HomeMy WebLinkAboutAgreement - Park Consulting Group, Inc. - Professional Services for Tyler EnerGov LMS Projects - Signed 2022-02-07
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AGREEMENT FOR SERVICES
(For contracts over $5,000 - CONSULTANT)
This AGREEMENT made this 7th day of February, 2022, between:
CITY: City of Gilroy, having a principal place of business at
7351 Rosanna Street, Gilroy, California
and CONSULTANT: Park Consulting Group, Inc, having a principal place of business at 200
Spectrum Center Drive #300, Irvine, CA 92618.
ARTICLE 1. TERM OF AGREEMENT
This Agreement will become effective on 02/07/2022 and will continue in effect through
12/31/2022 unless terminated in accordance with the provisions of Article 7 of this Agreement.
Any lapse in insurance coverage as required by Article 5, Section D of this Agreement shall
terminate this Agreement regardless of any other provision stated herein. ______
Initial
ARTICLE 2. INDEPENDENT CONTRACTOR STATUS
It is the express intention of the parties that CONSULTANT is an independent contractor and not
an employee, agent, joint venturer or partner of CITY. Nothing in this Agreement shall be
interpreted or construed as creating or establishing the relationship of employer and employee
between CITY and CONSULTANT or any employee or agent of CONSULTANT. Both parties
acknowledge that CONSULTANT is not an employee for state or federal tax purposes.
CONSULTANT shall not be entitled to any of the rights or benefits afforded to CITY’S
employees, including, without limitation, disability or unemployment insurance, workers’
compensation, medical insurance, sick leave, retirement benefits or any other employment
benefits. CONSULTANT shall retain the right to perform services for others during the term of
this Agreement.
ARTICLE 3. SERVICES TO BE PERFORMED BY CONSULTANT
A. Specific Services
CONSULTANT agrees to: Perform the services as outlined in Exhibit “A” (“Specific
Provisions”) and Exhibit “B” (“Scope of Services”), within the time periods described in Exhibit
“C” (“Milestone Schedule”).
B. Method of Performing Services
CONSULTANT shall determine the method, details and means of performing the above-described
services. CITY shall have no right to, and shall not, control the manner or determine the method
of accomplishing CONSULTANT’S services.
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C. Employment of Assistants
CONSULTANT may, at the CONSULTANT’S own expense, employ such assistants as
CONSULTANT deems necessary to perform the services required of CONSULTANT by this
Agreement, subject to the prohibition against assignment and subcontracting contained in
Article 5 below. CITY may not control, direct, or supervise CONSULTANT’S assistants in the
performance of those services. CONSULTANT assumes full and sole responsibility for the
payment of all compensation and expenses of these assistants and for all state and federal income
tax, unemployment insurance, Social Security, disability insurance and other applicable
withholding.
D. Place of Work
CONSULTANT shall perform the services required by this Agreement at any place or location
and at such times as CONSULTANT shall determine is necessary to properly and timely perform
CONSULTANT’S services.
ARTICLE 4. COMPENSATION
A. Consideration
In consideration for the services to be performed by CONSULTANT, CITY agrees to pay
CONSULTANT the amounts set forth in Exhibit “D” (“Payment Schedule”). In no event
however shall the total compensation paid to CONSULTANT exceed $284,000.
B. Invoices
CONSULTANT shall submit invoices for all services rendered.
C. Payment
Payment shall be due according to the payment schedule set forth in Exhibit “D”. No payment
will be made unless CONSULTANT has first provided City with a written receipt of invoice
describing the work performed and any approved direct expenses (as provided for in Exhibit “A”,
Section IV) incurred during the preceding period. If CITY objects to all or any portion of any
invoice, CITY shall notify CONSULTANT of the objection within thirty (30) days from receipt
of the invoice, give reasons for the objection, and pay that portion of the invoice not in dispute. It
shall not constitute a default or breach of this Agreement for CITY not to pay any invoiced amounts
to which it has objected until the objection has been resolved by mutual agreement of the parties.
D. Expenses
CONSULTANT shall be responsible for all costs and expenses incident to the performance of
services for CITY, including but not limited to, all costs of equipment used or provided by
CONSULTANT, all fees, fines, licenses, bonds or taxes required of or imposed against
CONSULTANT and all other of CONSULTANT’S costs of doing business. CITY shall not be
responsible for any expenses incurred by CONSULTANT in performing services for CITY, except
for those expenses constituting “direct expenses” referenced on Exhibit “A.”
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ARTICLE 5. OBLIGATIONS OF CONSULTANT
A. Tools and Instrumentalities
CONSULTANT shall supply all tools and instrumentalities required to perform the services under
this Agreement at its sole cost and expense. CONSULTANT is not required to purchase or rent
any tools, equipment or services from CITY.
B. Workers’ Compensation
CONSULTANT agrees to provide workers’ compensation insurance for CONSULTANT’S
employees and agents and agrees to hold harmless, defend with counsel acceptable to CITY and
indemnify CITY, its officers, representatives, agents and employees from and against any and all
claims, suits, damages, costs, fees, demands, causes of action, losses, liabilities and expenses,
including without limitation reasonable attorneys’ fees, arising out of any injury, disability, or
death of any of CONSULTANT’S employees.
C. Indemnification of Liability, Duty to Defend
1. As to professional liability, to the fullest extent permitted by law, CONSULTANT
shall defend, through counsel approved by CITY (which approval shall not be unreasonably
withheld), indemnify and hold harmless CITY, its officers, representatives, agents and employees
against any and all suits, damages, costs, fees, claims, demands, causes of action, losses, liabilities
and expenses, including without limitation attorneys’ fees, to the extent arising or resulting directly
or indirectly from any willful or negligent acts, errors or omissions of CONSULTANT or
CONSULTANT’S assistants, employees or agents, including all claims relating to the injury or
death of any person or damage to any property.
2. As to other liability, to the fullest extent permitted by law, CONSULTANT shall
defend, through counsel approved by CITY (which approval shall not be unreasonably withheld),
indemnify and hold harmless CITY, its officers, representatives, agents and employees against any
and all suits, damages, costs, fees, claims, demands, causes of action, losses, liabilities and
expenses, including without limitation attorneys’ fees, arising or resulting directly or indirectly
from any act or omission of CONSULTANT or CONSULTANT’S assistants, employees or
agents, including all claims relating to the injury or death of any person or damage to any property.
D. Insurance
In addition to any other obligations under this Agreement, CONSULTANT shall, at no cost to
CITY, obtain and maintain throughout the term of this Agreement: (a) Commercial Liability
Insurance on a per occurrence basis with a minimum combined single limit coverage of $1,000,000
per occurrence for all damages due to bodily injury, sickness or disease, or death to any person,
and damage to property, including the loss of use thereof; and (b) Professional Liability Insurance
(Errors & Omissions) with a minimum coverage of $1,000,000 per occurrence or claim, and
$2,000,000 aggregate; provided however, Professional Liability Insurance written on a claims
made basis must comply with the requirements set forth below. Professional Liability Insurance
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written on a claims made basis (including without limitation the initial policy obta ined and all
subsequent policies purchased as renewals or replacements) must show the retroactive date, and
the retroactive date must be before the earlier of the effective date of the contract or the beginning
of the contract work. Claims made Professional Liability Insurance must be maintained, and
written evidence of insurance must be provided, for at least five (5) years after the completion of
the contract work. If claims made coverage is canceled or non-renewed, and not replaced with
another claims-made policy form with a retroactive date prior to the earlier of the effective date of
the contract or the beginning of the contract work, CONSULTANT must purchase so called
“extended reporting” or “tail” coverage for a minimum of five (5) years after completion of work,
which must also show a retroactive date that is before the earlier of the effective date of the contract
or the beginning of the contract work. As a condition precedent to CITY’S obligations under this
Agreement, CONSULTANT shall furnish written evidence of such coverage (naming CITY, its
officers and employees as additional insureds on the Comprehensive Liability insurance policy
referred to in (a) immediately above via a specific endorsement) and requiring thirty (30) days
written notice of policy lapse or cancellation, or of a material change in policy terms.
E. Assignment
Notwithstanding any other provision of this Agreement, neither this Agreement nor any duties or
obligations of CONSULTANT under this Agreement may be assigned or subcontracted by
CONSULTANT without the prior written consent of CITY, which CITY may withhold in its sole
and absolute discretion.
F. State and Federal Taxes
As CONSULTANT is not CITY’S employee, CONSULTANT shall be responsible for paying all
required state and federal taxes. Without limiting the foregoing, CONSULTANT acknowledges
and agrees that:
• CITY will not withhold FICA (Social Security) from CONSULTANT’S
payments;
• CITY will not make state or federal unemployment insurance contributions on
CONSULTANT’S behalf;
• CITY will not withhold state or federal income tax from payment to
CONSULTANT;
• CITY will not make disability insurance contributions on behalf of
CONSULTANT;
• CITY will not obtain workers’ compensation insurance on behalf of
CONSULTANT.
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ARTICLE 6. OBLIGATIONS OF CITY
A. Cooperation of City
CITY agrees to respond to all reasonable requests of CONSULTANT and provide access, at
reasonable times following receipt by CITY of reasonable notice, to all documents reasonably
necessary to the performance of CONSULTANT’S duties under this Agreement.
B. Assignment
CITY may assign this Agreement or any duties or obligations thereunder to a successor
governmental entity without the consent of CONSULTANT. Such assignment shall not release
CONSULTANT from any of CONSULTANT’S duties or obligations under this Agreement.
ARTICLE 7. TERMINATION OF AGREEMENT
A. Sale of Consultant’s Business/ Death of Consultant.
CONSULTANT shall notify CITY of the proposed sale of CONSULTANT’s business no later
than thirty (30) days prior to any such sale. CITY shall have the option of terminating this
Agreement within thirty (30) days after receiving such notice of sale. Any such CITY termination
pursuant to this Article 7.A shall be in writing and sent to the address for notices to
CONSULTANT set forth in Exhibit A, Subsection V.H., no later than thirty (30) days after CITY’
receipt of such notice of sale.
If CONSULTANT is an individual, this Agreement shall be deemed automatically terminated
upon death of CONSULTANT.
B. Termination by City for Default of Consultant
Should CONSULTANT default in the performance of this Agreement or materially breach any of
its provisions, CITY, at CITY’S option, may terminate this Agreement by giving written
notification to CONSULTANT. For the purposes of this section, material breach o f this
Agreement shall include, but not be limited to the following:
1. CONSULTANT’S failure to professionally and/or timely perform any of the
services contemplated by this Agreement.
2. CONSULTANT’S breach of any of its representations, warranties or covenants
contained in this Agreement.
CONSULTANT shall be entitled to payment only for work completed in accordance with the
terms of this Agreement through the date of the termination notice, as reasonably determined by
CITY, provided that such payment shall not exceed the amounts set forth in this Agreement for
the tasks described on Exhibit C” which have been fully, competently and timely rendered by
CONSULTANT. Notwithstanding the foregoing, if CITY terminates this Agreement due to
CONSULTANT’S default in the performance of this Agreement or material breach by
CONSULTANT of any of its provisions, then in addition to any other rights and remedies CITY
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may have, CONSULTANT shall reimburse CITY, within ten (10) days after demand, for any and
all costs and expenses incurred by CITY in order to complete the tasks constituting the scope of
work as described in this Agreement, to the extent such costs and expenses exceed the amounts
CITY would have been obligated to pay CONSULTANT for the performance of that task pursuant
to this Agreement.
C. Termination for Failure to Make Agreed-Upon Payments
Should CITY fail to pay CONSULTANT all or any part of the compensation set forth in Article 4
of this Agreement on the date due, then if and only if such nonpayment constitutes a default under
this Agreement, CONSULTANT, at the CONSULTANT’S option, may terminate this Agreement
if such default is not remedied by CITY within thirty (30) days after demand for such payment is
given by CONSULTANT to CITY.
D. Transition after Termination
Upon termination, CONSULTANT shall immediately stop work, unless cessation could
potentially cause any damage or harm to person or property, in which case CONSULTANT shall
cease such work as soon as it is safe to do so. CONSULTANT shall incur no further expenses in
connection with this Agreement. CONSULTANT shall promptly deliver to CITY all work done
toward completion of the services required hereunder, and shall act in such a manner as to facilitate
any the assumption of CONSULTANT’s duties by any new consultant hired by the CITY to
complete such services.
ARTICLE 8. GENERAL PROVISIONS
A. Amendment & Modification
No amendments, modifications, alterations or changes to the terms of this Agreement shall be
effective unless and until made in a writing signed by both parties hereto.
B. Americans with Disabilities Act of 1990
Throughout the term of this Agreement, the CONSULTANT shall comply fully with all applicable
provisions of the Americans with Disabilities Act of 1990 (“the Act”) in its current form and as it
may be amended from time to time. CONSULTANT shall also require such compliance of all
subcontractors performing work under this Agreement, subject to the prohibition against
assignment and subcontracting contained in Article 5 above. The CONSULTANT shall defend
with counsel acceptable to CITY, indemnify and hold harmless the CITY OF GILROY, its
officers, employees, agents and representatives from and against all suits, claims, demands,
damages, costs, causes of action, losses, liabilities, expenses and fees, including without limitation
reasonable attorneys’ fees, that may arise out of any violations of the Act by the CONSULTANT,
its subcontractors, or the officers, employees, agents or representatives of either.
C. Attorneys’ Fees
If any action at law or in equity, including an action for declaratory relief, is brought to enforce or
interpret the provisions of this Agreement, the prevailing party will be entitled to reasonable
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attorneys’ fees, which may be set by the court in the same action or in a separat e action brought
for that purpose, in addition to any other relief to which that party may be entitled.
D. Captions
The captions and headings of the various sections, paragraphs and subparagraphs of the Agreement
are for convenience only and shall not be considered nor referred to for resolving questions of
interpretation.
E. Compliance with Laws
The CONSULTANT shall keep itself informed of all State and National laws and all municipal
ordinances and regulations of the CITY which in any manner affect those engaged or employed in
the work, or the materials used in the work, or which in any way affect the conduct of the work,
and of all such orders and decrees of bodies or tribunals having any jurisdiction or authority over
the same. Without limiting the foregoing, CONSULTANT agrees to observe the provisions of the
Municipal Code of the CITY OF GILROY, obligating every contractor or subcontractor under a
contract or subcontract to the CITY OF GILROY for public works or for goods or services to
refrain from discriminatory employment or subcontracting practices on the basis of the race, color,
sex, religious creed, national origin, ancestry of any employee, applicant for employment, or any
potential subcontractor.
F. Conflict of Interest
CONSULTANT certifies that to the best of its knowledge, no CITY employee or office of any
public agency interested in this Agreement has any pecuniary interest in the business of
CONSULTANT and that no person associated with CONSULTANT has any interest that would
constitute a conflict of interest in any manner or degree as to the execution or performance of this
Agreement.
G. Entire Agreement
This Agreement supersedes any and all prior agreements, whether oral or written, between the
parties hereto with respect to the rendering of services by CONSULTANT for CITY and contains
all the covenants and agreements between the parties with respect to the rendering of such services
in any manner whatsoever. Each party to this Agreement acknowledges that no representations,
inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone
acting on behalf of any party, which are not embodied herein, and that no other agreement,
statement or promise not contained in this Agreement shall be valid or binding.
No other agreements or conversation with any officer, agent or employee of CITY prior to
execution of this Agreement shall affect or modify any of the terms or obligations contained in
any documents comprising this Agreement. Such other agreements or conversations shall be
considered as unofficial information and in no way binding upon CITY.
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H. Governing Law and Venue
This Agreement shall be governed by and construed in accordance with the laws of the State of
California without regard to the conflict of laws provisions of any jurisdiction. The exclusive
jurisdiction and venue with respect to any and all disputes arising hereunder shall be in state and
federal courts located in Santa Clara County, California.
I. Notices
Any notice to be given hereunder by either party to the other may be effected either by personal
delivery in writing or by mail, registered or certified, postage prepaid with return receipt requested.
Mailed notices shall be addressed to the parties at the addresses appearing in Exhibit “A”, Section
V.H. but each party may change the address by written notice in accordance with this paragraph.
Notices delivered personally will be deemed delivered as of actual receipt; mailed notices will be
deemed delivered as of three (3) days after mailing.
J. Partial Invalidity
If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void
or unenforceable, the remaining provisions will nevertheless continue in full force without being
impaired or invalidated in any way.
K. Time of the Essence
All dates and times referred to in this Agreement are of the essence.
L. Waiver
CONSULTANT agrees that waiver by CITY of any one or more of the conditions of performance
under this Agreement shall not be construed as waiver(s) of any other condition of performance
under this Agreement.
Executed at Gilroy, California, on the date and year first above written.
CONSULTANT: CITY:
Park Consulting Group CITY OF GILROY
By: By:
Name: Glen Park Name: Jimmy Forbis
Title: President Title: City Administrator
Social Security or Taxpayer
Identification Number 47-1892447
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Approved as to Form ATTEST:
City Attorney City Clerk
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EXHIBIT “A”
SPECIFIC PROVISIONS
I. PROJECT MANAGER
CONSULTANT shall provide the services indicated on the attached Exhibit “B”, Scope of
Services (“Services”). (All exhibits referenced are incorporated herein by reference.) To
accomplish that end, CONSULTANT agrees to assign Glen Park, who will act in the capacity of
Project Manager, and who will personally direct such Services.
Except as may be specified elsewhere in this Agreement, CONSULTANT shall furnish all
technical and professional services including labor, material, equipment, transportation,
supervision and expertise to perform all operations necessary and required to complete the Services
in accordance with the terms of this Agreement.
II. NOTICE TO PROCEED/COMPLETION OF SERVICE
A. NOTICE TO PROCEED
CONSULTANT shall commence the Services upon delivery to CONSULTANT of a written
“Notice to Proceed”, which Notice to Proceed shall be in the form of a written communication
from designated City contact person(s). Notice to Proceed may be in the form of e-mail, fax or
letter authorizing commencement of the Services. For purposes of this Agreement, Cindy
McCormick shall be the designated City contact person(s). Notice to Proceed shall be deemed to
have been delivered upon actual receipt by CONSULTANT or if otherwise delivered as provided
in the Section V.H. (“Notices”) of this Exhibit “A”.
B. COMPLETION OF SERVICES
When CITY determines that CONSULTANT has completed all of the Services in accordance with
the terms of this Agreement, CITY shall give CONSULTANT written Notice of Final Acceptance,
and CONSULTANT shall not incur any further costs hereunder. CONSULTANT may request
this determination of completion when, in its opinion, it has completed all of the Services as
required by the terms of this Agreement and, if so requested, CITY shall make this determination
within two (2) weeks of such request, or if CITY determines that CONSULTANT has not
completed all of such Services as required by this Agreement, CITY shall so inform
CONSULTANT within this two (2) week period.
III. PROGRESS SCHEDULE
The schedule for performance and completion of the Services will be as set forth in the attached
Exhibit “C”.
IV. PAYMENT OF FEES AND DIRECT EXPENSES
Payments shall be made to CONSULTANT as provided for in Article 4 of this Agreement.
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Direct expenses are charges and fees not included in Exhibit “B”. CITY shall be obligated to pay
only for those direct expenses which have been previously approved in writing by CITY.
CONSULTANT shall obtain written approval from CITY prior to incurring or billing of direct
expenses.
Copies of pertinent financial records, including invoices, will be included with the submission of
billing(s) for all direct expenses.
V. OTHER PROVISIONS
A. STANDARD OF WORKMANSHIP
CONSULTANT represents and warrants that it has the qualifications, skills and licenses necessary
to perform the Services, and its duties and obligations, expressed and implied, contained herein,
and CITY expressly relies upon CONSULTANT’S representations and warranties regarding its
skills, qualifications and licenses. CONSULTANT shall perform such Services and duties in
conformance to and consistent with the standards generally recognized as being employed by
professionals in the same discipline in the State of California.
Any plans, designs, specifications, estimates, calculations, reports and other documents furnished
under this Agreement shall be of a quality acceptable to CITY. The minimum criteria for
acceptance shall be a product of neat appearance, well-organized, technically and grammatically
correct, checked and having the maker and checker identified. The minimum standard of
appearance, organization and content of the drawings shall be that used by CITY for similar
purposes.
B. RESPONSIBILITY OF CONSULTANT
CONSULTANT shall be responsible for the professional quality, technical accuracy, and the
coordination of the Services furnished by it under this Agreement. CONSULTANT shall not be
responsible for the accuracy of any project or technical information provided by the CITY. The
CITY’S review, acceptance or payment for any of the Services shall not be construed to operate
as a waiver of any rights under this Agreement or of any cause of action arising out of the
performance of this Agreement, and CONSULTANT shall be and remain liable to CITY in
accordance with applicable law for all damages to CITY caused by CONSULTANT’S negligent
performance of any of the services furnished under this Agreement.
C. RIGHT OF CITY TO INSPECT RECORDS OF CONSULTANT
CITY, through its authorized employees, representatives or agents, shall have the right, at any and
all reasonable times, to audit the books and records (including, but not limited to, inv oices,
vouchers, canceled checks, time cards, etc.) of CONSULTANT for the purpose of verifying any
and all charges made by CONSULTANT in connection with this Agreement. CONSULTANT
shall maintain for a minimum period of three (3) years (from the date of final payment to
CONSULTANT), or for any longer period required by law, sufficient books and records in
accordance with standard California accounting practices to establish the correctness of all charges
submitted to CITY by CONSULTANT, all of which shall be made available to CITY at the CITY’s
offices within five (5) business days after CITY’s request.
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D. CONFIDENTIALITY OF MATERIAL
All ideas, memoranda, specifications, plans, manufacturing procedures, data (including, but not
limited to, computer data and source code), drawings, descriptions, documents, discussions or
other information developed or received by or for CONSULTANT and all other written and oral
information developed or received by or for CONSULTANT and all other written and oral
information submitted to CONSULTANT in connection with the performance of this Agreement
shall be held confidential by CONSULTANT and shall not, without the prior written consent of
CITY, be used for any purposes other than the performance of the Services, nor be disclosed to an
entity not connected with the performance of the such Services. Nothing furnished to
CONSULTANT which is otherwise known to CONSULTANT or is or becomes generally known
to the related industry (other than that which becomes generally known as the result of
CONSULTANT’S disclosure thereof) shall be deemed confidential. CONSULTANT shall not
use CITY’S name or insignia, or distribute publicity pertaining to the services rendered under this
Agreement in any magazine, trade paper, newspaper or other medium without the express written
consent of CITY.
E. NO PLEDGING OF CITY’S CREDIT.
Under no circumstances shall CONSULTANT have the authority or power to pledge the credit of
CITY or incur any obligation in the name of CITY.
F. OWNERSHIP OF MATERIAL.
All material including, but not limited to, computer information, data and source code, sketches,
tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps,
calculations, photographs, reports and other material developed, collected, prepared (or caused to
be prepared) under this Agreement shall be the property of CITY, but CONSULTANT may retain
and use copies thereof subject to Section V.D of this Exhibit “A”.
CITY shall not be limited in any way in its use of said material at any time for any work, whether
or not associated with the City project for which the Services are performed. However,
CONSULTANT shall not be responsible for, and City shall indemnify CONSULTANT from,
damages resulting from the use of said material for work other than PROJECT, including, but not
limited to, the release of this material to third parties for work other than on PROJECT.
G. NO THIRD PARTY BENEFICIARY.
This Agreement shall not be construed or deemed to be an agreement for the benefit of any third
party or parties, and no third party or parties shall have any claim or right of action hereunder for
any cause whatsoever.
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H. NOTICES.
Notices are to be sent as follows:
CITY: Jimmy Forbis, City Administrator
City of Gilroy
7351 Rosanna Street
Gilroy, CA 95020
CONSULTANT: Park Consulting Group
Attn: Glenn Park
200 Spectrum Center Drive, Suite 300
Irvine, CA 92618
I. FEDERAL FUNDING REQUIREMENTS.
If the box to the left of this sentence is checked, this Agreement involves federal
funding and the requirements of this Section V.I. apply.
If the box to the left of this sentence is checked, this Agreement does not involve
federal funding and the requirements of this Section V.I. do not apply.
1. DBE Program
CONSULTANT shall comply with the requirements of Title 49, Part 26, Code of Federal
Regulations (49 CFR 26) and the City-adopted Disadvantaged Business Enterprise programs.
2. Cost Principles
Federal Acquisition Regulations in Title 48, CFR 31, shall be used to determine the allowable cost
for individual items.
3. Covenant against Contingent Fees
The CONSULTANT warrants that he/she has not employed or retained any company or person,
other than a bona fide employee working for the CONSULTANT, to solicit or secure this
Agreement, and that he/she has not paid or agreed to pay any company or person, other than a
bona fide employee, any fee, commission, percentage, brokerage fee, gift or any other
consideration, contingent upon or resulting from the award or formation of this Agreement. For
breach or violation of this warranty, the Local Agency shall have the right to annul this Agreement
without liability or, at its discretion, to deduct from the agreement price or consideration, or
otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or
contingent fee.
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LAC\04706083
EXHIBIT “B”
SCOPE OF SERVICES
See attached
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PARK CONSULTING GROUP
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SCOPE OF SERVICES AND COST PROPOSAL
Park Consulting Group (PCG) will provide the City of Gilroy professional
services for the City’s Tyler EnerGov Land Management Systems (LMS) Project:
• Our proposed services:
PCG is recommending the following resources and proposed services to
support the City to get the EnerGov project back on-track to Go-Live:
Proposed Resources:
Resource Allocation Assigned Resource
Project Manager 4 Hours Per Week Glenn Park
Functional Consultants 30 Hours Per Week Bryan Tung/
David Bloomgren
Report Developer 20 Custom Reports/ Forms Jared Tan
Project Manager Responsibilities:
• Manage project scope, goals and deliverables that support business goals in
collaboration with the IT Department, senior management and stakeholders.
• Effectively communicate project expectations to team members and
stakeholders in a timely, clear fashion and ongoing basis.
• Monitor project expectations with team members and other stakeholders.
• Review project timeline, milestones and deliverables with City leadership and
Tyler Tech PM
• Attend project meetings with staff and project stakeholders. This may include
internal project briefings and project briefings with Tyler, in addition to others
as requested.
• Review and provide input on all contracts with external vendors for
integrations development and change orders.
• Coordinate escalation for questions and issues from the Project Team
• Address and/or escalate issues / risks as they come up.
• Delegate tasks and responsibilities to appropriate team members responsible to
own deliverables for the project.
• Proactively identify issues and conflicts within the project team, third party
vendor partners, and the business as needed; consult with city management to
formulate a plan to resolve.
• Proactively communicate changes in project scope, identify potential crises, and
devise contingency plans; communicate possible changes in scope to IT
management and departments and divisions that are affected.
• Ensure that project risks are identified, documented, communicated, and
addressed in a timely manner.
• Provide feedback on leading best practices to maximize system capabilities.
• Provide feedback on leading best practices for project implementation and
deployment processes.
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PARK CONSULTING GROUP
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Functional Consultant Responsibilities:
Design and Configuration:
• Support review of fee schedule and compare to LMS configuration to verify
accurate fee setup.
• Support coordination of the configuration review and validation of templates.
• Support City configuration resources in making any needed changes to
configuration.
• Support and review EnerGov configuration to verify accurate setup to
configuration documentation and requirements.
• Support and review City-owned shared configuration including case type
development, CSS, automations, georules, etc.
• Support and review data mapping and migration activities from legacy system to
EnerGov.
User Acceptance Testing:
• Support the development of a user testing strategy and plan.
• Support test case/ script creation with responsible team members/ SMEs.
• Support user acceptance participant training and walkthroughs.
• Support setup for test case scenarios.
• Support user acceptance testing / retesting effort with City-designated testing
leads and testers.
• Support prioritization and tracking of user acceptance testing / retesting
results in testing tracking system.
End User Training:
• Support development of training plan and train-the-trainer approach.
• Support review of training environment setup and deployment.
• Support coordination and facilitation of end user training with staff trainers.
• Support training documentation and job aid development as required by staff.
Cutover and Go-Live Activities:
• Support Production cutover, Go-Live, post-Go-Live stabilization, and system
troubleshooting (reporting, system enhancements, regulatory changes, etc.).
• Support the design, deployment, and onboarding of post-Go-Live / warranty
enhancements.
Report Developer Responsibilities:
• Provide report development services to design, develop, and deploy City-
assigned non-standard forms and statistical reports generated from EnerGov.
City will provide a list of prioritized and ranked reports to be delivered
• Forms and reports will be developed utilizing Crystal Reports
• Park Consulting Group will own and perform the following services related to
forms and reports design and development:
• Review specifications document and provide feedback as required to ensure
requirements are fully understood for development
• Design and develop .RPT templates required for forms and reports (the City
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PARK CONSULTING GROUP
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may have the opportunity to design and develop .RPT templates to conserve
hours for PCG report development. This will be determined on a case-by-case
basis by PCG)
• Develop stored procedures and queries required for forms and reports
• Prepare .RPT and stored procedures development package to be sent to
Tyler Tech
• Send .RPT and stored procedures as required by Tyler Tech and cc: City
(PCG can also manage this process through a City facilitated process)
• Maintain, enhance, update, and support forms and reports as requested
• Attend meetings with City and Tyler Tech related to design, development, and
deployment of forms and reports
Other Project Responsibilities:
• Provide services for project team as needed throughout the LMS
implementation project, as requested.
• Key Assumptions:
• PCG shall be responsible for advisory, implementation support services, and
project management as requested by theCity.
• Due to the City’s desire to expedite the EnerGov project to Go-Live, the scope of
the project will be focused on migrating existing LMS processes from Sungard and
build upon the current LMS processes with extended EnerGov capabilities. Other
processes, capabilities, and user groups not associated to the existing LMS
processes from SunGard will be descoped in order to meet project timelines.
• City will provide a primary project contact that is available throughout the duration of
services.
• City will provide process leads and subject matter experts to serve as project
team members that are available throughout the duration of services to
successfully deliver PCG services. Required minimum of 50% FTE per Lead/
SME.
• City estimates PCG should have the full ability to deliver the project remotely with
no on-site visits and/ or incurred travel costs.
• Park Consulting Group provides a broad range of LMS implementation,
advisory, and development services. City may request additional services
outside of the scope of services and duration and will be considered based
on the established hourly rates.
• City will work with Tyler Tech to provide the following for PCG:
• Adequate software licensing for PCG to perform proposed services
• Tyler Tech Sharepoint access
• Login and access to EnerGov environments
• Regular database backups of the EnerGov environment with the
most up-to-date configuration and all related populated test data
• Database backups to be transferrable to PCG technical
environments to develop forms and reports
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PARK CONSULTING GROUP
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• Cost Proposal:
Resource Build & Validate
(5 Months)
Testing, Training, & Go-Live
(5 Months)
TOTAL
Project Manager $19,500
(20 Hrs/ Mo)
$19,500
(20 Hrs/ Mo)
$39,000
Functional Consultant
$105,000
(120 Hrs/ Mo)
$105,000
(120 Hrs/ Mo)
$210,000
Report Developer $35,000
(20 Reports)
$35,000
TOTAL $159,000 $124,500 $284,000
• Total Not-to Exceed: $284,000
• Duration of Services: December 1, 2021 – December 31, 2023
• PCG’s services will be billed based on the following hourly rate(s):
Park Consulting Resources 2021-23 Rates
Principal LMS Consultant/ Project Manager $195/ hour
LMS Functional Consultant $175/ hour
Report Developer $175/ hour
GIS Consultant $175/ hour
DocuSign Envelope ID: BF3CFF35-95FC-4EEC-800D-A3DDBBDE0469DocuSign Envelope ID: FFCA2D69-F014-40DA-B8EC-9EDF42A6805E
-1- 4835-2267-0361v1
LAC\04706083
EXHIBIT “C”
MILESTONE SCHEDULE
See attached
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7Configuration & BuildEnerGov Project TimelineEnerGov Project Timeline~5 Months~5 MonthsWe are here2021 2022Sept Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sept OctV2021.1.3(Dec 6)Global SetupProcess Config + Unit TestingAutomationsGeorulesCSS/ Decision Engine ConfigDC Pass #1DC Pass #3DC Pass #2DC Pass #4DC #5Final Pass+Timing PassUATSystem TrainingReport SpecsReport BuildMunis / Tyler Cashiering Integration BuildProcess InventoryEnd‐to‐End PrototypeData ConversionConfigurationIntegrationsGo‐Live Q3 2022User Testing & TrainingCity‐ownedTyler Tech‐ownedProcess TrainingCity‐owned with PCGConfig Updates (if needed)Go‐Live SupportLegendDocuSign Envelope ID: BF3CFF35-95FC-4EEC-800D-A3DDBBDE0469DocuSign Envelope ID: FFCA2D69-F014-40DA-B8EC-9EDF42A6805E
4835-2267-0361v1
LAC\04706083
EXHIBIT “D”
PAYMENT SCHEDULE
Within 30 days of receipt of invoice based on time and materials per rates in Exhibit B
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City of Gilroy
Agreement/Contract Tracking
Today’s Date:
February 9, 2022 Your Name: Monica Sendejas
Contract
Type:
Services over $5k - Consultant Phone Number: 408-846-0266
Contract Effective Date:
(Date contract goes into effect)
2/7/2022
Contract Expiration Date: 12/31/2022
Contractor / Consultant Name:
(if an individual’s name, format as
last name, first name)
Park Consulting Group, Inc.
Contract Subject:
(no more than 100 characters)
Professional services for the City's Tyler EnerGov Land Management
Systems (LMS) Project
Contract Amount:
(Total Amount of contract. If no
amount, leave blank)
284000
By submitting this form, I confirm
this information is complete:
➢ Date of Contract
➢ Contractor/Consultant name and complete address
➢ Terms of the agreement (start date, completion date or “until
project completion”, cap of compensation to be paid)
➢ Scope of Services, Terms of Payment, Milestone Schedule and
exhibit(s) attached
➢ Taxpayer ID or Social Security # and Contractors License # if
applicable
➢ Contractor/Consultant signer’s name and title
➢ City Administrator or Department Head Name, City Clerk
(Attest), City Attorney (Approved as to Form)
Routing Steps for Electronic Signature
Risk Manager
City Attorney Approval As to Form
City Administrator or Department Head
City Clerk Attestation
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