply with, all federal immigration laws and regulations that relate to their employees (hereinafter"Contractor Immigration Warranty"). (ii) A breach of the Contractor Immigration Warranty will constitute as a material breach of this Agreement and will subject Contractor to penalties up to and including termination of this Agreement at the sole discretion of the City. (iii) The City retains the legal right to inspect the papers of all Contractor personnel who provide services under this Agreement to ensure that Contractor or its subcontractors are complying with the Contractor Immigration Warranty. Contractor agrees to assist the City in regard to any such inspections. (iv) The City may, at its sole discretion, conduct random verification of the employment records of Contractor and any subcontractor to ensure compliance with the Contractor Immigration Warranty. Contractor agrees to assist the City in regard to any random verification performed. (v) Neither Contractor nor any subcontractor will be deemed to have materially breached the Contractor Immigration Warranty if Contractor or subcontractor establishes that it has complied with the employment verification provisions prescribed by Sections 274A and 2748 of the Federal Immigration and Nationality Act. d. Nondiscrimination. Contractor represents and warrants that it does not discriminate against any employee or applicant for employment or person to whom it provides services because of race, color, religion, sex, national origin, or disability, and represents and warrants that it complies with all applicable federal, state, and local laws and executive orders regarding employment. Contractor and Contractor's personnel will comply with applicable provisions of Title VII of the U.S. Civil Rights Act of 1964, as amended, Section 504 of the Federal Rehabilitation Act, the Americans with Disabilities Act (42 U.S.C. § 12101 et seq.), and applicable rules in performance under this Agreement. S.11 SALES/USE TAX, OTHER TAXES. Contractor is responsible for the payment of all taxes including federal, state, and local taxes related to or arising out of Contractor's services under this Agreement, including by way of illustration but not limitation, federal and state income tax, Social Security tax, unemployment insurance taxes, and any other taxes or business license fees as required. If any taxing authority should deem Contractor or Contractor employees an employee of the City, or should otherwise claim the City is liable for the payment of taxes that are Contractor's responsibility under this Agreement, Contractor will indemnify the City for any tax liability, interest, and penalties imposed upon the City. The City is exempt from paying state and local sales/use taxes and certain federal excise taxes and will furnish an exemption certificate upon request. 2 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 RFP #36-23, Exhibit C STANDARD TERMS AND CONDITIONS S.12 AMOUNTS DUE THE CITY. Contractor must be current and remain current in all obligations due to the City during the performance of services under the Agreement. Payments to Contractor may be offset by any delinquent amounts due the City or fees and charges owed to the City. S.13 OPENNESS OF PROCUREMENT PROCESS. Written competitive proposals, replies, oral presentations, meetings where vendors answer questions, other submissions, correspondence, and all records made thereof, as well as negotiations or meetings where negotiation strategies are discussed, conducted pursuant to this Invitation to Bid (ITB), shall be handled in compliance with Chapters 119 and 286, Florida Statutes. Proposals or replies received by the City pursuant to this ITB are exempt from public disclosure until such time that the City provides notice of an intended decision or until 30 days after opening the proposals, whichever is earlier. If the City rejects all proposals or replies pursuant to this ITB and provides notice of its intent to reissue the ITB, then the rejected proposals or replies remain exempt from public disclosure until such time that the City provides notice of an intended decision concerning the reissued ITB or until the City withdraws the reissued ITB. A proposal or reply shall not be exempt from public disclosure longer than 12 months after the initial City notice rejecting all proposals or replies. Oral presentations, meetings where vendors answer questions, or meetings convened by City staff to discuss negotiation strategies, if any, shall be closed to the public (and other proposers) in compliance with Chapter 286 Florida Statutes. A complete recording shall be made of such closed meeting. The recording of, and any records presented at, the exempt meeting shall be available to the public when the City provides notice of an intended decision or until 30 days after opening proposals or final replies,whichever occurs first. If the City rejects all proposals or replies pursuant to this ITB and provides notice of its intent to reissue the ITB, then the recording and any records presented at the exempt meeting remain exempt from public disclosure until such time that the City provides notice of an intended decision concerning the reissued ITB or until the City withdraws the reissued ITB. A recording and any records presented at an exempt meeting shall not be exempt from public disclosure longer than 12 months after the initial City notice rejecting all proposals or replies. In addition to all other contract requirements as provided by law, the contractor executing this agreement agrees to comply with public records law. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS, Rosemarie Call, phone: 727-562-4092 or Rosemarie.Cal l(d-)myclearwater.com, 600 Cleveland Street, Suite 600, Clearwater, FL 33755. The contractor's agreement to comply with public records law applies specifically to: a) Keep and maintain public records required by the City of Clearwater (hereinafter "public agency")to perform the service being provided by the contractor hereunder. b) Upon request from the public agency's custodian of public records, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided for in Chapter 119, Florida Statutes, as may be amended from time to time, or as otherwise provided by law. c) Ensure that the public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the contractor does not transfer the records to the public agency. 3 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 RFP #36-23, Exhibit C STANDARD TERMS AND CONDITIONS d) Upon completion of the contract, transfer, at no cost, to the public agency all public records in possession of the contractor or keep and maintain public records required by the public agency to perform the service. If the contractor transfers all public records to the public agency upon completion of the contract, the contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the contractor keeps and maintains public records upon completion of the contract, the contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency, upon request from the public agency's custodian of public records, in a format that is compatible with the information technology systems of the public agency. e) A request to inspect or copy public records relating to a public agency's contract for services must be made directly to the public agency. If the public agency does not possess the requested records, the public agency shall immediately notify the contractor of the request and the contractor must provide the records to the public agency or allow the records to be inspected or copied within a reasonable time. f) The contractor hereby acknowledges and agrees that if the contractor does not comply with the public agency's request for records, the public agency shall enforce the contract provisions in accordance with the contract. g) A contractor who fails to provide the public records to the public agency within a reasonable time may be subject to penalties under Section 119.10, Florida Statutes. h) If a civil action is filed against a contractor to compel production of public records relating to a public agency's contract for services, the court shall assess and award against the contractor the reasonable costs of enforcement, including reasonable attorney fees, if: 1. The court determines that the contractor unlawfully refused to comply with the public records request within a reasonable time; and 2. At least eight(8) business days before filing the action, the plaintiff provided written notice of the public records request, including a statement that the contractor has not complied with the request, to the public agency and to the contractor. i) A notice complies with subparagraph (h)2. if it is sent to the public agency's custodian of public records and to the contractor at the contractor's address listed on its contract with the public agency or to the contractor's registered agent. Such notices must be sent by common carrier delivery service or by registered, Global Express Guaranteed, or certified mail,with postage or shipping paid by the sender and with evidence of delivery,which may be in an electronic format. j) The City understands, acknowledges,and agrees that(i)Contractor is providing services which cannot be performed by the City and (ii) subject to Chapter 119, Florida Statutes, internal working papers, proprietary information, source code, and software may not be public record. A contractor who complies with a public records request within eight (8) business days after the notice is sent is not liable for the reasonable costs of enforcement. S.14 AUDITS AND RECORDS. Contractor must preserve the records related to this Agreement for five (5)years after completion of the Agreement. The City or its authorized agent reserves the right to inspect any records related to the performance of work specified herein. In addition, the City may inspect any and all payroll, billing or other relevant records kept by Contractor in relation to the 4 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 RFP #36-23, Exhibit C STANDARD TERMS AND CONDITIONS Agreement. Contractor will permit such inspections and audits during normal business hours and upon reasonable notice by the City. The audit of records may occur at Contractor's place of business or at City offices, as determined by the City. S.15 BACKGROUND CHECK. The City may conduct criminal, driver history, and all other requested background checks of Contractor personnel who would perform services under the Agreement or who will have access to the City's information, data,or facilities in accordance with the City's current background check policies. Any officer, employee, or agent that fails the background check must be replaced immediately for any reasonable cause not prohibited by law. S.16 SECURITY CLEARANCE AND REMOVAL OF CONTRACTOR PERSONNEL. The City will have final authority, based on security reasons: (i) to determine when security clearance of Contractor personnel is required; (ii) to determine the nature of the security clearance, up to and including fingerprinting Contractor personnel; and (iii)to determine whether or not any individual or entity may provide services under this Agreement. If the City objects to any Contractor personnel for any reasonable cause not prohibited by law, then Contractor will, upon notice from the City, remove any such individual from performance of services under this Agreement. S.17 DEFAULT. a. A party will be in default if that party: (i) is or becomes insolvent or is a party to any voluntary bankruptcy or receivership proceeding, makes an assignment for a creditor, or there is any similar action that affects Contractor's capability to perform under the Agreement; (ii) is the subject of a petition for involuntary bankruptcy not removed within sixty(60)calendar days; (iii) conducts business in an unethical manner or in an illegal manner; or (iv) fails to carry out any term, promise, or condition of the Agreement. b. Contractor will be in default of this Agreement if Contractor is debarred from participating in City procurements and solicitations in accordance with the City's Purchasing Policy and Procedures Manual. c. Notice and Opportunity to Cure. In the event a party is in default then the other party may, at its option and at any time, provide written notice to the defaulting party of the default. The defaulting party will have thirty(30)days from receipt of the notice to cure the default; the thirty (30) day cure period may be extended by mutual agreement of the parties, but no cure period may exceed ninety(90)days. A default notice will be deemed to be sufficient if it is reasonably calculated to provide notice of the nature and extent of such default. Failure of the non- defaulting party to provide notice of the default does not waive any rights under the Agreement. d. Anticipatory Repudiation. Whenever the City in good faith has reason to question Contractor's intent or ability to perform, the City may demand that Contractor give a written assurance of its intent and ability to perform. In the event that the demand is made and no written assurance is given within five (5) calendar days, the City may treat this failure as an anticipatory repudiation of the Agreement. S.18 REMEDIES. The remedies set forth in this Agreement are not exclusive. Election of one remedy will not preclude the use of other remedies. In the event of default: a. The non-defaulting party may terminate the Agreement, and the termination will be effective immediately or at such other date as specified by the terminating party. b. The City may purchase the services required under the Agreement from the open market, complete required work itself, or have it completed at the expense of Contractor. If the cost of obtaining substitute services exceeds the contract price, the City may recover the excess cost by: (i) requiring immediate reimbursement to the City; (ii) deduction from an unpaid balance due to Contractor; (iii) collection against the proposal and/or performance security, if any; (iv) collection against liquidated damages (if applicable); or (v) a combination of the aforementioned remedies or other remedies as provided by law. Costs includes any and all, 5 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 RFP #36-23, Exhibit C STANDARD TERMS AND CONDITIONS fees, and expenses incurred in obtaining substitute services and expended in obtaining reimbursement, including, but not limited to, administrative expenses, attorneys' fees, and costs. c. The non-defaulting party will have all other rights granted under this Agreement and all rights at law or in equity that may be available to it. d. Neither party will be liable for incidental, special, or consequential damages. S.19 CONTINUATION DURING DISPUTES. Contractor agrees that during any dispute between the parties, Contractor will continue to perform its obligations until the dispute is settled, instructed to cease performance by the City, enjoined or prohibited by judicial action, or otherwise required or obligated to cease performance by other provisions in this Agreement. S.20 TERMINATION FOR CONVENIENCE. The City reserves the right to terminate this Agreement in part or in whole upon thirty (30) calendar days' written notice. S.21 TERMINATION FOR CONFLICT OF INTEREST Florida Statutes Section 112. Pursuant to F.S. Section 112, the City may cancel this Agreement after its execution, without penalty or further obligation, if any person significantly involved in initiating, securing, drafting, or creating the Agreement for the City becomes an employee or agent of Contractor. S.22 TERMINATION FOR NON-APPROPRIATION AND MODIFICATION FOR BUDGETARY CONSTRAINT. The City is a governmental agency which relies upon the appropriation of funds by its governing body to satisfy its obligations. If the City reasonably determines that it does not have funds to meet its obligations under this Agreement, the City will have the right to terminate the Agreement without penalty on the last day of the fiscal period for which funds were legally available. In the event of such termination, the City agrees to provide written notice of its intent to terminate thirty (30) calendar days prior to the stated termination date. S.23 PAYMENT TO CONTRACTOR UPON TERMINATION. Upon termination of this Agreement, Contractor will be entitled only to payment for those services performed up to the date of termination, and any authorized expenses already incurred up to such date of termination. The City will make final payment within thirty (30) calendar days after the City has both completed its appraisal of the materials and services provided and received Contractor's properly prepared final invoice. S.24 NON-WAIVER OF RIGHTS. There will be no waiver of any provision of this agreement unless approved in writing and signed by the waiving party. Failure or delay to exercise any rights or remedies provided herein or by law or in equity, or the acceptance of, or payment for, any services hereunder, will not release the other party of any of the warranties or other obligations of the Agreement and will not be deemed a waiver of any such rights or remedies. S.25 INDEMNIFICATION/LIABILITY. a. To the fullest extent permitted by law, Contractor agrees to defend, indemnify, and hold the City, its officers, agents, and employees, harmless from and against any and all liabilities, demands,claims,suits, losses,damages, causes of action,fines orjudgments, including costs, attorneys', witnesses', and expert witnesses' fees, and expenses incident thereto, relating to, arising out of, or resulting from: (i) the services provided by Contractor personnel under this Agreement; (ii) any negligent acts, errors, mistakes or omissions by Contractor or Contractor personnel; and (iii) Contractor or Contractor personnel's failure to comply with or fulfill the obligations established by this Agreement. Only in the event of errors, mistakes, or omissions on the part of Contractor, the indemnity shall be limited to an amount not to exceed $2,000,000.00 per occurrence and annual calendar year aggregate. b. Contractor will update the City during the course of the litigation to timely notify the City of any issues that may involve the independent negligence of the City that is not covered by this indemnification. 6 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 RFP #36-23, Exhibit C STANDARD TERMS AND CONDITIONS c. The City assumes no liability for actions of Contractor and will not indemnify or hold Contractor or any third party harmless for claims based on this Agreement or use of Contractor-provided supplies or services. d. In the event of disputes, both parties to this contract agree to waive their right to a jury trial. S.26 WARRANTY. Contractor warrants that the services and materials will conform to the requirements of the Agreement. Additionally, Contractor warrants that all services will be performed in a good, workman-like and professional manner. The City's acceptance of service or materials provided by Contractor will not relieve Contractor from its obligations under this warranty. If any materials or services are of a substandard or unsatisfactory manner as determined by the City, Contractor, at no additional charge to the City, will provide materials or redo such services until in accordance with this Agreement and to the City's reasonable satisfaction. Unless otherwise agreed, Contractor warrants that materials will be new, unused, of most current manufacture and not discontinued, will be free of defects in materials and workmanship, will be provided in accordance with manufacturer's standard warranty for at least one (1) year unless otherwise specified, and will perform in accordance with manufacturer's published specifications. S.27 THE CITY'S RIGHT TO RECOVER AGAINST THIRD PARTIES. Contractor will do nothing to prejudice the City's right to recover against third parties for any loss, destruction, or damage to City property, and will at the City's request and expense, furnish to the City reasonable assistance and cooperation, including assistance in the prosecution or defense of suit and the execution of instruments of assignment in favor of the City in obtaining recovery. S.28 NO GUARANTEE OF WORK. Contractor acknowledges and agrees that it is not entitled to deliver any specific amount of materials or services or any materials or services at all under this Agreement and acknowledges and agrees that the materials or services will be requested by the City on an as needed basis at the sole discretion of the City. Any document referencing quantities or performance frequencies represent the City's best estimate of current requirements, but will not bind the City to purchase, accept, or pay for materials or services which exceed its actual needs. S.29 OWNERSHIP. All deliverables, services, and information provided by Contractor or the City pursuant to this Agreement (whether electronically or manually generated) including without limitation, reports,test plans, and survey results, graphics, and technical tables, originally prepared in the performance of this Agreement, are the property of the City and will not be used or released by Contractor or any other person except with prior written permission by the City. S.30 USE OF NAME. Contractor will not use the name of the City of Clearwater in any advertising or publicity without obtaining the prior written consent of the City. S.31 PROHIBITED ACTS. Pursuant to Florida Constitution Article II Section 8, a current or former public officer or employee within the last two (2)years shall not represent another organization before the City on any matter for which the officer or employee was directly concerned and personally participated in during their service or employment or over which they had a substantial or material administrative discretion. S.32 FOB DESTINATION FREIGHT PREPAID AND ALLOWED. All deliveries will be FOB destination freight prepaid and allowed unless otherwise agreed. S.33 RISK OF LOSS. Contractor agrees to bear all risks of loss, injury, or destruction of goods or equipment incidental to providing these services and such loss, injury,or destruction will not release Contractor from any obligation hereunder. S.34 SAFEGUARDING CITY PROPERTY. Contractor will be responsible for any damage to City real property or damage or loss of City personal property when such property is the responsibility of or in the custody of Contractor or its employees. S.35 WARRANTY OF RIGHTS. Contractor warrants it has title to, or the right to allow the City to use, 7 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 RFP #36-23, Exhibit C STANDARD TERMS AND CONDITIONS the materials and services being provided and that the City may use same without suit, trouble or hindrance from Contractor or third parties. S.36 PROPRIETARY RIGHTS INDEMNIFICATION. Without limiting the foregoing, Contractor will without limitation, at its expense defend the City against all claims asserted by any person that anything provided by Contractor infringes a patent, copyright, trade secret or other intellectual property right and must, without limitation, pay the costs, damages and attorneys' fees awarded against the City in any such action,or pay any settlement of such action or claim. Each party agrees to notify the other promptly of any matters to which this provision may apply and to cooperate with each other in connection with such defense or settlement. If a preliminary or final judgment is obtained against the City's use or operation of the items provided by Contractor hereunder or any part thereof by reason of any alleged infringement, Contractor will, at its expense and without limitation, either: (a) modify the item so that it becomes non-infringing; (b) procure for the City the right to continue to use the item; (c) substitute for the infringing item other item(s) having at least equivalent capability; or (d) refund to the City an amount equal to the price paid, less reasonable usage, from the time of installation acceptance through cessation of use, which amount will be calculated on a useful life not less than five (5) years, plus any additional costs the City may incur to acquire substitute supplies or services. S.37 CONTRACT ADMINISTRATION. The agreement will be administered by the Purchasing Administrator and/or an authorized representative from the using department. All questions regarding the agreement will be referred to the administrator for resolution. Supplements may be written to the agreement for the addition or deletion of services. Payment will be negotiated and determined by the contract administrator(s). S.38 FORCE MAJEURE. Failure by either party to perform its duties and obligations will be excused by unforeseeable circumstances beyond its reasonable control, including acts of nature, acts of the public enemy, riots, fire, explosion, legislation, and governmental regulation. The party whose performance is so affected will within five (5) calendar days of the unforeseeable circumstance notify the other party of all pertinent facts and identify the force majeure event. The party whose performance is so affected must also take all reasonable steps, promptly and diligently, to prevent such causes if it is feasible to do so, or to minimize or eliminate the effect thereof. The delivery or performance date will be extended for a period equal to the time lost by reason of delay, plus such additional time as may be reasonably necessary to overcome the effect of the delay, provided however, under no circumstances will delays caused by a force majeure extend beyond one hundred-twenty (120) calendar days from the scheduled delivery or completion date of a task unless agreed upon by the parties. S.39 COOPERATIVE USE OF CONTRACT. The City has entered into various cooperative purchasing agreements with other Florida government agencies, including the Tampa Bay Area Purchasing Cooperative. Under a Cooperative Purchasing Agreement, any contract may be extended for use by other municipalities, school districts and government agencies in the State of Florida with the approval of Contractor. Any such usage by other entities must be in accordance with the statutes, codes, ordinances, charter and/or procurement rules and regulations of the respective government agency. Orders placed by other agencies and payment thereof will be the sole responsibility of that agency. The City is not responsible for any disputes arising out of transactions made by others. S.40 FUEL CHARGES AND PRICE INCREASES. No fuel surcharges will be accepted. No price increases will be accepted without proper request by Contractor and response by the City's Purchasing Division. S.41 NOTICES. All notices to be given pursuant to this Agreement must be delivered to the parties at their respective addresses. Notices may be (i) personally delivered; (ii) sent via certified or registered mail, postage prepaid; (iii)sent via overnight courier; or(iv)sent via facsimile. If provided by personal delivery, receipt will be deemed effective upon delivery. If sent via certified or 8 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 RFP #36-23, Exhibit C STANDARD TERMS AND CONDITIONS registered mail, receipt will be deemed effective three (3) calendar days after being deposited in the United States mail. If sent via overnight courier or facsimile, receipt will be deemed effective two (2) calendar days after the sending thereof. S.42 GOVERNING LAW, VENUE. This Agreement is governed by the laws of the State of Florida. The exclusive venue selected for any proceeding or suit in law or equity arising from or incident to this Agreement will be Pinellas County, Florida. S.43 INTEGRATION CLAUSE. This Agreement, including all attachments and exhibits hereto, supersede all prior oral or written agreements, if any, between the parties and constitutes the entire agreement between the parties with respect to the work to be performed. S.44 PROVISIONS REQUIRED BY LAW. Any provision required by law to be in this Agreement is a part of this Agreement as if fully stated in it. S.45 SEVERABILITY. If any provision of this Agreement is declared void or unenforceable, such provision will be severed from this Agreement, which will otherwise remain in full force and effect. The parties will negotiate diligently in good faith for such amendment(s) of this Agreement as may be necessary to achieve the original intent of this Agreement, notwithstanding such invalidity or unenforceability. S.46 SURVIVING PROVISIONS. Notwithstanding any completion, termination, or other expiration of this Agreement, all provisions which, by the terms of reasonable interpretation thereof, set forth rights and obligations that extend beyond completion, termination, or other expiration of this Agreement, will survive and remain in full force and effect. Except as specifically provided in this Agreement, completion,termination, or other expiration of this Agreement will not release any party from any liability or obligation arising prior to the date of termination. 9 DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 RFP#36-23 ASSET MANAGEMENT SYSTEM EXHIBIT D INSURANCE REQUIREMENTS. The Vendor shall, at its own cost and expense, acquire and maintain (and cause any subcontractors,representatives or agents to acquire and maintain) during the term with the City, sufficient insurance to adequately protect the respective interest of the parties. Coverage shall be obtained with a carrier having an AM Best Rating of A-VII or better. In addition, the City has the right to review the Vendor's deductible or self-insured retention and to require that it be reduced or eliminated. Specifically, the Vendor must carry the following minimum types and amounts of insurance on an occurrence basis or in the case of coverage that cannot be obtained on an occurrence basis, then coverage can be obtained on a claims-made basis with a minimum three (3) year tail following the termination or expiration of this Agreement. a. Commercial General Liability Insurance coverage, including but not limited to, premises operations, products/completed operations, products liability, contractual liability, advertising injury, personal injury, death, and property damage in the minimum amount of$1,000,000 (one million dollars)per occurrence and$2,000,000(two million dollars) general aggregate. b. Commercial Automobile Liability Insurance coverage for any owned, non-owned, hired or borrowed automobile is required in the minimum amount of $1,000,000 (one million dollars) combined single limit. c. Professional Liability/Malpractice/Errors or Omissions Insurance coverage appropriate for the type of business engaged in by the Contractor with minimum limits of$2,000,000 (two million dollars)per claim in the aggregate. If a claims made form of coverage is provided, the retroactive date of coverage shall be no later than the inception date of claims made coverage,unless the prior policy was extended indefinitely to cover prior acts. Coverage shall be extended beyond the policy year either by a supplemental extended reporting period(SERP)of as great a duration as available, and with no less coverage and with reinstated aggregate limits, or by requiring that any new policy provide a retroactive date no later than the inception date of claims made coverage. d. Cyber Liability coverage in an adequate amount to meet or exceed the requirements, including notification and monitoring,under Florida Statute 501.171. e. Unless waived by the State of Florida and proof of waiver is provided to the City, statutory Workers' Compensation Insurance coverage in accordance with the laws of the State of Florida, and Employer's Liability Insurance in the minimum amount of $1,000,000 (one million dollars)each employee each accident,$1,000,000(one million dollars)each employee by disease, and $1,000,000 (one million dollars) disease policy limit. Coverage should include Voluntary Compensation, Jones Act, and U.S. Longshoremen's and Harbor Worker's Act coverage where applicable. Coverage must be applicable to employees, contractors, subcontractors, and volunteers,if any. The above insurance limits may be achieved by a combination of primary and umbrella/excess liability policies. DocuSign Envelope ID:OE7C9C81-2504-43E9-AB86-4DDED9DC4573 OTHER INSURANCE PROVISIONS. a. Prior to the execution of this Agreement, and then annually upon the anniversary date(s) of the insurance policy's renewal date(s) for as long as this Agreement remains in effect,the Vendor will furnish the City with a Certificate of Tnsurance(s)(using appropriate ACORD certificate, SIGNED by the Issuer,and with applicable endorsements)evidencing all of the coverage set forth above and naming the City as an"Additional Insured"on the Commercial General Liability Insurance and the Commercial Automobile Liability Insurance. In addition,when requested in writing from the City, Vendor will provide the City with certified copies of all applicable policies. The address where such certificates and certified policies shall be sent or delivered is as follows: City of Clearwater Attn: Procurement Division,RFP 436-23 P.O.Box 4748 Clearwater,FL 33758-4748 b. Vendor shall provide thirty(30)days written notice of any cancellation,non-renewal,termination, material change or reduction in coverage. C. Vendor's insurance as outlined above shall be primary and non-contributory coverage for Vendor's negligence. d. Vendor reserves the right to appoint legal counsel to provide for the Vendor's defense,for any and all claims that may arise related to Agreement, work performed under this Agreement, or to Vendor's design,equipment,or service. Vendor agrees that the City shall not be liable to reimburse Vendor for any legal fees or costs as a result of Vendor providing its defense as contemplated herein. The stipulated limits of coverage above shall not be construed as a limitation of any potential liability to the City,and City's failure to request evidence of this insurance shall not be construed as a waiver of Vendor's (or any contractors', subcontractors', representatives' or agents') obligation to provide the insurance coverage specified.