EXHIBIT D - MODEL REQUEST FOR PROPOSALS AND …

CITY OF ESCONDIDO REQUEST FOR PROPOSALS TIME AND ATTENDANCE SOFTWARE SOLUTION REQUEST FOR PROPOSAL #19-05

INTRODUCTION

The City of Escondido (“City”) is requesting proposals from qualified contractors to provide a time and

attendance software solution including complex scheduling and time card entry. The proposed solution

shall provide a fully functional time and attendance tracking software system, materials, installation, and

training services.

The City intends to award a contract for a period of three (3) years to a firm that will best meet the City’s

qualification criteria. Upon satisfactory performance by the contractor and mutual agreement of both

parties, the City may renew the contract for three (3) additional one-year periods. The successful firm

will be required to enter into a contract with the City for the services requested in this RFP within 45 days

after award. The contractor submitting a proposal shall be prepared to use the City’s standard contract

form rather than its own contract form. A Sample of the Professional Service Agreement is attached as

“Exhibit A.”

BACKGROUND

The City of Escondido is located in north San Diego County, approximately 30 miles north of the City of

San Diego, California. Escondido is an established community incorporated on October 8, 1888 under

the general laws of the State of California. The City’s current population is approximately 151,000.

Payroll is a division of the Finance Department; it is responsible for processing the payroll for

approximately one thousand employees. The City has two payroll schedules. Most employees are on

the bi-weekly payroll schedule (26 times per year, every 2 weeks) and some employees are on a monthly

payroll schedule. The payroll is processed in house utilizing Oracle PeopleSoft HCM/Payroll for North

America, version 9.2 system. City employees have a variety of work schedules, employee groups and

employee classifications. The City has memorandums of understanding with multiple employee groups

and the payroll system has been customized to process each group accordingly. Currently, an employee

completes a paper time card listing hours worked each day and respective earning codes. The City

payroll system utilizes different earning codes for exception and positive time employee types. For

example, exception time employees draw down from a standard 80 hour pay period and positive time

employees build up to an 80 hour pay period. Employees indicate on their time card when certain hours

worked in the day need to be identified as hours worked on a particular project or grant utilizing

project/program codes. The employee signs the completed time card and a supervisor approves it. The

time cards are then manually entered into Oracle PeopleSoft HCM/Payroll for North America, version 9.2

system.

The City of Escondido seeks to incorporate a paperless time card utilizing a time and attendance software

solution. This time and attendance software shall integrate with our current payroll system, Oracle

PeopleSoft HCM/Payroll for North America, version 9.2.

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TIMELINE FOR RFP

The following timeline is the City’s best estimate of the project implementation and is not binding on the

City.

RFP Released August 14, 2018

Questions Submitted Via Email to the City August 24, 2018

City Answers to Questions Submitted August 29, 2018

Proposals Due Date September 10, 2018

Staff Review of Proposal September 11 – 21, 2018

Consultant Demonstrations as Needed September 24, 2018 – October 12, 2018

Contract Approval by City Council November 7, 2018

Project Implementation TBD

CONTRACT PRICE

The City requires a fixed contract price for a total of 1000 employees for the first three years. If the contractor intends to revise its fee schedule after the third year, changes shall be made on the anniversary date of the contract and only upon written notice provided at least (180) days prior to the fee change. The City reserves the right to negotiate with the successful contractor to increase or decrease the contract price upon receipt of the notice. No retroactive contract price adjustments will be allowed.

PROPOSAL REQUIREMENTS

The prospective contractor (“Contractor”) shall be responsible for preparing an effective, clear, and concise proposal. Proposals shall contain the following information:

A. A cover letter introducing the company and the individual who will be the single point of contact to the City of Escondido to coordinate and direct the Contractor's activities and communications between the City and the Contractor. This letter shall briefly state the Contractor’s understanding of the work to be performed, and a statement why the company is the best qualified to perform this contract. The cover letter shall also indicate whether or not the company had any contracts terminated for default in the past five years.

B. Contractor shall provide only qualified personnel with the experience necessary to perform this contract. The proposal shall identify the personnel that will be assigned to this contract and their qualifications. Indicate the types of active certifications and licenses possessed by the company and by the specific staff to be assigned to the project.

C. Contractor shall provide a written statement of the services proposed, implementation plan, time line and outline of City and contractor responsibilities. Contractor shall provide a preliminary project schedule. Within 10 working days after contract signing, the successful Contractor shall confer with the City’s representative and submit a final project schedule.

D. Provide a narrative description of the project proposal, based on the scope of services presented in the RFP. Include any issues that you believe will require special consideration for this project. Also, identify any unique approaches or strengths your firm may have related to this project. City staff will assess your understanding of all aspects of the project based on the overview.

E. Respond to all requirements defined in the Scope of Services. If any of the requirements cannot be supported, provide a recommendation for an alternative approach. Include the steps needed to complete all tasks and any recommended additions to the list of tasks. In addition, document assumptions used in development of the work tasks, including assistance needed from City staff, and required hardware and software.

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F. Contractor shall provide a detailed description of the software support to be provided, a sample of a support contract may be attached. This shall include how software problems will be resolved and terms of the warranty. Level 1 severity (to be defined by the Contractor) shall be 24/7/365. The Contractor shall provide a phone number for support services.

SCOPE OF SERVICES

To provide an electronic system that allows the collection, recording, retrieving of employee time, attendance, and leave activities. The selected Contractor shall have the ability to meet each of the requirements below. If a requirement cannot be met, please provide an alternative approach for consideration. The Contractor will be responsible for providing all labor, materials, equipment, supplies, transportation and pay all required taxes and fees to complete the tasks outlined in the scope of services unless indicated otherwise in this solicitation.

CONTRACTOR EXPERIENCE

A. Prospective Contractor shall be able to provide standard 8x5 technical support and 24x7x365 emergency response service with support staff available within the United States, preferably within the State of California. The ideal Contractor shall have experience providing fully functional time and attendance tracking software system, materials, installation, and training services to clients in the State of California for at least five years.

B. Contractor shall have been in continuous business for a minimum of 5 years and under the same principal ownership for the same period.

C. Contractor shall provide a minimum of 5 client references in the government/utilities sector of comparable size and scope to the City of Escondido; preferably client references in the State of California.

SYSTEM REQUIREMENTS This section delineates in detail the specific functions required of the system requested. It does not describe how a proposed system is to implement these functions as each Contractor’s system will be unique in that respect. Prospective Contractors shall list all exceptions to the functions specified in this section; failure to do so may be cause for disqualification or the City may direct the contractor, if selected, to implement the missing features at no cost to the City. All PROPOSERS shall place the appropriate letter as indicated below “RESPONSE” column. I = Included. Requirement is met by Contractor’s base product. M = Modification required. Base product has this feature or function, but some modification will be required to meet the specific requirement. Explain any modifications required in your proposal and note the reference number in the Response column in the table. Cost, if any, shall be itemized in the Pricing Section. C = Custom enhancement. The Contractor’s base product does not contain this function or feature but it will be added to meet the requirement. Cost, if any, shall be itemized in the Pricing Section. N = Not provided nor proposed.

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If any requirement is NOT included in your proposal, use one of the following criteria to respond: - If a requirement is not available within the proposed application, identify each item.

- If the requirement is available in an application but not the application proposed, state that and identify that application.

- If the requirement is currently not available but will be in your next planned release, please state that and the date the next release will be available.

- If the requirement exists in another application included in the proposal, state where and what the application is that contains it.

REQUIREMENTS RESPONSE

A. The system shall have the ability to provide decentralized automated time and attendance data entry and time reporting capabilities for all City employees.

B. The system shall have the ability to support up to 1000 employee’s

scheduling and time card entry which integrates with our current payroll

system: Oracle PeopleSoft HCM, Payroll for North America version 9.2.

C. The system shall have the ability to accommodate bi-directional integration to

and from our current payroll system with consideration to the following data

interaction points:

a. Time data from time card solution to PeopleSoft Payroll.

b. Leave balances from PeopleSoft Payroll to the timekeeping

solution.

c. Personnel hires/terminations from PeopleSoft HCM to timekeeping

solution.

D. The system shall have the ability to support a variety of work schedules

including:

a. Positive Benefited Employees - where only hours worked are

entered, building to a 80 hour bi-weekly payroll period. For

example, employees in the Public Works Department track their

hours worked using different program numbers and the total worked

hours typically equal 80 scheduled hours per pay period

i. Shall include flexibility in the scheduling function for partial

FTE employees.

b. Exception Benefited Employees – where 80 hours for

Miscellaneous and Police or 112 hours for Fire per payroll period is

the starting point and drawn down by various leave types.

i. Miscellaneous employees require various 9/80 schedules.

ii. Safety Fire - require specialized schedules based on IAFF

Shift schedules A, B and C as well as minimum staffing

requirements.

iii. Safety Police - require specialized schedules for 24-hour

patrol coverage.

c. Part-Time Non-Benefited Employees – where only actual hours that

are worked are paid without being drawn down by any leave types.

E. The system shall have the ability to support entry of various types of lump

sum payments (i.e. Standby).

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F. The system shall have the ability to support entry and tracking of exception and positive employee leave entries (i.e. vacation and sick (accrued, used and balance), holidays, sworn Fire personnel holidays, compensatory leave (nonexempt employees only), Family Medical Leave (used and balance), military leave w/pay (15 days/year), military leave w/o pay (active duty), funeral/bereavement leave, administrative leave (paid leave), suspension (disciplinary leave w/o pay),vacation leave, sick leave, leave without pay), shared leave time, civil leave, workers compensation, short-term disability, approved leave of absence without pay (LWOP), unauthorized leave without pay (AWOL), and other user defined types.

G. The system shall have the ability to support entry of occasional pay types

such as Mentor Pay and Paramedic Certification Pay.

H. The system shall have the ability to allow the entry of time by day and shift.

I. The system shall have the ability to support a variety of data collection methods and devices, including but not limited to: Terminals/PC entry, web (electronic timesheet), iPhone, Android, and/or manual entry.

J. The system shall have the ability to support the concurrent use of different types of devices for data collection. The City will decide on the various device types for respective employee groups.

K. The system shall have the ability to support time collection for employees who clock in/out at various locations through the day.

L. The system shall have the ability to post interactive overtime available for

employee sign-up via SMS (Text Message).

M. The system shall have the ability to post interactive overtime available for

employee sign-up via Internet and Interactive Voice Response (IVR Phone

notification).

N. The system shall have the ability to demonstrate method of communication

with first responders using means other than cellular carrier’s line (i.e.

catastrophic emergency blocking all cell communications).

O. The system shall have the ability to create additional, separate, on-call after-

hour schedules for participating employee groups that allow swaps among

group members.

P. The system shall have the ability to support the following types of time entry: employee self-entry, batch entry by department Timekeeper or Supervisor, and 3rd party entry by Payroll.

Q. The system shall have the ability to limit employee and manager’s view of

employee scheduling and time card data so that only necessary access is

granted to managers and their employees.

R. The system shall have the ability to setup custom rules. For example: Have the timekeeping solution automatically convert an employee’s working 9/80 Friday that falls on a holiday into a full-day floating holiday accrual to be passed to PeopleSoft Payroll.

S. The system shall have the ability to process and approve time sheets and

time reports in a decentralized and electronic format.

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T. The system shall have the ability to provide administrative rights to managers

(e.g., allow managers to enter employee sick time, Leave Without Pay

(LWOP), administrative leave, etc.).

U. The system shall have the ability to restrict time entry to pre-established

ranges, with authorized override capabilities.

V. The system shall have the ability to provide user-defined authorized override

capabilities at the employee and group level (e.g., where overtime is

authorized for an entire department, manager may perform a mass

authorization to affect all employees).

W. The system shall have the ability to allow overtime approval to occur prior to

or after the work has been performed.

X. The system shall have the ability to restrict time entry for future date(s), with

authorized override capabilities.

Y. The system shall have the ability to periodically reconcile future leave time

approved against leave time available, and send employee and supervisor

updates of approved leave in violation of policy.

Z. The system shall have the ability to allow management review of time cards

on the detail and summary levels. The system shall have the ability to allow

managers to edit employee time cards (with appropriate authorization).

AA. The system shall have the ability to display employee's timesheet totals to

enable timekeeper administration (e.g., supervisor) to validate, confirm and

approve data.

BB. The system shall have the ability to provide employees online access to leave

request status (e.g., pending, under review, denied, approved, or modify and

re-submit).

CC. The system shall have the ability to notify employees/supervisor of rejected

time card, and or leave requests (via workflow).

DD. The system shall have the ability to hold data entered on-line in a suspension or pending file until approved electronically and released for processing.

EE. The system shall have the ability to designate a back-up for time card and leave requests approval.

FF. The system shall have the ability to adjust time entries in the current period (and not yet paid).

GG. The system shall have the ability to adjust time entries in prior periods, with an audit trail of change (user, date, change).

HH. The system shall have the ability to perform edits to previous pay periods and recalculate pay and leave accruals from previous pay period forward.

II. The system shall have the ability to process a mass absence.

JJ. The system shall have the ability to restrict or allow sick and vacation leave to

be used only after it is earned.

KK. The system shall have the ability to update pay rules and set effective date as

desired (including retroactive, immediate/real-time, next payroll, and any other

future date).

LL. The system shall have the ability to accommodate unlimited schedule

changes on demand.

MM. The system shall have the ability to provide or facilitate report & query tools to

extract historical attendance data.

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NN. The system shall have the ability to print weekly timesheets for user-selected

employees as necessary.

OO. The system shall have the ability to maintain detail employee daily time

records for audit purposes including the following details:

i. Employee name, ii. Time/leave data, iii. Manager approval history

PP. The system shall have the ability to store time and attendance history for the

City’s retention period of 5 years.

QQ. The system shall have the ability to allow purging of time & attendance history

after the City’s 5 years retention period has been reached.

RR. The system shall have the ability to accommodate Fair Labor Standards Act

(FLSA) laws without customization.

SS. The system shall have the ability to adhere to all current and future local,

State, and Federal laws, rules and regulations.

TT. The system shall allow scheduling of employees for specific activities and

projects and allow review of daily and monthly rosters.

UU. The system shall have the ability to accommodate an infinite number of user-

defined variables including but not limited to various work detail codes and

trades.

VV. The system shall allow users to enter comments.

WW. The system shall have the ability to perform call out/back notification based

on workload rules within master schedule.

COMPUTER HARDWARE AND SOFTWARE The City of Escondido prefers a “Software as a Service” (SaaS) cloud computing and storage platform solution, but it is not required. If the proposed solution is an on premise configuration, the Contractor will be required to submit an optimal (not minimum) hardware and software specifications for the servers or server farm. The City of Escondido will be using its existing desktops, monitors, mobile device computers, network switches, printers to support the chosen software. Staff time necessary to perform maintenance and upgrades will be weighed in the evaluation of proposals. For on premise solution, the proposal shall include a disaster recovery/failover configuration; and the system shall be scalable to maintain 30 years of online data and can accommodate a minimum of 100 concurrent users.

SECURITY AND DATA PROTECTION All data stored by the SaaS provider shall be secured in a manner which prevents unauthorized access from internal and external parties. Contractor shall employ commercial best practices for ensuring the security of all City of Escondido electronic and paper data accessed, used, maintained, or disposed of in the course of Contractor’s performance under this agreement. Contractor shall continue to stay up-to-date on computer security during the lifetime of this agreement, and make changes to the provided SaaS solution as often as needed to remain in compliance with current best practices. INSTALLATION AND TRAINING The City seeks comprehensive installation and training services. It is the City’s intention that the selected Contractor shall provide project management, technical installation expertise, and training to

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have a fully functioning and operational system. At the conclusion of system installation and training, the contractor shall demonstrate to the City’s satisfaction that the systems proposed functions are operational.

1. Contractor shall describe the proposed training program for system users and system administrators along with documentation including but not limited to training manuals, technical manuals, user guide, etc.

a. Describe any operating and maintenance manuals that will be provided, including how those would be accessed by end users.

2. Contractor shall provide a detailed plan for training, specifying how and when training is to be delivered.

The City will be responsible for the initial data entry beyond inclusion of converted data. The Contractor’s proposed system shall provide all functions and screen formats necessary to perform data entry. The successful Contractor will be responsible for guiding the City through this process. SUPPORT SERVICES As part of software support, the Contractor's support personnel shall have the capability to connect to the proposed system to investigate problems. If special software or hardware is required to support this capability, it shall be included in the system price as a separate line item. Additionally, the Contractor will be required to meet the ever-changing requirements with Federal and State of California labor laws, regulations and mandates including change in sick leave and overtime policy. Please specify if these are included with schedule updates, or if the new requirements will incur additional cost. The Contractor shall describe its software update or upgrade policy and provide a definition of “update” or “upgrade.” Specifically:

- How frequently and under what circumstances is updated software provided?

- How will the City be notified of available updates?

- What is involved in implementing an update?

- What is included in an upgrade or update?

- Will the City incur any costs to the Contractor to implement updates?

- Does the Contractor ever charge for updates or new versions of products licensed to the City?

- How frequently does the Contractor release new, enhanced versions of the software?

- With new versions, what is the contractor’s approach to migration from earlier versions?

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CONTRACTOR SELECTION PROCESS

Proposals will be analyzed and the award made to the most responsive and responsible Contractor

whose proposal conforms to the solicitation and whose proposal is considered to be most advantageous

to the City. The following evaluation factors will also be considered when reviewing the proposals:

Evaluation Criteria Points

Ability to meet requirements as specified in Proposal Requirements and Scope of Work

listed above.

25

Demonstrated understanding of the service requested 20

Demonstrated experience in performing similar work and qualifications of the firm and

assigned individuals

20

Project plan to fulfill the service required; work/time of integration with the Oracle

PeopleSoft HCM, Payroll for North America version 9.2 System

20

Fees charged, overall price 10

Feedback from references regarding qualifications to succeed on this project 5

The City will act as the sole judge of the merit and qualifications of the materials and services offered and

accept whatever proposal is deemed to be in the best interest of the City. The award of the contract will

be all or nothing to one Contractor.

1. The city reserves the right to:

a. Reject any or all submittals;

b. Request clarification of any submitted information;

c. Waive any informalities or non-material irregularities in any proposal;

d. Not enter into any contract;

f. Cancel this process at any time;

g. Amend this process at any time;

h. Enter into negotiations with one or more firms

I. Issue similar solicitations in the future; or request additional information from prospective

Contractors.

Prior to contract award, the City may require Contractors to demonstrate its solution to the selection committee at no cost to the City.

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GENERAL TERMS AND CONDITIONS

1. Public Information The City reserves the right to retain all proposals submitted and to use any ideas in a proposal regardless of whether that proposal is selected. Submission of a proposal indicates acceptance by the company of the conditions contained in the Request for Proposal, unless clearly and specifically noted in the document submitted and confirmed in contract between the City and the company selected.

2. Confidential Information Any information deemed confidential or proprietary should be clearly identified by the Contractor as such. It will be protected and treated with confidentiality only to the extent permitted by California State Law considering public information. Otherwise, the information shall be considered a public record.

3. Request for Proposal Provisions The City reserves the right to amend, alter, or revoke this Request for Proposal at or before the due date and time of proposal. Any modifications, clarification, or additions will be distributed via email as an addendum and will be posted on the City Website.

4. Proposal Preparation Cost There is no express or implied obligation for the City to reimburse responding companies for any expenses incurred in preparing proposals in response to this Request for Proposal.

5. Late Proposals Any required documents received after the exact due date and time will be rejected and returned to the prospective Contractor unopened.

6. Withdrawal of Proposal Contractors may modify or withdraw their proposal, either personally or by written request, at any time prior to the scheduled closing time of proposals. Such requests should be directed to the Purchasing Supervisor.

7. Inaccuracies or Misinterpretations If, in the course of the Request for Proposal process or in the administration of a resulting contract, the City determines that a Contractor has made a material misstatement or misrepresentation or that materially inaccurate information has been provided to the City, Contractor may be terminated from the Request for Proposal process or in the event a contract has been awarded, the contract may be immediately terminated.

8. References All Contractors shall provide a list of at least five (5) references for which Contractors provided similar services and software. References should be of comparable size and scope to the City of Escondido and preferably located in the State of California. Contractor shall list the company name, address, phone number, contact person, and any additional applicable information about the company.

9. Warranty All hardware equipment warranties shall not be less than one (1) year from the date of satisfactory installation for all equipment.

10. Optional Features Contractors may elect to provide recommendations and pricing for optional features, if deemed beneficial to the City. Pricing for optional features shall NOT be included in the minimum requirements pricing.

11. Business License The successful Contractor shall be required to obtain a City of Escondido Business License prior to the award of the contract.

12. Signature

All proposals shall be signed in the name of the Contractor and shall bear the original signature in longhand of the persons duly authorized to sign the proposal. Obligations assumed by such signature shall be fulfilled.

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13. Attorney Fees In the event that the City should prevail in any litigation brought by either party, to enforce any provisions of this proposal, Contractor shall pay to the City the cost and attorney fees incurred pursuant to said litigation. This RFP is governed by the laws of the State of California. Venue for all actions arising from this contract shall be exclusively in the state or federal courts located in San Diego County, California.

14. Right to Reject Proposal The City reserves the right to reject any or all proposals, to waive any non-material irregularities or information in any proposal, and to accept or reject any items or combination of items. The City is not obligated to explain any deficiencies in their proposal, nor accept requests for justification from Contractors not selected. All proposals submitted become property of the City.

15. Right to Conduct Personal Interviews The City reserves the right to conduct personal interviews or require oral presentations of any or all contractors prior to selection.

16. Right to Request Additional Information The Contractor shall furnish additional information as the City may reasonably require. The City reserves the right to make investigation of the qualifications of the Contractor as it deems appropriate.

17. Right to Determine Financial Responsibility and Viability The City reserves the right to request Contractor information pertaining to the financial stability of the Contractor sufficiently comprehensive to allow an appraisal of the Contractor’s current financial condition.

18. Understanding the Services to be Performed By submitting a proposal, the Contractor certifies that he/she has fully read and understands the Request for Proposal and has full knowledge of the scope, nature, quantity, and quality of service to be performed. Contractor understands that he/she will enter into a written contract and furnish the item(s) or complete the work in the time specified, and strictly confirm to the City of Escondido specifications.

19. Award of Contract Proposals will be analyzed and the award made to the responsible Contractor whose proposal conforms to the solicitation and is considered to be the most advantageous to the City, taking into consideration not just the proposal price, but also the evaluation criteria set forth in the request for proposal. If the successful Contractor does not execute a contract with the City within forty-five (45) days after notification of award, the City may give notice to the successful Contractor of the City's intent to select from the remaining Contractors or to call for new proposals, whichever the City deems appropriate.

20. Service Contract Term The City is requesting a (3 year) service agreement term, to begin approximately December 2018 thru December 2021. The City will issue an annual purchase order in conjunction with our fiscal year period, based on satisfactory performance and mutual agreement between the City and the awarded Contractor. City’s funding of this Agreement shall be on a fiscal year basis and is subject to annual appropriations. Contractor acknowledges that the City is a municipal corporation, is precluded by the State Constitution and other laws from entering into obligations that financially bind future governing bodies, and that, therefore, nothing in this Agreement shall constitute an obligation of future legislative bodies of the City or State to appropriate funds for purposes of this Agreement. Accordingly, the parties agree that the terms within this Agreement are contingent upon appropriation of funds.

21. Contract Pricing The prices provided in the response to the Request for Proposal shall remain firm for one hundred and eighty (180) days. In the event of a conflict between the Contractor’s unit price and extended price, the unit price will prevail. All orders issued against this proposal shall be delivered and invoiced at the fixed cost or less due to decrease in the market for the term of this contract. All Proposal pricing shall be F.O.B. destination. Bids other than F.O.B. destination shall be considered non-responsive and will be rejected. Prices shall include all freight, delivery and set-up charges.

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Proposal pricing shall include all applicable federal, state and local sales taxes.

22. City Provisions to Prevail The City’s standard General Terms and Conditions shall govern any contract award. Any standard terms and conditions of the Contractor shall not be acceptable to the City unless expressly agreed to by the City by separate document. The City reserves the right to reject a proposal containing unacceptable conditions as non-responsive as a condition of evaluation or award of the proposal.

23. Termination for Default a) The City may, by written notice of default to the successful Contractor (subject to the provisions of

paragraph (c) below) terminate the whole or any part of this contract in any one of the two following circumstances:

1) If the successful Contractor fails to make delivery of the supplies or to perform the services within the time specified herein or any extension thereof; or

2) If the successful Contractor fails to perform any of the other provisions of this contract or so fails to make progress to endanger performance of this contract in accordance with its terms and in either of these two circumstances does not cure such failure within a period of ten (10) business days after receipt of notice from the Purchasing Supervisor specifying such failure.

b) In the event the City terminates this contract in whole or in part, as in paragraph (a) of this clause, the City may procure, upon such terms and in such manner as the Purchasing Supervisor may deem appropriate, supplies and services similar to those so terminated and the Contractor shall be liable to the City for any excess costs for such similar supplies or services provided that the successful Contractor shall continue the performance of this contract to the extent not terminated under the provisions of this clause.

c) The successful Contractor shall not be liable for any excess costs, if the failure to perform the contract arises out of causes beyond the control and without the fault or negligence of the successful Contractor. Such causes may include, but are not restricted to, acts of God or of the public enemy, acts of the City in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restriction, strikes, freight embargoes, and unusually severe weather; but in every case the failure to perform shall be beyond the control and without the fault or negligence of the successful Contractor.

d) If after notice of termination of this contract under the provisions of this clause is determined by any reason that the Contractor was not in default under the provisions of this clause, or that the default was excusable under the provisions of this clause, the rights and obligations of the Contractor shall be the same as if notice of termination for convenience had been issued pursuant to such clause.

e) The City reserves the right to terminate for convenience, and cancel the contract at any time with thirty (30) days prior written notice of its intent to terminate. This termination does not include any leases that are in place at the time of cancellation.

24. Assignment of Contract

The successful Contractor shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations without the consent of the City and of his sureties, if any. All payments made pursuant to this contract shall only be made payable to successful Contractor.

25. Independent Contractor The successful Contractor shall be an independent Contractor while engaged in carrying out the terms and conditions of the purchase order and will NOT be considered an officer or agent of the City. The successful Contractor shall maintain adequate insurance to protect his interest during term of the contract.

26. Equal Employment Opportunity THE SUCCESSFUL CONTRACTORS SHALL COMPLY WITH ALL EQUAL EMPLOYMENT OPPORTUNITY PROVISIONS of federal, state and local non-discrimination laws, orders, regulations and guidelines as may be applicable to the Contractor and be in effect during the performance of the contract.

27. Public Services Agreement Contractor’s submitting a proposal shall be prepared to use the City’s standard contract from rather than its own contract form, a Sample Public Services Agreement is attached. The City will provide two (2) complete sets of the Public Services Agreement to the successful Contractor. Both sets shall be executed and returned to the City of Escondido. Services may not commence until the Public Service Agreement is executed.

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28. Royalties, Licenses and Patents Unless otherwise specified, the successful Contractor shall pay all royalties, license and patent fees. The successful Contractor warrants the materials to be supplied do not infringe any patent, trademark or copyright. The successful Contractor agrees to defend any and all suits, actions and claims for infringement that are brought against the City and to indemnify and hold harmless the City from all loss or damages whether general, exemplary or punitive, as a result of any claims against the City pursuant to the terms of this contract.

29. Contractor’s Invoices Invoices shall be prepared and submitted in duplicate to: City of Escondido, Accounts Payable, 201 N. Broadway, Escondido, CA 92025. Separate invoices are required for each purchase order. Invoices shall contain the following information: Purchase Order number, item number, description of supplies or services, sizes, units of measure, quantities, unit prices and extended totals. Invoices should include all applicable sales or other taxes, and shall be remitted to appropriate agencies on the City’s behalf. All payments made pursuant to this contract are not assignable and shall only be made payable to the seller.

30. Payment Terms The City’s payment terms are Net 30 days from date of invoice. No pre-payment or partial up front down payment will be made for any goods or services. Contractor shall be paid monthly for work performed satisfactorily under this contract.

31. Public Agency Clause It is intended that other public agencies (e.g., city districts, public authorities, municipal utilities, public school districts and other political subdivisions or public corporations of California) shall have the option to participate in any award made as a result of this solicitation. The City of Escondido shall incur no financial responsibility for their order placement and payments to the Contractor. This option shall not be considered in proposal evaluation. State whether said option is granted:

______________ ______________

YES NO

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NON-COLLUSION AFFIDAVIT

SHALL BE EXECUTED BY CONTRACTOR AND SUBMITTED WITH PROPOSAL

(Public Contract Code Section 7106)

The undersigned declares:

I am the _____________________ of _________________, the party making the foregoing bid.

The bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation. The bid is genuine and not collusive or sham. The contractor has not directly or indirectly induced or solicited any other contractor to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any contractor or anyone else to put in a sham bid, or to refrain from bidding. The contractor has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the contractor or any other contractor, or to fix any overhead, profit, or cost element of the bid price, or of that of any other contractor. All statements contained in the bid are true. The contractor has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, to any corporation, partnership, company, association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid, and has not paid, and will not pay, any person or entity for such purpose.

Any person executing this declaration on behalf of a contractor that is a corporation, partnership, joint venture, limited liability company, limited liability partnership, or any other entity, hereby represents that he or she has full power to execute, and does execute, this declaration on behalf of the contractor.

I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct and that this declaration is executed on ________, at __________________, ___.

_______________________________________ _______________________________________ Signature Signature

Title Title Of Of APPROVED AS TO FORM:

OFFICE OF THE CITY ATTORNEY MICHAEL R. MCGUINESS, City Attorney By: _______________________________

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PRICING SECTION

Pricing information shall be provided using the form provided below. Pricing sheet shall include all the items listed under the System Requirement Section. The Contractor shall supply the amount needed, unit prices, and extended prices for the proposed solution, including all hardware, software, installation, shipping, and training. Clearly identify any optional services or equipment proposed and include pricing on a separate Price Sheet for Optional Services/Equipment. Shipping and any applicable taxes should be listed separately. Prices shall be guaranteed for 180 days following proposal due date. The proposed system shall include first year support, maintenance, and updates of the software to begin upon system acceptance.

PRODUCTS QUANTITY UNIT PRICE TOTAL PRICE 1000 employees

Tax

Installation

Shipping

Training

Support

Hardware and Software Maintenance for System - First Year

Total System Cost First Year

Estimated Annual Hardware and Software Maintenance Costs for Proposed System/ Year Two

Estimated Annual Hardware and Software Maintenance Costs for Proposed System /Year Three

Estimated Annual Hardware and Software Maintenance Costs for Proposed System/Year Four

Estimated Annual Hardware and Software Maintenance Costs for Proposed System/Year Five

Estimated Annual Hardware and Software Maintenance Costs for Proposed System/Year Six

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EXHIBIT A

CITY OF ESCONDIDO PUBLIC SERVICES AGREEMENT

This Agreement is made this ___________ day of__________, 20__.

Between: CITY OF ESCONDIDO a Municipal Corporation 201 N. Broadway Escondido, California 92025 Attn:_______________ 760-xxxx ("CITY") And: [Name] [Street address] [City, state, zip code] [Attn: (name of contact)] [Insert telephone number] ("CONTRACTOR")

WHEREAS, the CITY and CONTRACTOR desire to enter into this Agreement for the per-

formance of services;

NOW, THEREFORE, it is mutually agreed as follows:

1. Description of Services. CONTRACTOR will furnish all of the services described in "Attachment A," which is attached and incorporated by this reference. CONTRACTOR agrees to diligently perform such services to their completion, with professional quality and technical accuracy.

2. Compensation. The CITY will pay and CONTRACTOR will accept in full payment for the above work, the sum of $____________. Any breach of this Agreement will relieve CITY from the obligation to pay CONTRACTOR, if CONTRACTOR has not corrected the breach after CITY provides notice and a reasonable time to correct it. If this Agreement is amended at any time, additional compensation of CONTRACTOR contained in subsequent amendment(s) shall not exceed a cumulative total of ten percent (10%) of the maximum payment provided for in this Section 2.

3. Term and Time of Performance. CONTRACTOR shall start working within one (1) week from City's notice to begin. CONTRACTOR shall diligently perform and complete the work by _____________. Extension of terms or time of performance may be made only upon the City's written consent.

4. Scope of Compensation. CONTRACTOR will be responsible for performance of the tasks specified in the Description of Services in “Attachment A.” No compensation will be provided for any other tasks without specific prior written consent from the CITY.

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5. Performance. CONTRACTOR shall faithfully perform in a proficient manner, to the satisfaction of the CITY, all the work or services described in the Description of Services, above.

6. City Property. All original documents, drawings, electronic media, and other material prepared by CONTRACTOR under this Agreement immediately becomes the exclusive property of the CITY, and may not be used by CONTRACTOR for any other purpose without prior written consent of the CITY.

7. Insurance Requirements.

a. The CONTRACTOR shall secure and maintain at its own cost, for all operations, the following insurance coverage, unless reduced by the City Attorney:

(1) General liability insurance. Occurrence basis with minimum limits of $1,000,000 each occurrence, $2,000,000 General Aggregate, and $1,000,000 Products/Completed Operations Aggregate; and

(2) Automobile liability insurance of $1,000,000 combined single-limit per accident for bodily injury and property damage, unless waived as provided in 7(b) below; and

(3) Workers' compensation and employer's liability insurance as required by the California Labor Code, as amended, or certificate of sole proprietorship; and

b. It is the parties’ understanding that the use of a motor vehicle is not a primary subject of this Agreement. CONTRACTOR acknowledges that operating a motor vehicle is outside the scope of this Agreement and occurs only at the convenience of CONTRACTOR. A waiver of automobile liability insurance is only effective if both sets of initials appear below, otherwise such insurance is required.

Acknowledged by CONTRACTOR _______________________

Waiver appropriate by CITY ____________________________

c. Each insurance policy required above shall be acceptable to the City Attorney.

(1) Each policy shall provide for written notice within no more than thirty (30) days if cancellation or termination of the policy occurs. Insurance coverage shall be provided by an A.M. Best's A- rated, class V carrier or better, admitted in California, or if non-admitted, a company that is not on the Department of Insurance list of unacceptable carriers.

(2) All non-admitted carriers will be required to provide a service of suit endorsement in addition to the additional insured endorsement.

(3) Both the General Liability and the Automobile Liability policies shall name the CITY specifically as an additional insured under the policy on a separate endorsement page. The endorsement shall be ISO Form CG2010 11/85 edition or its equivalent for General Liability endorsements and CA 20-01 for Automobile Liability endorsements.

(4) The General Liability policy shall include coverage for bodily injury and property damage arising from CONTRACTOR’s work, including its on-going operations and products-completed operations hazard.

(5) The General Liability policy shall be primary and noncontributory and any insurance maintained by CITY is excess.

d. In executing this Agreement, CONTRACTOR agrees to have completed insurance documents on file with the CITY within fourteen (14) days after the date of execution. Failure

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to comply with insurance requirements under this Agreement will be a material breach of this Agreement, resulting in immediate termination at CITY’s option.

8. Indemnification. CONTRACTOR (which in this paragraph 8 includes its agents, employees and subcontractors, if any) agrees to indemnify, defend, and hold harmless the CITY from all claims, lawsuits, damages, judgments, loss, liability, or expenses, including attorneys’ fees, for any of the following:

a. Any claim of liability arising out of the negligence or any acts or omissions of CONTRACTOR in the performance of this Agreement;

b. Any personal injuries, property damage or death that CONTRACTOR may sustain while using CITY-controlled property or equipment, while participating in any activity sponsored by the CITY, or from any dangerous condition of property; or

c. Any injury or death which results or increases by any action taken to medically treat CONTRACTOR.

Stormwater Indemnification. CONTRACTOR shall further indemnify, defend, and hold harmless CITY and its officers, employees, and agents from and against any and all liabilities, claims, actions, causes of action, proceedings, suits, administrative proceeds, damages, fines, penalties, judgments, orders, liens, levies, costs and expenses of whatever nature, including reasonable attorney’s fees and disbursements, arising out of any violation, or claim of violation of the San Diego Municipal Storm Water Permit (Order No. R9-2013-0001), as amended or renewed, of the California Regional Water Quality Control Board Region 9, San Diego, which CITY might suffer, incur, or become subject by reason of or occurring as a result of or allegedly caused by the construction of the Project or the Improvements.

9. Anti-Assignment Clause. Since the CITY has relied on the particular skills of CONTRACTOR in entering this Agreement, CONTRACTOR may not assign, delegate, or sublet any duty or right under this Agreement, or any portion of the Description of Services. Any such purported assignment, delegation, or subletting will void this entire Agreement, unless the CITY has previously approved such action in writing. Unless CONTRACTOR assigns this entire Agreement, including all rights and duties herein, to a third party with the CITY’S written consent, CONTRACTOR shall be the sole payee under this Agreement. Any and all payments made pursuant to the terms of this Agreement are otherwise not assignable.

10. Costs and Attorney's Fees. In the event that legal action is required to enforce the terms and conditions of this Agreement, the prevailing party will be entitled to reasonable attorneys' fees and costs.

11. Independent Contractor. CONTRACTOR is an independent contractor and no agency or employment relationship is created by the execution of this Agreement.

12. Merger Clause. This Agreement and its Attachments, if any, are the entire understanding of the parties, and there are no other terms or conditions, written or oral, controlling this matter. In the event of any conflict between the provisions of this Agreement and any of its Attachments, the provisions of this Agreement shall prevail.

13. Anti-Waiver Clause. None of the provisions in this Agreement will be waived by CITY because of previous failure to insist upon strict performance, nor will any provision be waived because any other provision has been waived by CITY, in whole or in part.

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14. Severability. The invalidity in whole or in part of any provision of this Agreement will not void or affect the validity of any other provisions of this Agreement.

15. Choice of Law. This Agreement is governed by the laws of the State of California. Venue for all actions arising from this Agreement shall be exclusively in the state or federal courts located in San Diego County, California.

16. Multiple Copies of Agreement/Counterparts. Multiple copies and/or counterparts of this Agreement may be executed, including duplication by photocopy or by computerized scanning device. Each duplicate will be deemed an original with the same effect as if all the signatures were on the same instrument. However, the parties agree that the Agreement on file in the office of the Escondido City Clerk is the copy of the Agreement that shall take precedence should any differences exist among copies or counterparts of the document.

17. Provisions Cumulative. The foregoing provisions are cumulative and in addition to and not in limitation of any other rights or remedies available to the CITY.

18. Notices to Parties. Any statements, communications or notices to be provided pursuant to this Agreement shall be sent to the attention of the persons indicated below. Each party agrees to promptly send notice of any changes of this information to the other party.

19. Business License. The CONTRACTOR is required to obtain a City of Escondido Business License prior to execution of this Agreement.

20. Compliance with Applicable Laws, Permits and Licenses. CONTRACTOR shall keep itself informed of and comply with all applicable federal, state, and local laws, statutes, codes, ordinances, regulations, and rules in effect during the term of this Agreement. This shall include, but not limited to, all California Labor Code laws regarding payment of prevailing wages and all OSHA regulations. CONTRACTOR shall obtain any and all licenses, permits, and authorizations necessary to perform the services set forth in this Agreement. Neither CITY, nor any elected nor appointed boards, officers, officials, employees, or agents of CITY, shall be liable, at law or in equity, as a result of any failure of CONTRACTOR to comply with this section.

21. Prevailing Wages. If applicable, pursuant to Section 1770 et seq. of the Labor Code, CONTRACTOR agrees that a prevailing rate and scale of wages, in accordance with applicable State and Federal Law, will be paid in the carrying out of this Agreement. CONTRACTOR shall keep itself informed of and comply with all applicable federal, state, and local laws, statutes, codes, ordinances, regulations, and rules pertaining to the payment of prevailing wages. The prevailing rate and scale to be paid shall be the same as the ‘General Prevailing Wage Rates’ approved by the Department of Industrial Relations as of the date of the execution of this Agreement. Said rates and scales are herein referred to and adopted in this Agreement as though fully and completely set forth herein, and said scale as adopted by the Department is made a part of this Agreement by reference. Copies of the prevailing rate of per diem wages are available on the Intranet at (http://www.dir.ca.gov/DLSR). Neither CITY, nor any elected nor appointed boards, officers, officials, employees, or agents of CITY, shall be liable, at law or in equity, as a result of any failure of CONTRACTOR to comply with this section.

22. Immigration Reform and Control Act of 1986. CONTRACTOR shall keep itself informed of and comply with the Immigration Reform and Control Act of 1986. CONTRACTOR affirms that as a licensed Contractor and employer in the State of California, all new employees shall produce proof of eligibility to work in the United States within the first three days of employment and that only employees legally eligible to work in the United States will be employed on this public project. CONTRACTOR agrees to comply with such provisions before commencing and continuously throughout the performance of this Agreement.

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IN WITNESS WHEREOF, the parties below are authorized to act on behalf of their organizations, and have executed this Agreement as of the date set forth below.

CITY OF ESCONDIDO

DATE: ___________________ ___________________________

Signature

___________________________

Department or Division Head

___________________________

(Contractor Name)

DATE: ___________________ ___________________________

(Contractor Signature)

___________________________

(Title)

APPROVED AS TO FORM:

OFFICE OF THE CITY ATTORNEY

MICHAEL R. MCGUINNESS, City Attorney

BY: __________________________

THE CITY OF ESCONDIDO DOES NOT DISCRIMINATE AGAINST QUALIFIED PERSONS WITH DISABILITIES.

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CITY OF ESCONDIDO

DATE: ___________________ ___________________________

Jeffrey R. Epp

City Manager

___________________________

(Contractor Name)

DATE: ___________________ ___________________________


___________________________

(Title)




BY: __________________________


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CITY OF ESCONDIDO

DATE: ___________________ ___________________________

Sam Abed

Mayor

___________________________

Diane Halverson

City Clerk

___________________________

(Contractor Name)

DATE: ___________________ ___________________________


___________________________

(Title)




BY: __________________________


Documents

EXHIBIT D - MODEL REQUEST FOR PROPOSALS AND …