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HomeMy WebLinkAbout5.1096 Original ContractNovember 9, 2010 Page 1 CONTRACT AGREEMENT ibAN BETWEEN FINANCIAL CONSULTING SOLUTIONS City of Port Angeles GROUP, INC. AND 321 East Fifth Street Redmond Town Center Port Angeles, Washington 98362 7525 166' Ave. NE, Suite D -215 Redmond, Washington 98052 PROJECT: PenCom Cost of Service and Rate Study THIS AGREEMENT combines all understandings between the Parties regarding professional services for the Project named above and supersedes all prior proposals, quotations, solicitations, negotiations, representations, agreements or understandings, whether written or oral The performance of the professional services herein described and authorized by the City of Port Angeles, as well as payment for such services, shall be in accordance with the terms and conditions presented in this Agreement and the following Sections and Exhibits which are attached and incorporated by reference which, taken together, shall constitute the whole Agreement Section I Section II Exhibit A Exhibit B day of APPROVED: FINANCIAL CONSULTING SOLUTIONS GROUP, INC. Date: h Relationship of the Parties Contract Provisions Scope of Work and Task Plan Fee Schedule IN WITNESS WHEREOF, the parties hereto have hereunto set their hands and seals this 20 APPROVED: City of Port Angeles Peter Moy U Kent Myers Principal City Manager Date: /21&/ ATTEST: 1 GROUP www fcsgroup.com 5 November 9, 2010 Page 2 SECTION I: RELATIONSHIP OF THE PARTIES The City of Port Angeles "Client desires a PenCom Cost of Service and Rate Study "Project In furtherance of the Project, the Client hereby contracts with Financial Consulting Solutions Group, Inc. "FCS GROUP to perform the professional services described in Exhibit A of this Agreement. This Agreement shall inure to the benefit of and be binding upon successors, assigns, and legal representatives of each of the Parties hereto. Any assignment or transfer of an interest in this Agreement by either Party without the written consent of the other shall be void. SECTION II: CONTRACT PROVISIONS 1. Scope of Work: FCS GROUP shall perform the service for the Client which as defined in Exhibit A of this Agreement. 2. Time for Completion: The Scope of Work for the conduct of the study as set forth above is anticipated to be completed by FCS GROUP within a time frame approximating that shown by the following schedule: Notice to Proceed: On or before November 3, 2010 Completion of Analysis: On or before January 31, 2011 Completion of Project: Dependent on final presentations, but no later than March 31, 2011 FCS GROUP agrees to perform the work described in the Scope of Work according to the contract schedule. Any delays shall be agreed upon in writing by FCS GROUP and Client prior to the due date. Changes in the schedule caused by Client delays may require additional compensation and a change order. If FCS GROUP is delayed in the performance of services by conditions which are beyond their control, or by a change in the scope of work, the schedule showing time of performance may be revised. Any revision thereto shall be submitted in writing to the Client for review and approval by the Client Representative. If FCS GROUP's services are temporarily suspended by the Client in the interest of the Project and with written notice to FCS GROUP, and the suspensions last longer than 90 consecutive days, FCS GROUP shall be compensated for any additional labor and direct expenses incurred due to the interruption and resumption of services. 3. Payment: FCS GROUP will be paid by the Client on a time and materials basis as outlined below and in accordance with the billing rates attached hereto as Exhibit B. FCS GROUP agrees to perform the services as set forth in Exhibit A at a cost not to exceed $14,990. It is understood that FCS GROUP will not exceed this amount without the Client's prior written authorization. Payment to FCS GROUP for services set forth in Exhibit A shall be: an amount equal to FCS GROUP's billing rates as set forth in Exhibit B multiplied by the actual hours worked. Should any unforeseen project delays, not caused by FCS GROUP, and /or any requested amendments to the original scope of work, cause this contract to extend more than 90 days past the original contracted schedule date, any work and /or amendments to the work shall be billed at the standard billing rates in effect for the period of time the work is being performed. If said change in billing rates will cause the project to exceed the amount stated in the preceding paragraph, a change order will be prepared and signed by both parties Direct expenses will be charged except as identified in Exhibit B. Payment shall be made within thirty (30) days upon receipt and approval of FCS GROUP's invoice. 4. Termination: This contract may be terminated by the Client by giving FCS GROUP written notice of such termination no fewer than fifteen (15) days in advance of the effective date of said termination. FCS GROUP shall be entitled to terminate this agreement only in the case of a material breach by the Client, and upon failure of the Client to remedy said breach within fifteen (15) days of said notice. In .*.i:01 GROUP www.fcsgroup.com November 9, 2010 Page 3 the event that the contract is terminated before completion, FCS GROUP shall be paid for the services to date on the basis set forth in Paragraph 3. 5. Indemnity: FCS GROUP shall comply with all Federal Government, State and local laws and ordinances applicable to the work to be done under this Agreement. FCS GROUP hereby agrees to hold the Client harmless from and shall process and defend at its own expense, specific claims, demands or suits at law or equity, arising from FCS GROUP's negligent performance of the provisions of this Agreement; provided that if the Client and FCS GROUP are concurrently negligent, FCS GROUP shall be required to indemnify and defend only in proportion to negligence of FCS GROUP. These indemnity provisions shall not require FCS GROUP to defend or indemnify the Client against any action based solely on the alleged negligence of the Client. 6. All Work Produced is Joint Property of FCS GROUP and the Client: The materials, computer programs, reports, calculations, analyses, etc., generated by FCS GROUP under this contract including the final report shall be the property of the Client. FCS GROUP may retain copies thereof for work paper documentation and their own use unless specifically restricted in writing by the Client as to use. Computer models use generally available software, such as Microsoft Excel (TM), and FCS GROUP does not intend or imply any warranty of those programs. 7. Financial Forecasts: Neither FCS GROUP's name nor the report and its financial projections may be referred to or included in any prospectus or as a part of any offering or representation made in connection with the sale of securities or participation interests to the public, whether through a public or private offering. The information used in developing the forecast assumptions will be derived from published information and other sources FCS GROUP considers appropriate. However, FCS GROUP cannot assume responsibility for the accuracy of such material. Moreover, forecasts are subject to many uncertainties as to the future; therefore, FCS GROUP cannot represent that the projected financial statements will be representative of the results that actually occur. FCS GROUP will endeavor to include appropriate comments drawing the readers' attention to these matters. 8. In te2rated Agreement: This agreement together with attachments or addenda, represents the entire and i ntegrated agreement between the Client and FCS GROUP supersedes all prior negotiations, representations, or agreements written or oral. This agreement may be supplemented or amended only by w i itten instrument signed by both the Client and FCS GROUP. 9. Independent Contractor: The parties intend that an independent Contractor /Client relationship will be created by this agreement. No agent, employee, or representative of FCS GROUP shall be deemed to be an agent, employee, or representative of the Client for any purpose. FCS GROUP shall be solely responsible for all acts of its agents, employees, representatives, and subcontractors during the perfoi mance of this contract. 10. Equal Opportunity_: FCS GROUP is committed to the principles of providing equal employment oppot tunities for all employees. The performance and diversity of our employees will help us meet the challenges of the present and the future in serving our clients. This policy statement is a reaffirmation of our long- standing commitment to provide equal opportunity on the basis of individual merit and personal qualifications to employees and applicants for employment without regard to race, color, religious creed, sex, sexual orientation or preference, gender identity, genetic characteristics or info! illation of employee or family, age, national origin, ancestry, marital status, citizenship, the presence of sensory, mental, or physical disability, pregnancy /childbirth or related condition, medical condition, membership in the military service, veteran's status, political ideology or any other basis protected by applicable federal, state, or local laws. GROUP www.fcsgroup com November 9, 2010 Page 4 11. Notices: Notices to the Client shall be sent to the following address: City of Port Angeles Attention: Chief of Police Terry Gallagher 321 East Fifth Street Port Angeles, Washington 98362 Notices to FCS GROUP shall be sent to the following address: Financial Consulting Solutions Group, Inc. Attention: Peter Moy, Principal Redmond Town Center 7525 166 Ave. NE, Suite D -215 Redmond, Washington 98052 f r GROUP www.fcsgroup com November 9, 2010 Page 5 EXHIBIT A: SCOPE OF WORK AND TASK PLAN Task 1— Kick -Off Meeting and Background Review We will conduct a kick off meeting with the appropriate staff to introduce the project team, study objectives, methodology, schedule, and the roles of the City staff and the consultant team. We will also review the preliminary data needs list which will include such items as general, background information on PenCom, staffing levels, 2010 and 2011 budget information, workload, and service levels, interlocal agreements, etc. The background data will be reviewed and a follow up request will be prepared, if necessary. Task 2 Develop the Cost of Service Framework Before beginning the cost of service analysis, we will review the current funding formula, and then develop a cost of service framework that will identify the costs associated with providing dispatch services to police, fire, and EMS departments and organizations. We will work with the City staff on understanding the current funding formula and on developing the framework. Task 3 Determine and Analyze the Cost of Service Based on the cost of service framework, we will develop a cost of service model that calculates the costs of providing the services for each type of call (e.g. police, fire, EMS), as appropriate. We will work with the City staff to gather the necessary data to estimate the costs and to allocate costs to the different services. We will review the various labor and non -labor costs to determine if there are specific costs that should be allocated to one type of call or another. For example, the records management costs might differ depending on the type of call, or special training on medical protocols might be needed for EMS calls. For those services or costs that have fee or grant revenues associated with them, we will analyze how such revenue sources affect the cost of service to determine whether such costs should be included as part of the rate base or only have a one time impact. Task 4 Identify Funding and Rate Alternatives We will review the current funding sources and the current rate methodology for determining each jurisdiction's or organization's share of the costs. Based on our cost of service analysis, we will develop one to two additional alternative rate or funding methodologies. Based on the alternatives, rates will be calculated for the different PenCom users, and any advantages or disadvantages of the alternatives will be identified After we have identified the alternatives and rates, we will meet with the City staff to discuss the methodologies and their impacts on the various PenCom users. As part of this task we will meet with PenCom users in three groups: law enforcement agencies, public fire and EMS organizations, and all others including private ambulance providers. In addition, we will also prepare a survey /questionnaire to send to the current and potential users of PenCom's services to solicit their ideas about the services and financing issues. Task 5 Prepare Report and Make Presentations A report will be prepared that describes the scope of work, the methodologies used, key assumptions, rate alternatives, and conclusions and recommendations. We will provide the City with a draft report to review, and we will discuss the results and review any comments that the City might have concerning the draft report. Once the issues and comments have been addressed, a final report will be issued. We will also make one (1) presentation on the results to either the City Council or another group identified by the City (e.g. PenCom users). GROUP www fcsgroup com November 9, 2010 Page 6 LABOR EXHIBIT B: FINANCIAL CONSULTING SOLUTIONS GROUP, INC. FEE SCHEDULE Name Title Billing Rate Peter Moy Principal $190.00 Nathan Reese Project Consultant $140.00 Various staff Analyst 95.00 Administrative staff 65.00 DIRECT EXPENSES Direct Expenses will be charged for travel and mileage costs. For any client requested extraordinary expenses, specific terms will be established prior to expenditure and billing. `GROUP www.fcsgroup com