Enterprise Resource Planning (ERP) System and Implementation Services

Transcription

1 THE SAN JOAQUIN COUNCIL OF GOVERNMENTS REQUEST FOR PROPOSAL FOR Enterprise Resource Planning (ERP) System and Implementation Services Issue Date October 15, 2014 Response Due Date/Time January 13, 2015 before 2:00 PM Pacific Time

2 This Page Intentionally Left Blank San Joaquin Council of Governments Page a

3 Table of Contents 1. RFP Overview Project Objectives SJCOG Overview Current Environment ERP System Requirements Proposal Submission Requirements Proposal Evaluation General Requirements Appendix A Professional Services Agreement San Joaquin Council of Governments Page b

4 1. RFP Overview 1.1 Purpose of RFP The San Joaquin Council of Governments (SJCOG, also Agency ) has issued this Request for Proposals (RFP) to solicit responses from qualified vendors offering the functionality and features identified to replace the Agency s current Regional Council Management System (RCMS). The Agency seeks a qualified firm (Proposer) with the experience, expertise, and qualifications to provide a fully integrated, proven state-of-the-art solution (ERP system) along with the professional services specified in this RFP to complete the implementation of the ERP system. 1.2 Summary of ERP System Requirements Functional Requirements At a minimum, the proposed ERP system should provide integrated functionality (meaning that the individual components of the system utilize a shared repository of information and processes to ensure that all users have access to the same information, that redundant data entry is not required and that each of the components has a similar look and feel ): Financial Management - General Ledger - Accounts Payable - Accounts Receivable - Bank Account Management and Reconciliation - Time Reporting and Tracking - Budgeting - Loan Amortization - Requisitions / Purchasing - Travel expense re-imbursement Audit Management Human Resources Integration with 3 rd -party Payroll Processing Integration with 3 rd -party contact management system (if this functionality is not provided by the proposed ERP system) These requirements are further documented in Section 5, ERP Requirement, and the following functions are highly desired but not mandatory (which should be taken to mean that the Agency will not sacrifice the completeness of the mandatory functionality in order to obtain support for these requirements): Asset and Inventory Management Grant Management San Joaquin Council of Governments Page 1

5 Contract Management Program, and Project Management Capital Project Management. 1.3 Implementation Services In addition to the software functionality identified above, the Agency is seeking a Proposer to provide professional services that will ensure a successful implementation. The professional services should include the following: Project Management Software installation and configuration Implementation consulting Business Process Review Training Documentation Software maintenance and support Post-Implementation support Technical Requirements Software as a Service (SaaS) The Agency is also interested in evaluating both locally installed solutions and cloud-based service and support models. Proposers are encouraged to offer alternatives to the traditional license purchase approach. If alternatives are offered, the Proposer shall clearly identify what is being offered and the pricing to allow the Agency to fully evaluate the offering as compared to the traditional licensing approach Implementation Requirements The Agency desires to begin the project on or about Monday, March 30, 2015 and complete all implementation activities by the end of December, 2015, with actual use of the new ERP system beginning in January, The Agency is prepared to make user resources available as needed, but has limited IT resources. The Agency is open to subsequent phases to implement additional modules or features/functions. The Agency is looking for Proposers to craft an approach that is consistent with the Agency s expectations and resources. If Proposers are not able to meet this timeline, they are encouraged to propose an alternative timeline for the Agency to consider. 1.4 RFP Timelines Table 1, RFP Schedule of Events, identifies the RFP schedule that will be followed. Table 1 RFP Schedule of Events (All times are for the Pacific Time Zone (PT)) RFP EVENT DATE/TIME Agency Issues RFP October 15, 2014 Deadline for Proposer Questions October 28, 2014, 5:00 PM PT Agency Posts Responses to Questions November 5, 2014, 5:00 PM PT San Joaquin Council of Governments Page 2

6 RFP EVENT DATE/TIME Deadline for Proposal Submission January 13, 2015, 2:00 PM PT Agency Completes Evaluations January 26, 2015 Finalist(s) Notified & Provided Proof-of-Capabilities (POC) Packet January 28, 2015 Proof of Concept Demonstration(s) February 17 25, 2015 Contract Negotiations March 2 March 20, 2015 Award of Proposal & Contract Execution March 27, 2015 Proposers should be aware that finalist(s) will be required to participate in a 1 to 2 day scripted proof-ofcapabilities demonstration to allow staff to fully understand the proposed solution. This shall be a scripted demonstration using scenarios developed by the Agency to permit the Agency to evaluate critical product functionality rather than a generic demonstration of the product. Proposers must be prepared to invest the time and resources in the proof-of-capabilities demonstration to be successful in this procurement. SJCOG reserves the right, at its sole discretion, to adjust this schedule as it deems necessary. Notification of any adjustment to the RFP Schedule of Events will be provided to all Proposers who comply with Section 1.9, Intent to Propose. 1.5 RFP Coordinator All communications concerning this RFP must be submitted in to the RFP Coordinator identified below. The RFP Coordinator will be the sole point of contact for this RFP. Ms. Grace Orosco Chief Accountant San Joaquin Council of Governments 555 E. Weber Avenue Stockton, CA [email protected] Ph: Proposer contact with anyone else in the Agency is expressly forbidden and may result in disqualification of the Proposer s bid. 1.6 Proposal Preparation Costs The Agency will not pay any costs associated with the preparation, submittal, or presentation of any proposal. 1.7 RFP Amendment and Cancellation The Agency reserves the unilateral right to amend this RFP in writing at any time. The Agency also reserves the right to cancel or reissue the RFP at its sole discretion. If an amendment is issued, notification shall be provided to all Proposers complying with Section 1.9, Intent to Propose, and the amendment posted on the Agency s website, Proposers shall respond to the final written RFP and any exhibits, attachments, and amendments. San Joaquin Council of Governments Page 3

7 1.8 Questions Pertaining to the RFP Specific questions concerning the RFP should be submitted via to the RFP Coordinator (Please see Section 1.5) prior to the deadline specified in Section in Section 1.4, RFP Timeline. Proposer questions should clearly identify the relevant section of the RFP and page number(s) related to the question being asked. The questions submitted and the Agency s responses shall be posted on the Agency s website ( 1.9 Intent to Propose Each Proposer who plans to submit a proposal should register by to the RFP Project Coordinator (Section 1.3). The should indicate the Proposer's intent to respond to this RFP. The should include: Proposer name Name and title of Proposer main contact Address, telephone and facsimile number, and address The Intent to Propose does not bind Proposers to submitting a proposal Proposal Submittal Proposals will be submitted no later than the Deadline for Proposal Submission as identified in Section 1.4, RFP Timeline. Proposers assume the risk of the method of delivery chosen. The Agency assumes no responsibility for delays caused by any delivery service. A Proposer's failure to submit a proposal as required before the deadline may cause the proposal to be disqualified. Proposers must submit in a sealed package one (1) original, signed Master, four (4) copies, and one (1) electronic copy (a single.pdf file containing all submitted material is strongly encouraged) on a CD or Thumb Drive. Please note that Section 8, Pricing, shall be provided in a separate, sealed, envelope and labelled as provided below, and additionally identified as Section 8 Pricing. Proposer shall similarly provide (1) original, four (4) copies, and one (1) electronic copy of Section 8. The proposal package shall be mailed, couriered, or hand delivered to the Agency at: San Joaquin Council of Governments 555 E. Weber Avenue ATT: ERP RFP Coordinator Stockton, CA The package should be clearly labeled as follows: ATT: Ms. Rebecca Calija / GO Proposal for ERP System and Implementation Services Name of Proposing Firm Proposer s Address Proposer s Contact Person Proposer s Telephone Number San Joaquin Council of Governments Page 4

8 All proposals must be received by the Agency before 2:00 p.m. (by the clock located in Agency s office) on the Deadline for Proposal Submission date as indicated in Section 1.2. Proposals received after this time and date may be returned unopened. Postmarks will not be accepted as proof of receipt Public Records Law Pursuant to California Government Code Section 6250, public records may be inspected and examined by anyone desiring to do so, at a reasonable time, under reasonable conditions, and under supervision by the custodian of the public record. All submitted proposals are subject to this code section. San Joaquin Council of Governments Page 5

9 2. Project Objectives With this RFP, the Agency seeks to replace its existing Regional Council Management System (RCMS) with a proven, commercial-off-the-shelf (COTS) ERP system. The new ERP system should meet the following objectives: Provide a single, comprehensive, and tightly integrated solution to manage the Agency s business functions Streamline business processes through automation, integration, and workflows Provide enhanced reporting capabilities to improve decision making Promote the implementation of processes based on best practices Provide a user friendly and intuitive user interface to promote system use, productivity, and to minimize the need for training Eliminate the need for offline shadow systems including spreadsheets, etc. to support financial activities and to track project expenditures and status Eliminate the need for redundant data entry Improve and provide necessary reports and access to data through inquiry or drill down capabilities, including mandated reports for auditing Provide interface capabilities Provide ability to grow within the proposed solution. The Agency s goal is to gain efficiencies and to update existing processes, focusing on the elimination of shadow systems; improving the timeliness, accuracy, and consistency of information; and improving internal operations. The replacement of RCMS has been identified as a high priority for the Agency and is driven by the following factors: The RCMS cannot meet the Agency s future technology platform goals The need to procure and implement a long-term business solution that is provided by a vendor that supports continual innovation to encourage implementation of best business practices (i.e. encourage streamlining and automation of standard business transactions, enhanced processing and on-line capabilities, etc.) The need to improve internal process and realize operational efficiencies through the use of technologies such as workflow and document management The need to provide improved reporting and staff access to finance, budgeting, payroll, and billing data and information. San Joaquin Council of Governments Page 6

10 3. SJCOG Overview San Joaquin County (SJC) is strategically located in Northern California s dynamic growth corridor and is defined as the east gate way to the Bay Area. The County has become a de-facto part of the Bay Area by virtue of its location and the re-location of workers and companies in the Bay Area. According to the 2010 Census, of the 233,208 residents representing the employed workforce in San Joaquin County, 114,609 commute outside of the region to their job. Out of the number of San Joaquin County commuters traveling outside of the region, approximately 20% of them travel over the Altamont pass for employment into the greater Bay Area. SJCOG is a joint-powers authority comprised of the County of San Joaquin and the cities of Stockton, Lodi, Manteca, Tracy, Ripon, Escalon, and Lathrop. SJCOG serves as the regional transportation planning agency, which provides a forum for regional decision-making on issues such as growth, transportation, environmental management, housing, open space, air quality, fiscal management, and economic development. SJCOG also takes a look at population statistics, airport land use, habitat and open space planning, and other regional issues. Generally, SJCOG S role is to foster intergovernmental coordination, both within San Joaquin County, as well as with neighboring jurisdictions, the other regional agencies for the San Joaquin Valley, the State of California and various Federal agencies. A fifteen-member Board composed of twelve locally elected officials and three ex-officio members directs the Council of Governments. The Board has three members of the San Joaquin County Board of Supervisors, three members of the Stockton City Council and one member from each of the County s six other cities. The ex-officio members are a Port of Stockton of Commissioner, a San Joaquin Regional Transit District Board member, and Caltrans District 10 s Director. The mission of SJCOG is to partner with local governments, the private sector, and community groups as the forum, facilitator, and administrator of regional programs, and to advocate for regional and interregional issues in the development of a comprehensive strategy to achieve resolutions. 3.1 Organization The Board of Directors allocates funding to build transportation improvements and establishes regional transportation policies and programs. Citizens, special or community interest groups, and other agencies are involved in the planning and approval process. Areas of public participation include SJCOG's committees and task forces as well as attending workshops or public forums and providing input on planning decisions. As depicted in Figure 1, SJCOG Organization Chart, the Agency s departments include: Under the Manager of Administrative Services: - Administration Under the Deputy Director, Planning, Programming, and Project Delivery - Capital Project Delivery - Comprehensive Planning, Modeling, and Air Quality - Transportation Programming - Communications San Joaquin Council of Governments Page 7

11 - Aviation, Transportation, and Transportation Demand Management Under the Deputy Executive Director, Chief Financial Officer (CFO) - Information Technology - Finance - Habitat Planning. Figure 1 SJCOG Organization Chart San Joaquin Council of Governments Page 8

12 3.2 Specific Roles of SJCOG Some of the specific roles of the San Joaquin Council of Governments are described below: Airports - State law requires all counties with public use airports to establish an Airport Land Use Commission. SJCOG serves the region as the Airport Land Use Commission to assure that surrounding land uses are compatible with the airports, based on the Federal Aviation Administration s recommended height, noise and safety rules Census Data and Statistics - SJCOG serves as the Census Data Center for San Joaquin County. The agency receives, compiles, and dispenses the latest information on population, employment, business, and income characteristics Collaborative Decision-Making - SJCOG brings together the community through forums, retreats, legislative trips, and public meetings to tackle priority issues for the region Commute Connection - To help commuters make the transition from driving alone to a convenient ride-share option, the SJCOG operates Commute Connection. The program offers commuter matching and employer outreach services and promotes carpooling, bicycling, vanpooling and public transit Freeway Service Patrol - Operated by SJCOG with Caltrans and the California Highway Patrol, the program offers free motorist assistance on Interstate 205. SJCOG currently is providing FSP during the construction of highway projects on Interstate 5 and Highway 99. Tow trucks patrol these routes, assisting disabled vehicles in order to reduce congestion and increase traffic safety Funding - Working closely with its member agencies, SJCOG makes funding decisions to design and build transportation projects throughout the region Habitat - This is a plan to protect, preserve, and promote the region. SJCOG oversees the habitat and open space conservation plan for San Joaquin County. SJCOG brings together interested parties to examine issues related to development, agriculture, public plans and endangered species Measure K - SJCOG administers the local transportation sales tax program, better known as Measure K. San Joaquin voters approved the ½ cent sales tax to finance a specific list of transportation improvement projects/programs which cover a wide range of maintenance, roadway improvement, bicycle/pedestrian, and transit needs Regional Transportation - Regional transportation planning is a major function of SJCOG. As the state-designated Regional Transportation Planning Agency and the federally-designated Metropolitan Planning Organization, SJCOG prepares regional plans, programs, applications, and studies. 3.3 Project Sponsor This project is being carried under the immediate control of the Deputy Executive Director / CFO and with the full support of the Agency s Board, management team, and staff. San Joaquin Council of Governments Page 9

13 4. Current Environment 4.1 Technology Standards Table 2 Current Technology Standards, identifies the Agency s current technology standards. Proposers are required to confirm conformance to these requirements or clearly articulate proposed alternatives. Table 2 Current Technology Standards Technology Current Standard Database SQL 2008 or Higher Server OS Windows Server 2008 R2 or Higher Desktop OS Microsoft Windows 7 or Higher Server Hardware Dell Desktop Hardware Dell Laptop/Mobile Hardware Dell Office Productivity Microsoft Office 2010 or Higher (migration to Office 365 is planned for 2015) Browser IE 10 or Higher, Chrome, Firefox, Safari Server/Client MS Exchange Server 2010 Virtual Environment Microsoft Hyper-V Storage Area Network (SAN) Dell NX 3100 Active Directory Single Sign-On using Microsoft Active Directory 4.2 Existing System Use and Processes This section provides a high-level overview of how the Agency uses RCMS, as well as information about manual processes performed outside of the system using shadow processes including spreadsheets and ad-hoc databases used to report and manage financial and project information. The Agency relies on RCMS to record a wide-range of financial transactions and workflows including: General Ledger, Accounts Payable, Accounts Receivable, Budgeting, Purchasing, Time Reporting, and HR / Payroll (although the actual generation of payroll and handling of deductions, etc., is sourced to Paychex ( Specific challenges being experienced by Agency management and staff include: The Agency is funded through multiple sources. The FY2014/15 budget alone identifies 40 separate SJCOG funding sources, many of which have specialized reporting and auditing requirements. These funding sources include: - Federal Funds, including Consolidated Planning Grant Funds, PL Funds from the Federal Highway Administration (FHWA) for Metropolitan Planning Organizations, Federal Transit Administration (FTA) Funds - State Funding Sources, including Transportation Development Act (TDA) funds, various State Planning Grants, Freeway Service Patrol, and Proposition 1B funds San Joaquin Council of Governments Page 10

14 - Local funding sources, including Transportation Development Act - Local Transportation Fund (LTF), Member Jurisdictions, Fees, and Local Transportation Authority (Measure K/Renewal) funds The use of a wide range of spreadsheets, other agency (such as CalTrans) information systems, and ad-hoc databases to manage grant, program, and project financial transactions with the complication that since the receipt and disbursement of funds is handled exclusively by the TH accounting system, staff performs additional work to reconcile the information contained in the TH accounting system with the information in the spreadsheets, etc. Contracts, programs, and projects administered by the Agency (particular capital projects) span multiple fiscal years The controls in the time reporting functions in TH are not sufficiently rigorous and staff members can charge time to tasks that are either closed or that no longer have any hours / budget available resulting in additional work in Finance to re-allocate these hours Some of the programs administered by the Agency (particularly those undertaken by Measure K ) involve the commitment of matching funds by the jurisdictions sponsoring the projects Automated workflows are needed to remind program managers when contracts or grants are nearing expiration and to notify executives when actions to renew them are not taking place in a timely manner The Agency staff is overly burdened by the work related to the handling of paper documents and the storage of information in multiple repositories. 4.3 Key Business and Operational Volumes Table 3 Key Business and Operational Volumes, provides Proposers with key information that will help promote an understanding of the current environment. San Joaquin Council of Governments Page 11

15 Table 3 Key Business and Operational Volumes Category Detail Number of Expected Users Core Users (Finance) 5 Number of Expected Users Casual Users (Program 32 Staff) Number of GL Accounts Does not include funds, departments Number of Funds 8 Current Vendor Master File Total 555 Average # of Line Items Per PO Average Purchase Orders Per Year 90 Average Invoices Per Year 5,000 Average 1099 s 40 Average AP Checks Per Year 2,000 Number of Items Inventoried (If any) 975 Fixed Assets Tracked (if any) Number of Asset Types 9 Current Employees Full Time 33 full time Current Employees Part Time Number of Agency Job Classifications Payroll Cycles 26 Number of Active Billing Clients 35 Average Number of Credit Card Transactions Yearly 800 General Fund = 180 MK = 80 MK Renewal = 90 LTF = 40 STA = 30 RTIF = 20 SJCOG INC = 110 Commute Connection INC = 6 SJCOG tracks a limited number of fixed assets including: Habitat Easements, Office Building, Furnishings, Multi-Media, Computer systems and Office Equipment, Automobile. Leased computers are tracked separately We have 21 job descriptions which fall into 10 position classifications on our salary schedule San Joaquin Council of Governments Page 12

16 5. ERP System Requirements The Agency seeks a proven, fully integrated ERP public sector solution. It is seeking to modify existing business processes to take advantage of best practices where feasible, and will be looking to select a system that supports the implementation of best practices. More specifically, the ERP system should provide the following general capabilities: Provide replacement capabilities for current financial processing All transactions are processed in real-time and immediately available for inquiry and reporting Fully integrated system where data is only entered once Robust security capabilities with the ability to integrate to MS Active Directory Ability to use workflow capabilities and be available across all appropriate modules The system should accommodate role based security Reporting should be user friendly, allowing staff to create and/or obtain reports or to export data with minimal training Robust audit and transaction logging capabilities. The remainder of this section assumes the responder has the ability to meet standard finance functions, and capabilities the Agency is seeking from a new system above the basic functionality inherit to most COTS systems. Proposers must respond to each section to explain how the proposed system meets the needs of the Agency, as well as, identify features and functions that can further improve Agency processes. The functional requirements in this section are broken out as follows: Financial, Record Keeping, and HR Functionality Contract, Grant, Program, and Project Management Functionality Productivity and Information Sharing Functionality General and Security Functionality Data Conversion (ETL) Requirements (Optional) Software as a Service (SaaS) Requirements (Optional) Product Direction and Viability Requirements Technical Requirements Capital Project Functionality (Optional). San Joaquin Council of Governments Page 13

17 5.1 Financial, Record Keeping, and HR Functionality The Agency seeks an ERP system that provides the financial, record keeping, and human resources functionality as itemized in this section General Ledger 1. Manage all of the Agency s revenues and expenditures including the ability to define additional categories as needed. 2. Create and budget and task numbers based on Agency s overall work program. 3. Support budget and expense reporting and financial analysis. 4. Create journal entries; including one-time, recurring, allocations and distributions, and ability to apply reversal. 5. Automated year-end closing of revenue and expenditure accounts, posting of balances to subsequent year beginning balances. 6. Capture multiple dates; transactional dates, posting dates, data entry dates, etc. 7. Support Sub-ledgers. 8. Support cost accounting, distributed purchases, payments, labor costs, activities, and projects. 9. Allow for configuration of workflows and approval options. 10. Integrate with specialized Bank Reconciliation/Treasury Management functions designed to support AP Check, Payroll Check and general account reconciliation activities. 11. Support out of the box reporting and inquiry ability to address budget vs actual, expense reporting, journal reporting, transactional reporting Accounts Payable 1. Receive invoices electronically, log them, and queue to staff member for processing. 2. Prepare invoices for payment including the apportionment of the invoice to specific accounts and then electronically route for review and approval. 3. Automatically identify and flag invoices for which the amount due or payment terms are not consistent with contract provisions. 4. Track contract balances, issue payments from bank account, enter 1099 information. 5. Run reports via vendor, task, and expense category. 6. Enter information and generate reports detailing vendor contact information for specific time periods. 7. Perform month-end processing for A/R including rolling information to the G/L and reconciling project costs to the G/L. 8. Allow payment of multiple invoices from a vendor with a single check and generate a remittance advice. 9. Provide accounting for deposits and retention based payments. 10. Generate multiple page checks. 11. Capture an image of the check and attach it to the vendor record. 12. View the purchase order image, invoice image and payment image in vendor inquiry. 13. Automatically calculate payment discounts. 14. Automatically calculate taxes as appropriate for items being paid. 15. Assign shipping and tax amounts at time of data entry. 16. Split charges among several funds, programs, projects, etc. 17. Short close a PO. 18. Recognize re-billable expenses and automatically create a workflow task to generate invoice for recovery of expenses. 19. CA EDD reporting requirements for independent contractors. 20. Record vendor information including address and web site address. 21. Provide security by user for viewing or changing the tax ID or social security number field in the vendor master record. San Joaquin Council of Governments Page 14

18 22. Attach relevant document images to accounts payable items (i.e. invoice, purchase order, payment, and receipt documents). 23. Provide workflow support for check issuance and invoice approvals. 24. Allow staff to view vendor detailed payment history (i.e. see all PO s outstanding and payments made). 25. Support 1099 reporting requirements. 26. View and select vendor information by a search feature or criteria, including business type. 27. Select active vendors Accounts Receivable 1. Provide multiple levels of control in the generation of invoices (creator, reviewer, etc.). 2. Create and generate individual invoices. 3. Create and generate recurring invoices including the ability to specify the billing cycle. 4. Generate invoices based on specified triggering criteria. 5. Re-bill third party costs. 6. Automatically recognize revenue and create receivable on creation of the invoice. 7. Age and track receivables. 8. Apply payments to invoices. 9. Allocate payments to multiple accounts Bank Account Management and Reconciliation 1. Create records for bank accounts. 2. Electronically capture bank statements. 3. Transfer funds between accounts. 4. Reconcile the bank account to the G/L Budgeting 1. Model allocation of indirect costs to grants and to automatically allocate. 2. Develop multi-year budgets. 3. Multi-level approval and rolling. 4. Support projection modeling for what if scenarios. 5. Provide options for seeding budgets with historical data (e.g., last year s actuals) or developing zerobased budgets. 6. Support rules for budget transfers and adjustments during current budget year. 7. Develop standardized and ad-hoc budget reports. 8. Allow for justification data and background entered by departments as supporting content to stay with line item entries through budget roll-up cycles. 9. Support for base-line budgeting. 10. Support for priority based budgeting, including expanding the existing chart of accounts to include programs. 11. Provide employee budgeting, possibly using actual Payroll data to populate employee budgets, and add positions with known salary and benefits from tables. 12. Update tables with various rates, including COLA rates, variable benefits, fixed benefits, and other personnel related rates. 13. Modify budgets at mid-year and more often as needed. 14. Provide on-line queries including drill-down & drill-across functionality for under-lying details. 15. Include justification details by budget line item in reporting. 16. Provide user-configurable extracts to various file output formats (including.xlsx,.xls,.txt, etc.). 17. Provide ability to check available budgets on rollup to higher level of an organization set. San Joaquin Council of Governments Page 15

19 5.1.6 Time Reporting and Tracking 1. Charge time to a specific task. 2. Control which individuals can charge time to a task. 3. Queue time reports to supervisors for approval. 4. Enable supervisors to modify time reports as needed. 5. Create and execute queries regarding time sheet completion and approval by unit or for entire agency. 6. Enable next-tier manager to approve time sheets for a supervisor. 7. Track vacation, sick, administrative time and other benefits. 8. Generate reports showing staff usage of vacation, sick, administrative time, etc Payroll 1. Support use of third-party service (Paychex) for payroll processing including the ability to export information to the third-party service. 2. Support the importation of data from a third-party service including deductions, etc Leases, Loans, and Investments 1. Provide the ability recognize interest earned and post to G/L. 2. Track renewable loans and lines of credit including the generation and routing of tasks for loan and lease renewals. 3. Provide the ability to create amortization schedules and import amortization schedules Audit Management 1. Create, maintain, and generate audit reports including the ability to include stored documents in the audit report Asset Management 1. Enter lease information and track leases. 2. Track computer and other equipment loans. 3. Record and track fixed assets including the ability to categorize as depreciable or non-depreciable, owned or leased. 4. Record and track disposal of assets including the recognition of any revenue realized through disposal Administration and Record Keeping 1. Create and track travel documents and route for approval as specified. 2. Enter and manage information for miscellaneous accounts. 3. Enter and track INC easements. 4. Track the review of development applications within the Agency Human Resources 1. Make extensive use of table-based, start and end date driven salary maintenance options. 2. Provide the ability to generate pre-defined and ad-hoc reports that provide data on applicant, employment, certification, training, evaluation, leave of absence, termination, status scenarios, etc. 3. Provide workflow and self-service options supporting W-4 changes, time-off requests, cash-out requests, employee profile changes, beneficiary changes, open enrollment, employee actions/events tracking (salary increases, reclassifications, etc.); automatically notify providers when a change of address is submitted. 4. Track certifications including expiration and compensation modification triggers; provide the ability to specify required certifications by job title. 5. Support employee evaluation management including related due date triggers/notifications and document storage. San Joaquin Council of Governments Page 16

20 6. Provide ability for next-tier managers to review status of employee evaluations by unit. 7. Support employee photo/profile management including integration with HR Inquiry and employee file maintenance screens. 8. Provide tools and features to support recruitment and applicant tracking. 5.2 Contract, Grant, Program, and Project Management Functionality Contract Management 1. Enter contract information including contact information, project and task information, milestone payment schedule, payment terms, incentives, etc. 2. Initiate payment request based on completion of milestone and route for approval. 3. Scan contract documents, status reports, and staff documents and include in the contract file including e- mail messages. 4. Track contract status including payments, amendments, renewal status, changes in contact information, etc. 5. Generate notifications based on contract expiration date. 6. Monitor the status of contracts and generate notifications based on Agency-specified criteria Grant, Program and Project Management 1. Track Grants, including funding entity, status of grant application, renewal dates, status reporting dates, grant budget and amount funded. 2. Allocate indirect costs to Grant, Programs, and Projects and to track and report indirect costs to granting agencies. 3. Track specific grant requirements such as DVBE, LBE, SBE participation, etc. and generate compliance reports. 4. Create programs and projects for Grants. 5. Create multiple projects for programs including the budgeted amount. 6. Create multiple tasks per project including budgeted amount per task. 7. Create a new set of tasks for each FY. 8. Allocate staff to tasks including budgeted and actual hours. 9. Identify by task whether over-time hours can be reported. 10. Open and close tasks for time-reporting. 11. Generate scheduled and ad-hoc reports regarding program and project status including hours billed to date and by period, actual billed hours vs. budgeted hours to date and by period, etc. 12. Provide ability for a staff member to own multiple projects. 13. Provide ability for next-tier management to designate and modify project owners. 14. Generate and track vouchers. 15. Index and include electronic documents in Grant / Program / Project folders such as risk management plans, etc. 16. Import and export project data to programs such as MS Project (i.e., milestones, dates, and payment per milestone). 5.3 Productivity and Information Sharing Functionality Workflow 1. Provide the ability to define standard workflows including the triggers that initiate the workflow, the routing of the task, allocation of the task to staff members based on availability and backlog, time standards for completion of tasks, and automatic notifications. 2. Provide the ability to manage workflows including the ability to review the status of tasks and to redirect tasks as needed. 3. Provide the ability to define and execute ad-hoc workflows as needed. San Joaquin Council of Governments Page 17

21 4. Track transactions submitted for approval and review with the date/time stamp. 5. Automate approval notification both at the system level and via the Agency s system. 6. Provide the ability to implement best practice workflow templates for all core financial, payroll, and personnel transactions (i.e. payables processing purchase orders, G/L transaction approval, payroll processing, budgeting, etc.). 7. Provide the ability to Integrate with the Agency s system to assist in the notification and approval steps. 8. Create custom workflows based on Agency business rules. 9. Employ a rich set of attributes in determining what users participate in which steps in the approval processes (e.g. GL number segments, unique groupings, project/task codes, object/spend category codes, consideration of roles, etc.) information Sharing and Integration 1. Provide a user-customizable application program interface (API) to enable the generation and receipt of XML-based transactions. 2. Provide a user-customizable API to generate ASCII-delimited and other flat file interfaces. 3. Provide support for integration with Paychex for payroll processing. 4. Provide the ability to map development applications and other documents stored in the ERP system to parcels in the Agency s GIS system Document Management 1. Link scanned and electronic documents to Agency work plan components including grants, programs, projects, tasks, and contracts. 2. Enable users to annotate electronic documents. 3. Permit electronic documents that are classified as confidential to be viewed only by users possessing the appropriate security level. 4. Permit the specification of rules for the automated archiving of electronic documents and for compliance with records retention requirements Online Queries and Reports 1. Enable users to generate reports from a menu of standard reports. 2. Enable users to specify, save, modify, and execute ad-hoc queries including the ability to specify selection criteria and the data elements to be returned. 3. Enable users to export data from standard reports and ad-hoc queries in standard MS Office compatible formats including.xls..xslx,.txt, etc. 5.4 General and Security Functionality General Functionality 1. Browser-based, compatible with IE 10 and IE User Interface should be intuitive, consistent (within and across modules), and well designed. 3. One-time/single-points of data entry to eliminate re-keying of information. 4. Robust search capabilities for data analysis and inquiry, 5. Ability to drill-down and drill-across from a transaction view to the supporting source data and documents if added. 6. Ability to easily export information directly to Excel, Adobe, flat file formats, etc. 7. Provide user-defined tables, fields, screens, reports, hot keys, and business rules/workflows. 8. Ability to modify setup/configuration (i.e. setup codes, report parameters, etc.) without the assistance of the proposer San Joaquin Council of Governments Page 18

22 9. Ability to apply access security by role, individual or member of group and apply rules for exception based on functions, departmental data, etc. 10. Comprehensive online help, documentation and training materials Security and Auditability Functionality 1. Provide controls based on roles and responsibilities (e.g. creator, reviewer, approver). 2. Provide role-based controls for configuration and management of the ERP system. 3. Be designed to enable secure Internet-based access. 4. Log information regarding system activity including modifications to data elements (including the user that added or changed the information), the date and time of the action, the specific data field involved, and the prior field value. 5. Log failed system access attempts and automatically disable logon-ids after successive failed logon attempts. 5.5 Data Conversion (ETL) Requirements (Optional) The Agency does not anticipate the need for the automated conversion of data from the current accounting system to the new ERP system; however, proposers should indicate whether their solution includes tools to extract, transform, and load (ETL) data. 5.6 Software as a Service (SaaS) Requirements (Optional) The Agency is highly interested in the receipt of proposals that provide for the remote hosting of the ERP functionality (Software as a Service, SaaS). The Agency has the following requirements for SaaS solutions: 1. Proposer must provide assurances that Agency data will be protected from destruction, and unauthorized access and/or modification. 2. The service and the data must be hosted and provided from a facility within Southwestern area of the United States and preferably within the State of California. 3. The proposer must describe their provisions for business continuity and disaster recovery. The Agency expects the ERP system to be available as needed including 99% available during normal working hours (i.e., from 7AM Pacific Time through 7PM Pacific Time, Monday through Friday), and to meet contracted performance requirements 99% of the time 4. The proposer must describe how new versions of the ERP system, or revisions to existing versions, will be reviewed with the Agency prior to installation, and the Agency s options to decline, if need be, the upgrade. 5. The proposer must be able to provide a Service Level Agreement (SLA) for the delivery of services. A sample SLA should be provided with the proposal. 5.7 Product Direction and Viability Requirements The Agency desires to procure a product that will continue to evolve to meet new requirements. Proposers should describe the status of the core products in the proposed solution relative to the product lifecycle and their approach for the ongoing development and enhancement of these core products, including the addition of new features and functions and migration over time to new and emerging technologies. San Joaquin Council of Governments Page 19

23 5.8 Technical Requirements The Agency desires to leverage its existing technology infrastructure and IT staff expertise to support the implementation of the new system. Information regarding the Agency s technology infrastructure is provided in Section 4.1, Technology Standards, Table 2 Current Technology Standards. Proposers are required to confirm conformance to these requirements or clearly articulate proposed alternatives. 5.9 Capital Project Functionality (Optional) The Agency periodically undertakes capital projects on behalf of its member communities. These projects have many of the same attributes (and functional requirements) as for the management of contracts, grants, programs, and projects; however, they tend to be more complex, span multiple fiscal years, and involving multiple vendors, contracts, contract amendments, and the participation of multiple funding agencies. The Agency is interested in receiving proposals from ERP system providers with experience in adapting their products for the management of capital projects; however, the Agency s highest priority is in obtaining robust functionality for the core financial requirements itemized in Section 5.1. San Joaquin Council of Governments Page 20

24 6. Proposal Submission Requirements 6.1 General Instructions The Agency discourages lengthy and costly proposals. Proposals should be prepared simply and economically and provide a straightforward, concise description of the Proposer s company, qualifications, proposed solution, and capabilities to satisfy the requirements of this RFP. Emphasis should be on completeness and clarity of content. Glossy sales and marketing brochures are not necessary or desired. Proposals must be organized consistent with the outline provided in this section of the RFP. Proposers must follow all formats and address all portions of the RFP set forth herein providing all information requested. Proposers may retype or duplicate any portion of this RFP for use in responding to the RFP, provided that the proposal clearly addresses all of the Agency's information requirements. 6.2 Proposal Format Proposals must be structured, presented, and labeled in the following manner: Cover Letter Table of Contents Section 1 - Executive Summary Section 2 Company Background Section 3 Company Qualifications Section 4 References Section 5 Proposed Solution Section 6 Implementation Approach Section 7 Other Requirements Section 8 Pricing (To be provided as a separate document, in a separate envelope, labelled as provided in Section 1.10, Proposal Submittal) Section 9 Software Licensing and Maintenance Agreements. Proposals should be prepared on standard 8 1/2" x 11" paper and printed on 2 sides. All proposal pages should be numbered. Failure to follow the specified format, to label the responses correctly, or to address all of the subsections may, at the Agency s sole discretion, result in the rejection of the Proposal. Cover Letter The proposal must include a cover letter that provides the following: a) Proposer s legal name and corporate structure; b) Proposer s primary contact to include name, address, phone, and San Joaquin Council of Governments Page 21

25 c) Identification of use of subcontractors and scope of work to be performed by subcontractors: d) Identification of any pending litigation against the Proposer; e) Disclosure of any bankruptcy or insolvency proceedings in last 10 years; f) Statement of the Proposer s credentials to deliver the services sought under the RFP; g) Statement indicating the proposal remains valid for at least 120 days; h) Statement that the Proposer or any individual who will perform work for the Proposer is free of any conflict of interest (e.g., employment by the Agency); i) Statement of acknowledgement that the Agency s legal documents have been reviewed and accepted with or without qualification. If qualifications are involved, those items requiring adjustment or modification must be identified and listed along with suggested modifications to the contract. If no modifications are noted, the Agency will assume that the proposer is capable of performing all normal tasks and services without reservation or qualification to the contract; and j) Signature of a company officer empowered to bind the Proposer to the provisions of this RFP and any contract awarded pursuant to it. The Proposal Cover Letter should be concise and brief and not exceed 2 pages unless Proposer s exceptions to the Agency s legal documents require it. Table of Contents All pages are to be numbered and figures, tables, charts, etc. must be assigned index numbers and identified in the Table of Contents. Section 1 - Executive Summary This section of the proposal should provide a brief and concise synopsis of Proposer s proposal and a description of the Proposer s credentials to deliver the services sought under the RFP. The Executive Summary should not exceed 3 pages. Section 2 Company Background This section of the proposal should identify the following: 2.1 A brief description of the Proposer s background and organizational history; 2.2 A statement of how long the Proposer has been performing the services required by this RFP; 2.3 Identify the location of headquarters, technical support, and field offices; 2.4 Identify the location of office which would service the Agency; and 2.6 Identify Proposer s annual company revenues and profit for the last 3 company fiscal years. The Background section should not exceed 2 pages. San Joaquin Council of Governments Page 22

26 Section 3 Company Qualifications In this section of proposal, the Proposer should identify company qualifications and experience in implementing solutions similar to what the Agency is seeking: 3.1 Describe the Proposer s familiarity with public sector ERP systems and associated business processes, and experience with the requirements of the State of California; and 3.2 Identify your existing client base including the number of existing clients using the version/release of the software being proposed. Clearly identify the number of California public agency installations. The Company Qualifications section should not exceed 3 pages. Section 4 - References The Proposer must provide at least 5 references with at least 3 of the references for systems that have been implemented in the last 5 years. The Agency prefers references from California agencies of similar size and complexity to the Agency. For each reference, proposer must provide the following information: Agency name and contact information (i.e. name, title, address, phone, and ) Brief project description, including identifying the software version and modules implemented Number of agency employees Agency general fund budget Implementation Date Implementation timeline and cost. Section 5 - Proposed Solution In this section of the proposal, the Proposer should identify the proposed solution up to and including the following: 5.1 Provide a brief solution overview identifying origin of system, release history, current release being proposed, and number of operational installations for the proposed software solution; 5.2 Provide a written response to each area identified in Section 5 of the RFP. It is important to note that the level of detail must be sufficient to allow the evaluators to understand your product s features, functions, capabilities and shortcomings/challenges. Proposers are allowed to supplement their response to Section 5 using additional product information as an attachment to their proposal. However, at a minimum, Proposers must provide a written summary response at the module level such that the evaluators can obtain an adequate understanding how the proposed solution will meet the Agency s needs; 5.3 Identify any additional functionality or recommended modules or services that were not identified in RFP Section 5 but that the Proposer recommends that the Agency consider. Include a description of the features and functions of each additional proposed module; 5.4 Describe alternative service delivery models (i.e. Software-as-a-Service, Application Service Provider, Hosted, etc.) available to the Agency and indicate how these might impact the proposed solution; and San Joaquin Council of Governments Page 23

27 5.5 Confirm ability to conform to the requirements in RFP section 4.1 Technology Requirements or clearly articulate proposed alternatives. Section 6 - Implementation Approach and Work Plan The Proposer should identify the proposed implementation approach clearly identifying each phase, the timeline proposed, roles and responsibilities to be performed by the Proposer and those to be performed by the Agency. 6.1 Describe your implementation and project management methodology and approach to ensure a successful implementation; 6.2 Provide a project organization chart highlighting the key staff who will be assigned to the project. Provide bios for the project manager and other key assigned resources; 6.3 Provide a detailed work plan that identifies major activities, tasks, deliverables, and resources. The work plan should conform to the Agency s schedule and expectations identified in Section 1.3.2, Implementation Requirements. If you are recommending additional phases, please include those in the work plan so that the Agency can clearly understand what the additional phases would include and the timeline for their completion; 6.4 Describe the roles and responsibilities of the Agency staff during implementation and provide an estimated level of effort; 6.5 Please note that the Agency does not contemplate converting information from the RCMS to the new ERP system; however, please provide information on any data extraction and transformation tools provided with the proposed solution and the process to import that information into the new ERP system should it become necessary to do so; 6.6 Describe your training methodology and how you ensure users are prepared to use the New System; and 6.7 Describe how the use of any alternative service delivery models (see requirement 6.4) would impact the proposed implementation approach, work plan, and Agency staff level of effort. Section 7 Other Requirements In this section of the proposal, the Proposers should address the following items in a concise manner: 7.1 Describe ongoing maintenance, release/upgrade, and support services. At a minimum, Proposers should address the following items: Help desk processes and procedures Hours of support (stated in Pacific Standard Time) Escalation procedures Response time commitments; 7.2 Identify if there are solution user groups and/or user conferences; 7.3 Provide hardware and database specifications for the New System. As part of Proposer s response, confirm your acceptance of the Agency s technical standards; and San Joaquin Council of Governments Page 24

28 7.4 Describe the frequency that application patches and releases have been made available within the past two years. In addition, clearly identify the roles and responsibilities of the Agency to complete updates. Section 8 Pricing (Separate Document) The Agency seeks a clear and comprehensive understanding of all costs associated with the implementation and ongoing maintenance of the proposed system. In this section, the Proposer must itemize all costs associated with the implementation and ongoing maintenance. The Agency will evaluate proposals based on the Total Cost to Implement (TCI) and the Total Cost to Operate (TCO). TCI will include all costs required for a successful implementation. The TCO will be calculated based on TCI plus 5 years of annual maintenance fees. The Proposer s Price Sheet(s) must identify all costs required to complete a successful implementation to include: Software Licensing and Maintenance Costs Implementation Services - Project Management - Software installation and configuration - Implementation consulting - Business Process Review - Training - Documentation - Software maintenance and support - Post-Implementation support 3 rd party products required for the new ERP system (i.e. software, hardware) Consultant Travel. The Agency reserves the right to purchase the required ERP system hardware and database software independently based on the information provided by the Proposer. The Agency has provided Proposers an electronic (MS Excel) spreadsheet with a pricing template that must be completely filled out and included in Proposer s response. The Agency will evaluate Proposer price proposals based solely off the information provided in the Pricing Templates. The templates provide space for Proposers to identify any assumptions or comments that will ensure the Agency understands what is being proposed. The Proposer s response to the Pricing Section must include the following components. Software Licensing and Maintenance Price Sheet This section of the pricing proposal should clearly identify the proposed software modules that are required to meet the RFP requirements. Proposers are strongly encouraged to provide a detailed breakout of software module pricing in order to help the Agency assess the cost of the proposed solution. Proposers must identify the number of user licenses being proposed for each module and clearly describe the basis for software licensing and method to justify number of licenses being proposed San Joaquin Council of Governments Page 25

29 Implementation Services Price Sheet This section of the pricing proposal should clearly identify the quantity, hourly rate, and total cost for all professional services the Proposer will provide to ensure a successful implementation. Proposers are encouraged to provide a breakdown of the service categories that will be provided to support the implementation to allow evaluators to understand the level of effort, resources, and cost of services 3rd Party Products Price Sheet This section of the pricing proposal should clearly identify any third party software and/or specialty hardware that will be required to fully implement the proposed solution to meet the RFP requirements Optional Offerings Price Sheet This section of the pricing proposal should identify any optional product or service offerings the Proposer would like the Agency to consider. The Agency is interested in understanding and evaluating other products and services of the Proposers. If Proposers believe they have additional products and services that may be of interest to the Agency, please itemize that information in the Optional Offerings Price Sheet Consultant Travel This section of the pricing proposal should clearly identify the projected travel costs associated with Proposer s implementation services. The proposer should identify the anticipated number of trips, days of service per trip, and estimated per trip cost. The Agency will reimburse the selected Proposer based on actual trip expenses supported by receipts and documentation Professional Services Rate Price Sheet The Agency seeks hourly pricing for additional services that may be required during the implementation. Proposers should provide an hourly rate for any professional services categories offered as part of the proposal. If necessary, the Agency will use these rates to purchase additional services. Section 9 Software Licensing and Maintenance Agreements In this section, the Proposer must provide any software licensing and maintenance agreements that will be required to implement the Proposer s solution. San Joaquin Council of Governments Page 26

30 7. Proposal Evaluation An Evaluation Committee shall review all proposals to determine which Proposers have qualified for consideration. The evaluation will include at least an initial review and a detailed review. The initial review will evaluate all submissions for conformance to stated specifications to eliminate all responses that deviate substantially from the basic intent and/or fail to satisfy the mandatory requirements. Only those proposals that meet or exceed the intent of the mandatory requirements will be further evaluated. Submitted proposals will be evaluated on the following criteria: Quality, clarity, and responsiveness of proposal Ability to meet the needs of the Agency Innovation that supports the Agency s vision of becoming the Agency of the Future Well thought out timeline and roadmap for July 1, 2015 go live with an agreed upon phased approach negotiated during contract Proven technical ability to design, install and support the proposed system Demonstrated ability to work in a cooperative and collaborative manner with clients Anticipated value and price Perceived risk or lack thereof Company financial stability References for each application proposed Results of interviews, demonstrations, and site visits Ability to prepare and execute a contract in a timely manner Commitment to continually evolving the system to remain current with evolving best practices. The Agency reserves the right, at its sole discretion, to request clarifications of proposals or to conduct discussions for the purpose of clarification with any or all Proposers. The purpose of any such discussions shall be to ensure full understanding of the proposal. Discussions shall be limited to specific sections of the proposal identified by the Agency and, if held, shall be after initial evaluation of Proposals is complete. If clarifications are made as a result of such discussion, the Proposer shall put such clarifications in writing. San Joaquin Council of Governments Page 27

31 8. General Requirements 8.1 Collusion By submitting a response to the RFP, each Proposer represents and warrants that its response is genuine and made in the interest of or on behalf of any person not named therein; that the Proposer has not directly induced or solicited any other person to submit a sham response or any other person to refrain from submitting a response; and that the Proposer has not in any manner sought collusion to secure any improper advantage over any other person submitting a response. 8.2 Gratuities No person will offer, give or agree to give any Agency employee or its representatives any gratuity, discount or offer of employment in connection with the award of contract by the Agency. No Agency employee or its representatives will solicit, demand, accept or agree to accept from any other person a gratuity, discount or offer of employment in connection with an Agency contract. 8.3 Required Review and Waiver of Objections by Proposers Proposers should carefully review this RFP and all attachments, including but not limited to the Standard Professional Services Agreement, for comments, questions, defects, objections, or any other matter requiring clarification or correction (collectively called comments ). Comments concerning RFP objections must be made in writing and received by the Agency no later than the "Deadline for Written Questions and Comments" detailed in the Table 1, RFP Schedule of Events. This will allow issuance of any necessary amendments and help prevent the opening of defective proposals upon which contract award could not be made. Protests based on any objection will be considered waived and invalid if these faults have not been brought to the attention of the Agency, in writing, by the Deadline for Written Questions and Comments. 8.4 Nondiscrimination No person will be excluded from participation in, be denied benefits of, be discriminated against in the admission or access to, or be discriminated against in treatment or employment in the Agency s contracted programs or activities on the grounds of disability, age, race, color, religion, sex, national origin, or any other classification protected by federal or California State Constitutional or statutory law; nor will they be excluded from participation in, be denied benefits of, or be otherwise subjected to discrimination in the performance of contracts with the Agency or in the employment practices of the Agency s contractors. Accordingly, all Proposers entering into contracts with the Agency will, upon request, be required to show proof of such nondiscrimination and to post in conspicuous places, available to all employees and applicants, notices of nondiscrimination. 8.5 Proposal Withdrawal To withdraw a proposal, the Proposer must submit a written request, signed by an authorized representative, to the RFP Coordinator (Section 1.3). After withdrawing a previously submitted proposal, the Proposer may submit another proposal at any time up to the deadline for submitting proposals. San Joaquin Council of Governments Page 28

32 8.6 Proposal Errors Proposers are liable for all errors or omissions contained in their proposals. Proposers will not be allowed to alter proposal documents after the deadline for submitting a proposal. 8.7 Incorrect Proposal Information If the Agency determines that a Proposer has provided, for consideration in the evaluation process or contract negotiations, incorrect information which the Proposer knew or should have known was materially incorrect, that proposal will be determined non-responsive, and the proposal will be rejected. 8.8 Prohibition of Proposer Terms and Conditions A Proposer may not submit the Proposer's own contract terms and conditions in a response to this RFP. If a proposal contains such terms and conditions, the Agency, at its sole discretion, may determine the proposal to be a nonresponsive counteroffer, and the proposal may be rejected. 8.9 Assignment and Subcontracting The Contractor may not subcontract, transfer, or assign any portion of the contract without prior, written approval from the Agency. Each subcontractor must be approved in writing by the Agency. The substitution of one subcontractor for another may be made only at the discretion of the Agency and with prior, written approval from the Agency. Notwithstanding the use of approved subcontractors, the Proposer, if awarded a contract under this RFP, will be the prime contractor and will be responsible for all work performed and will be responsible for all costs to subcontractors for services provided by the Proposer. The Proposer is prohibited from performing any work associated with this RFP or using contractors for any service associated with this RFP offshore (outside the United States) Right to Refuse Personnel The Agency reserves the right to refuse, at its sole discretion, any subcontractors or any personnel provided by the prime contractor or its subcontractors. The Agency reserves the right to interview and approve all Proposer staff members. Proposer s staff may be subject to the Agency s background and drug testing processes at any time Proposal of Additional Services If a Proposer indicates an offer of services in addition to those required by and described in this RFP, these additional services may be added to the contract before contract signing at the sole discretion of the Agency Licensure Before a contract pursuant to this RFP is signed, the Proposer must hold all necessary, applicable business and professional licenses. The Agency may require any or all Proposers to submit evidence of proper licensure. San Joaquin Council of Governments Page 29

33 8.13 Conflict of Interest and Proposal Restrictions By submitting a response to the RFP, the Proposer certifies that no amount will be paid directly or indirectly to an employee or official of the Agency as wages, compensation, or gifts in exchange for acting as an officer, agent, employee, subcontractor, or consultant to the Proposer in connection with the procurement under this RFP. Notwithstanding this restriction, nothing in this RFP will be construed to prohibit another governmental entity from making a proposal, being considered for award, or being awarded a contract under this RFP. Any individual, company, or other entity involved in assisting the Agency in the development, formulation, or drafting of this RFP or its scope of services will be considered to have been given information that would afford an unfair advantage over other Proposers, and said individual, company, or other entity may not submit a proposal in response to this RFP Contract Negotiations After a review of the proposals and completion of the demonstration and POC, the Agency intends to enter into contract negotiations with the selected Proposer. These negotiations could include all aspects of services and fees. If a contract is not finalized in a reasonable period of time, the Agency will open negotiations with the next ranked service provider Execution of Contract If the selected Proposer does not execute a contract with the Agency within fifteen (15) business days after notification of selection, the Agency may give notice to that service provider of the Agency s intent to select from the remaining Proposers or to call for new proposals, whichever the Agency deems appropriate Right of Rejection The Agency reserves the right, at its sole discretion, to reject any and all proposals or to cancel this RFP in its entirety. Any proposal received which does not meet the requirements of this RFP may be considered to be nonresponsive, and the proposal may be rejected. Proposers must comply with all of the terms of this RFP and all applicable State laws and regulations. The Agency may reject any proposal that does not comply with all of the terms, conditions, and performance requirements of this RFP. Proposers may not restrict the rights of the Agency or otherwise qualify their proposals. If a Proposer does so, the Agency may determine the proposal to be a nonresponsive counteroffer, and the proposal may be rejected. The Agency reserves the right, at its sole discretion, to waive variances in technical proposals provided such action is in the best interest of the Agency. Where the Agency waives minor variances in proposals, such waiver does not modify the RFP requirements or excuse the Proposer from full compliance with the RFP. Notwithstanding any minor variance, the Agency may hold any Proposer to strict compliance with the RFP. San Joaquin Council of Governments Page 30

34 8.17 Disclosure of Proposal Contents All proposals and other materials submitted in response to this RFP procurement process become the property of the Agency. Selection or rejection of a proposal does not affect this right. All proposal information, including detailed price and cost information, will be held in confidence during the evaluation process. Upon the completion of the evaluation of proposals, the proposals and associated materials will be open for review by the public to the extent allowed by the California Public Records Act, (Government Code Section and ). By submitting a proposal, the Proposer acknowledges and accepts that the contents of the proposal and associated documents will become open to public inspection Proprietary Information The master copy of each proposal will be retained for official files and will become public record after the award of a contract unless the proposal or specific parts of the proposal can be shown to be exempt by law (Government code 6276). Each Proposer may clearly label part of a proposal as "CONFIDENTIAL" if the Proposer thereby agrees to indemnify and defend the Agency for honoring such a designation. The failure to so label any information that is released by the Agency will constitute a complete waiver of all claims for damages caused by any release of the information. If a public records request for labeled information is received by the Agency, the Agency will notify the Proposer of the request and delay access to the material until seven working days after notification to the Proposer. Within that time delay, it will be the duty of the Proposer to act in protection of its labeled information. Failure to so act will constitute a complete waiver Severability If any provision of this RFP is declared by a court to be illegal or in conflict with any law, the validity of the remaining terms and provisions will not be affected; and, the rights and obligations of the Agency and Proposers will be construed and enforced as if the RFP did not contain the particular provision held to be invalid RFP and Proposal Incorporated into Final Contract This RFP and the successful proposal will be incorporated into the final contract Proposal Amendment The Agency will not accept any amendments, revisions, or alterations to proposals after the deadline for proposal submittal unless such is formally requested, in writing, by the Agency Consultant Participation The Agency reserves the right to share with any consultant of its choosing this RFP and proposal responses in order to secure a second opinion. The Agency may also invite said consultant to participate in the Proposal Evaluation process Warranty The selected software proposer will warrant that the proposed software will conform in all material respects to the requirements and specifications as stated in this RFP, demonstrated in both the software San Joaquin Council of Governments Page 31

35 demonstration and subsequent proof-of-capabilities. Further, that the requirements as stated in this RFP will become part of the selected software proposer s license and the software proposer will warrant to the requirements. The selected proposer must warrant that the content of its proposal accurately reflects the software's capability to satisfy the functional/technological requirements as included in this RFP. Furthermore, the warranty, at a minimum, should be valid for the duration of the implementation and until final acceptance (as will be defined during the negotiation process) of all application modules included in the implementation Rights of the Agency The Agency reserves the right to: Make the selection based on its sole discretion Reject any and all proposals Issue subsequent Requests for Proposals Postpone opening proposals, if necessary, for any reason Remedy errors in the Request for Proposal process Approve or disapprove the use of particular subcontractors Negotiate with any, all, or none of the Proposers Accept other than the lowest offer Waive informalities and irregularities in the proposals Enter into an agreement with another Proposer in the event the originally selected Proposer defaults or fails to execute an agreement with the Agency. An agreement will not be binding or valid with the Agency unless and until it is approved by the Agency Council and executed by authorized representatives of the Agency and of the Proposer. San Joaquin Council of Governments Page 32

36 Appendix A Professional Services Agreement San Joaquin Council of Governments Page 33

37 MASTER CONSULTANT AGREEMENT BETWEEN THE SAN JOAQUIN COUNCIL OF GOVERNMENTS AND NAME OF CONSULTANT TITLE OF PROJECT

38 MASTER CONSULTANT AGREEMENT BETWEEN THE SAN JOAQUIN COUNCIL OF GOVERNMENTS AND NAME OF CONSULTANT This CONSULTANT AGREEMENT (hereinafter Agreement ), effective as of CONTRACT DATE is made and entered into by and between SAN JOAQUIN COUNCIL OF GOVERNMENTS a Joint Powers Authority established under California Government Code section 6500 et seq. (hereinafter SJCOG ) and, NAME OF CONSULTANT_(hereinafter Consultant ); I. Witnesseth WHEREAS, pursuant to the most recent SJCOG Joint Powers Agreement, SJCOG is authorized and empowered to employ Consultants and specialists in the performance of its duties and functions; and WHEREAS, SJCOG has determined that it is necessary and desirable to secure certain technical and professional services to prepare a PROJECT TITLE AND LOCATION; and WHEREAS, Consultant represents it is qualified and willing to provide such services pursuant to the terms and conditions of this Agreement; NOW, THEREFORE: The parties hereto do mutually agree as follows: This Agreement is fully comprised of these terms and the attached exhibits which are incorporated herein by reference. The exhibits attached to this Agreement are: Exhibit A - Work Plan Exhibit B - Project Team Exhibit C Project Schedule and Deliverables Exhibit D - Compensation II. Statement of Work Subject to the terms and conditions set forth in this Agreement, Consultant shall provide to SJCOG the services described in Exhibit A, in accordance with the provisions contained in Exhibit A, and according to the schedule and budget identified in Exhibits C and D. Consultant shall not be compensated for services outside the scope of Exhibit A unless otherwise agreed upon pursuant to Section VI of this Agreement

39 III. Project Managers During the performance of this Agreement, the representative project managers for SJCOG and Consultant will be: SJCOG: Consultant: SJCOG PROJECT MANAGER NAME CONSULTANT PROJECT MANAGER NAME IV. Term Time is of the essence in this Agreement. The term of this Agreement is START DATE through END DATE, unless an extension of time is granted in writing by SJCOG. The various phases involved in this project shall be completed as indicated in Exhibit "C", Schedule and Deliverables. However, Consultant shall not be responsible for delays caused by acts of God, agency reviews or delays from third parties. V. Assignability Consultant shall not assign any interest in this Agreement, and shall not transfer the same, without the prior written consent of SJCOG. VI. Modification of Agreement No alteration, modification or deviation of the terms of this Agreement shall be valid unless made in writing and signed by both parties. No oral understanding or agreement not incorporated herein, shall be binding on any of the parties. SJCOG may request, at any time, amendments to this Agreement and will notify Consultant in writing regarding changes. Upon a minimum of ten (10) days notice, Consultant shall determine the impact on both time and compensation of such changes and notify SJCOG in writing. Upon agreement between SJCOG and Consultant as to the extent of these impacts on time and compensation, an amendment to this Agreement shall be prepared describing such changes. Such amendments shall be binding on the parties if signed by SJCOG and Consultant, and shall be effective as of the date of the amending document unless otherwise indicated. VII. Costs and Reimbursements A. Maximum Agreement Amount/Budget Amendments The total sum billed under this Agreement shall not exceed BUDGETED AMOUNT, including all costs, overhead, and fixed fee expenses. Such billings, up to the specified amount, shall constitute full and complete compensation for Consultant's services. SJCOG shall pay Consultant for services rendered pursuant to this Agreement in accordance with the provisions 3

40 contained in Exhibit D. The payments specified in Exhibit D shall be the only payments to be made to Consultant for the services rendered pursuant to this Agreement unless otherwise agreed pursuant to Section VI. B. Progress Payments Consultant shall invoice SJCOG every month for services performed during the month s period. Supporting documentation on all expenses is required. Consultant shall be paid following the receipt and approval of each invoice by SJCOG. Progress payment invoices shall be numbered sequentially and identify the total Agreement amount, amount previously invoiced, current invoice, and remaining available amounts. A progress report describing the work performed needs to accompany each invoice C. Billing Format and Content Requisitions for payment shall refer to PROJECT TITLE, or as may be specified in a written notice by SJCOG. All billings shall be in the same format as Exhibit D. Specific budget category detail is given below: Hourly Labor Rates: This project will be billed on a time and materials basis using fixed billing rates, up to the Agreement maximum. All labor charges shall be billed on an hourly rate basis by class of employee, rate per hour and number of hours. (Anticipated personnel cost-of-living or merit increases, if any, should be reflected in the budget). 2. Subconsultant/Subcontractor Charges: All subconsultant/subcontractor billings (as applicable) shall identify the name of the subconsultant/subcontractor, the amount of work performed (as categorized in the budget), the reimbursement rate, the total amount billed, and the date and amount paid by Consultant. A copy of the sub consultant s invoice is required. 3. Overhead: All overhead shall be included in the fixed billing rate. 4. Direct Costs: All direct costs billed shall be specifically identified. Any travel costs shall not exceed the per diem and mileage rates payable to SJCOG employees. Any direct costs not specifically identified in the Agreement budget cannot be reimbursed. 5. Fixed Fee: A fixed fee on labor shall be included in fixed billing rate. D. Allowable Costs and Documentation All costs charged to this Agreement by Consultant shall be supported by properly executed payrolls, time records, invoices, and vouchers, evidencing in proper detail the nature and propriety of the charges. These records shall be maintained by Consultant for three years after 4

41 SJCOG makes final payment under this Agreement and shall be made available upon the request of SJCOG. Consultant shall also comply with Title 49, Code of Federal Regulations, Part 18, (Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments) in the procurement of services, supplies or equipment. E. Final Billing Final billing shall be received by SJCOG no later than 45 days after the end date of this Agreement. This Agreement will be closed no later than 90 days following the end date of this Agreement VIII. Progress Reports Consultant shall submit written progress reports with each invoice and shall specify, by task, the percentage of work completed to date and since the date of the preceding invoice, if any. The progress reports shall describe the status of work performed as identified in Exhibit A. The purpose of the reports is to allow SJCOG to determine if Consultant is completing the activities identified in Exhibit A in accordance with the agreed upon schedule, and to afford occasions for airing difficulties or special problems encountered so remedies can be developed. Consultant's Project Manager shall meet with SJCOG's Project Manager, as identified under Section III, as needed to discuss work progress. IX. Inspection of Work Consultant, and any subcontractors, shall permit SJCOG the opportunity to review and inspect the project activities at all reasonable times during the performance period of this Agreement including review and inspection on a daily basis. X. Staffing There shall be no change in Consultant's Project Manager, or members of the project team, without prior written approval by SJCOG. The Project Manager shall be responsible for keeping SJCOG informed of the progress of the work and shall be available for meetings with SJCOG Board, and its formal committees. XI. Subcontracting Consultant shall perform the work with resources available within its own organization, unless otherwise specified in this Agreement. No portion of the work included in this Agreement shall be subcontracted except as identified in Exhibit B of this Agreement, or with written authorization by SJCOG. All authorized subcontracts shall contain the same applicable provisions specified in this Agreement. XII. Termination of Agreement 5

42 A. Termination by SJCOG SJCOG may terminate or suspend this Agreement at any time by giving written notice to Consultant of such termination, and the effective termination date, at least thirty (30) days before the effective date of such termination. In such event, all finished or unfinished documents and other materials pertaining to this Agreement shall become the property of SJCOG. If this Agreement is terminated by SJCOG, as provided herein, Consultant shall be reimbursed for billings incurred prior to the termination date, in accordance with the cost provisions of this Agreement. B. Termination for Cause If Consultant shall fail to fulfill in a timely and proper manner its obligations under this Agreement, or if Consultant violates any of the covenants, provisions, or stipulations of this Agreement, SJCOG shall thereupon have the rights to terminate the Agreement by giving not less than ten (10) days written notice to Consultant of the intent to terminate and specifying the effective date thereof. SJCOG shall provide an opportunity for consultation with Consultant prior to termination. In such an event, all finished documents, data, studies, surveys, drawings, maps, models, photographs, reports or other materials prepared by Consultant under this Agreement shall become properties of SJCOG. If SJCOG terminates this Agreement, Consultant shall immediately suspend its activities under this Agreement, as specified in such notice. Consultant shall promptly deliver to SJCOG copies of all information prepared pursuant to this Agreement. Consultant shall be entitled to receive compensation for all satisfactory work completed prior to the effective date of termination XIII. Prevailing Wage and Compliance with Laws, Rules and Regulations A. Compliance With All Applicable Laws All services performed by Consultant pursuant to this Agreement shall be performed in accordance and full compliance with all applicable federal, state or local statutes, rules, and regulations. This includes compliance with prevailing wage rates and their payment in accordance with California Labor Code section 1770 et seq. B. Pay Prevailing Wage Pursuant to section 1770 et seq. of the California Labor Code, Consultant and any subcontractor shall pay not less than the prevailing wage. A determination of the general prevailing rates of per diem wages and holiday and overtime work where the work is to be performed is available for review upon request at the SJCOG offices. The General Prevailing Wage Determinations and the General Prevailing Wage Apprentice Schedules made by the Director of Industrial Relations are also now available on the Internet at Consultant shall post one copy of the prevailing rates of wages at the job site. Consultant shall forfeit as penalty to SJCOG the sum of 6

43 up to fifty dollars ($50.00) for each calendar day or portion thereof, and for each worker, including subcontractors workers, paid less than the prevailing rates under the Agreement. In addition, the difference between such prevailing wage rates and the amount paid to each worker for each calendar day or portion thereof for which each worker was paid less than the prevailing wage rate shall be paid to each worker by the Consultant as provided in section 1775 of the California Labor Code. C. Work Day Eight (8) hours labor constitutes a legal day s work. Workers shall be paid at a rate of one and one-half times the basic rate of pay for work in excess of eight (8) hours during a calendar day or forty hours during a calendar week of the foregoing hours. Consultant shall keep and make available an accurate record showing the name of each worker and hours worked each day and each week by each worker. As a penalty, Consultant shall forfeit fifty dollars ($50.00) for each worker, including subcontractors workers, for each calendar day during which the worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week without being paid the wages required by Labor Code Section D. Income Tax Forms Consultant shall issue W-2 forms or the forms as required by law for income and employment tax purposes for all of Consultant s assigned personnel. E. Payroll Record Keeping Consultant shall also comply with the payroll record keeping requirements of Section 1776 of the California Labor Code and shall be responsible for each subcontractor complying with the requirements of the California Labor Code sections 1770 et seq XIV. Standard of Performance Consultant shall perform all services required pursuant to this Agreement in the manner according to the standards currently observed by a competent practitioner of Consultant s profession in California. All products of whatsoever nature which Consultant delivers to the SJCOG pursuant to this Agreement shall be prepared in a professional manner and conform to the standards to quality normally observed by a person currently practicing in Consultant s profession. Consultant shall assign only competent personnel to perform. A. Independent Capacity XV. Conflict of Interest Consultant and the agents and employees of Consultant, shall act in an independent capacity in 7

44 the performance of this Agreement, and not as officers, employees or agents of SJCOG. No officer, member, or employee of SJCOG or other public official of the governing body of the locality or localities in which the work pursuant to this Agreement is being carried out, who exercises any functions or responsibilities in the review or approval of the undertaking or carrying out of the aforesaid work shall: Participate in any decision relating to this Agreement which affects his or her personal interest or the interest of any corporation, partnership, or association in which he has, directly or indirectly, any interest; or 2. Have any interest, direct or indirect, in this Agreement or the proceeds thereof during his or her tenure or for one year thereafter. B. Covenant of No Interest Consultant hereby covenants that it has, at the time of the execution of this Agreement, no interest, and that it shall not knowingly acquire any interest in the future, direct or indirect, which would conflict in any manner or degree with the performance of services required to be performed pursuant to this Agreement. Consultant further covenants that in the performance of this work, no person having any such interest shall be employed. XVI. Contingency Fees Consultant warrants, by execution of this Agreement, that no person or selling agency has been employed or retained to solicit or secure this Agreement upon an agreement or understanding for a commission, percentage, brokerage, or contingency fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by Consultant for the purpose of securing business. For breach or violation of this warranty, SJCOG has the right to terminate this Agreement without liability allowing payment only for the value of the work actually performed, or to deduct from the Agreement price, or otherwise recover, the full amount of such commission, percentage, brokerage, or contingency fee. XVII. Documentation The Consultant shall document the results of all work to the satisfaction of SJCOG. This may include, but not be limited to, preparation of progress and final reports, calculations, plans, specifications, estimates, evaluations, and other records. XVIII. Ownership of Documents Aerial photos, topographic mapping, tracings, plans, specifications, as-built plans, electronic files, technical data, evaluations, and all other documents prepared, assembled, or obtained by the Consultant under this Agreement shall be delivered to and become properties of SJCOG upon completion of the work pursuant to this Agreement. The basic survey notes and sketches, aerial 8

45 photos, topographic maps, charts, computations and other data assembled and prepared under this Agreement shall be made available, at any time, upon request to SJCOG without restriction or limitation on their use. XIX. Copyrights The Consultant shall not have copyrights of reports or products of this Agreement. A. Written Approval of SJCOG XX. Publication No report, information, or other data given to or prepared or assembled by Consultant pursuant to this Agreement, shall be made available to any individual or organization by Consultant without the prior written approval of SJCOG. B. Acknowledge SJCOG Any and all reports published by Consultant shall acknowledge that it was prepared in cooperation with SJCOG. Articles, reports, or works reporting on the work provided for herein or on portions thereof which are published by Consultant shall contain in the forward, preface, or footnote the following statement: The contents of this report reflect the views of the author who is responsible for the facts and the accuracy of the data presented herein. The contents do not necessarily reflect the official views or policies of the San Joaquin Council of Governments. This report does not constitute a standard, specification, or regulation. XXI. Disputes Except as otherwise provided in this Agreement, any dispute concerning a question of fact which is not disposed of by mutual agreement shall be decided by a court of competent jurisdiction in California XXII. Hold Harmless Consultant agrees to indemnify, defend (upon request of SJCOG) and hold harmless SJCOG, its officers, agents and employees from any and all actions, causes of action, claims, demands, costs, liabilities, judgments, penalties, losses, damages and expenses of whatsoever kind and nature (including attorney's fees) for injuries to or death of any person or persons, or damage to property of third persons arising out of, pertaining to, or relating to the negligent acts, errors or omissions, recklessness, or willful misconduct of the Consultant, its subcontractors, subconsultants or 9

46 agents, and their respective employees in the performance of the work to be provided pursuant to this Agreement. XXIII. Insurance On or before beginning any of the services or work called for by any term of this Agreement, Consultant, at its own cost and expense, shall procure, carry, maintain for the duration of the Agreement, and provide proof thereof that is acceptable to SJCOG the insurance specified in subsections A through C below with insurers and under forms of insurance satisfactory in all respects to the SJCOG. Consultant shall not allow any subcontractor to commence work on any subcontract until all insurance required of the Consultant has also been obtained for the subcontractor. Verification of this insurance shall be submitted and made part of this Agreement prior to execution. A. Workers Compensation Consultant shall, at Consultant s sole cost and expense, procure and maintain Statutory Workers' Compensation Insurance and Employer's Liability Insurance for any and all persons employed directly or indirectly by Consultant. Said Statutory Workers' Compensation Insurance and Employer s Liability Insurance shall be provided with limits of not less than the amount required by law. In the alternative, Consultant may rely on a self-insurance program to meet these requirements provided that the program of self-insurance complies fully with the provisions of the California Labor Code. The insurer, if insurance is provided, or the Consultant, if a program of self-insurance is provided, shall waive all rights of subrogation against SJCOG for loss arising from work performed under this Agreement. In signing this CONTRACT, the Consultant certifies under section 1861 of the California Labor Code that Consultant is aware of the Workers Compensation provisions contained in section 3700 et seq. of the Labor Code. B. Commercial General and Automobile Liability Insurance Consultant, at Consultant s own cost and expense, shall procure and maintain commercial general and automobile liability insurance for the period covered by this Agreement in an amount not less than One Million Dollars ($1,000,000) per occurrence, combined single limit coverage for risks associated with the work contemplated by this Agreement. If a Commercial General Liability Insurance or an Automobile Liability form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom, and damage to property resulting from activities contemplated under this Agreement, including the use of owned and non-owned automobiles

47 Coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001 (ed. 11/88) and Insurance Services Office Automobile Liability form CA 0001 (ed. 12/90) Code 1 (any auto). Each of the following shall be included in the insurance coverage or added as an endorsement to the policy: 1. SJCOG, its officers, employees, agents, and volunteers are to be covered as an additional insured with respect to each of the following: liability arising out of activities performed by or on behalf of Consultant, including the insider s general supervision of Consultant; products and completed operations of Consultant; premises owned, occupied or used by Consultant. The coverage shall contain no special limitations on the scope of protection afforded to SJCOG, its officers, employees, agents, or volunteers. 2. The insurance shall cover on an occurrence or an accident basis, and not on a claim made basis. 3. An endorsement must state that coverage is primary insurance and that no other insurance affected by SJCOG shall be called upon to contribute to a loss under the coverage. 4. Any failure of Consultant to comply with reporting provisions of the policy shall not affect coverage provided to SJCOG and its officers, employees, agents, and volunteers. 5. Insurance is to be placed with California-admitted insurers with a Best s rating of no less than A: VII. 6. Notice of cancellation or non-renewal must be received by SJCOG at least thirty days prior to such change. C. Professional Liability Insurance Consultant, at Consultant s own cost and expense, shall procure and maintain for the period covered by this Agreement professional liability insurance for licensed professionals performing work pursuant to this Agreement in an amount not less than One Million Dollars ($1,000,000) per claim made and per policy aggregate covering the licensed professionals errors and omissions, as follows: 1. Any deductible or self-insured retention shall not exceed $150,000 per claim. 2. Notice of cancellation, material change, or non-renewal must be received by SJCOG at least thirty days prior to such change and shall be included in the coverage or added as an endorsement to the policy. 3. The policy must contain a cross liability or severability of interest clause

48 4. The following provisions shall apply if the professional liability coverage s are written on a claims made form: a) The retroactive date of the policy must be shown and must be before the date of the Agreement. b) Insurance must be maintained and evidence of insurance must be provided for at least five years after completion of the Agreement or the work, so long as commercially available at reasonable rates. c) If coverage is canceled or not renewed and it is not replaced with other claims made policy form with a retroactive date that precedes the date of this Agreement, Consultant must provide extended reporting coverage for a minimum of five years after completion of the Agreement or the work. SJCOG shall have the right to exercise at the Consultant s cost, any extended reporting provisions of the policy should the Consultant cancel or not renew the coverage. d) A copy of the claim reporting requirements must be submitted to SJCOG prior to the commencement of any work under this Agreement. D. Deductibles and Self-Insured Retentions Consultant shall disclose the self-insured retentions and deductibles before beginning any of the services or work called for by any term of this Agreement. During the period covered by this Agreement, upon express written authorization of SJCOG s Project Manager, Consultant may increase such deductibles or self-insured retentions with respect to SJCOG, its officers, employees, agents, and volunteers. SJCOG may condition approval of an increase in deductible or self-insured retention levels upon a requirement that Consultant procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses that is satisfactory in all respects to each of them. E. Notice of Reduction in Coverage In the event that any coverage required under subsections A, B, or C of this section of the Agreement is reduced, limited, or materially affected in any other manner, Consultant shall provide written notice to SJCOG at Consultant s earliest possible opportunity and in no case later than five days after Consultant is notified of the change in coverage. F. Additional and Alternative Remedies In addition to any other remedies SJCOG may have if Consultant fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, SJCOG may, at its sole option:

49 1. Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under the Agreement; 2. Order Consultant to stop work under this Agreement or withhold any payment which becomes due to Consultant hereunder, or both stop work and withhold any payment, until Consultant demonstrates compliance with the requirements hereof; 3. Terminate this Agreement. Exercise of any of the above remedies, however, is an alternative to other remedies SJCOG may have and is not the exclusive remedy for Consultant s breach. XXIV. Equal Employment Opportunity/Nondiscrimination Consultant shall comply with Title VI of the Civil Rights Act of 1964, as amended, and with the provisions contained in Title 49, Code of Federal Regulations (CFR), Part 21 through Appendix C and 23 CFR (b). During the performance of this Agreement, Consultant, for itself, its assignees and successors in interest, agrees as follows: A. Compliance with Regulations Consultant shall comply with the regulations relative to nondiscrimination in federally-assisted programs of the United States Department of Transportation (hereinafter "DOT") 49 CFR 21, as they may be amended from time to time (hereinafter referred to as the Regulations ), which are herein incorporated by reference and made a part of this Agreement. B. Nondiscrimination Consultant, with regard to the work performed by it during the Agreement, shall not discriminate on the grounds of race, religion, color, disability, sex, age or national origin in the selection or retention of subcontractors, including procurements of materials and leases of equipment. Consultant shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the Agreement covers a program set forth in Appendix B of the Regulations. C. Solicitations for Subcontractors, including Procurements of Materials and Equipment On all solicitations, either by competitive bidding or negotiations made by Consultant for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by Consultant of Consultant's obligations under this Agreement, and the Regulations relative to nondiscrimination on the grounds of race, religion, color, disability, sex, age or national origin

50 D. Information and Reports Consultant shall provide all information and reports required by the Regulations or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information and its facilities as may be determined by SJCOG to be pertinent to ascertain compliance with such Regulations, orders and instructions. Where any information required of Consultant is in the exclusive possession of another who fails or refuses to furnish this information, Consultant shall so certify to SJCOG, as appropriate, and shall set forth what efforts it has made to obtain the information. E. Sanctions for Noncompliance In the event of Consultant's noncompliance with the nondiscrimination provisions of this Agreement, SJCOG shall impose such sanctions as it may determine to be appropriate, including, but not limited to: Withholding of payments to Consultant under this Agreement until Consultant complies; and/or 2. Cancellation, termination or suspension of the Agreement, in whole or in part. F. Incorporation of Provisions Consultant shall include the provisions of subsections A through F of this section in every subcontract, including procurements of materials and leases of equipment, unless exempt from the regulations, or directives issued pursuant thereto. Consultant shall take such action with respect to any subcontract or procurement as SJCOG may direct as a means of enforcing such provisions including sanctions for noncompliance. However, in the event Consultant becomes involved in, or is threatened with, litigation with a subcontractor or supplier as a result of such direction, Consultant may request SJCOG to enter into such litigation to protect the interests of SJCOG. XXV. Disadvantaged Business Enterprise (DBE) As SJCOG has established a Disadvantaged Business Enterprise (DBE) program in accordance with 49 CFR Part 26 and may utilize Federal Funds, this procurement may be subject to DBE regulations in accordance with Title 49, Code of Federal Regulations, part 26 (49CFR 26). The inclusion of a Disadvantaged Business Enterprise firm on the consultant team should be noted by name of firm and amount of budget expenditure for that firm. Caltrans commits to an annual DBE percentage goal on its federally-funded projects based upon a race neutral and race-conscious methodology. Therefore, a separate contract goal may be assigned on future procurements. Please refer to the following website for guidance: 14

51 For FTA Race Neutral requirements, please refer to the following website for guidance: DBEs and other small businesses are strongly encouraged to participate in the performance of contracts financed in whole or in part with federal funds. The consultant should ensure that DBEs and other small businesses have the opportunity to participate in the performance of the work that is the subject of this solicitation and should take all necessary and reasonable steps for this assurance. The proposer shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of subcontracts. Proposers are encouraged to use services offered by financial institutions owned and controlled by DBEs. Good Faith Efforts The DBE policy requires contractors to follow Good Faith Effort Guidelines; however, they are limited to UDBEs. Contract Assurance The contractor or subcontractor shall not discriminate on the basis of race, color, national origin, disability, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 CFR, Part 26 in the award and administration of DOT-assisted contracts. The contractor will not, directly or through contractual or other arrangements, use criteria or methods of administration that have the effect of defeating or substantially impairing the accomplishment of the objectives of the Caltrans DBE Program Plan with respect to individuals of particular race, color, sex, disability, or national origin. Failure by the contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract, or such other remedy as recipient deems appropriate. Prompt Payment Prompt Progress Payment to Subcontractors SJCOG requires contractors and subcontractors to be timely paid as set forth in Section of the California Business and Professions Code concerning prompt payment to subcontractors. The 10-days is applicable unless a longer period is agreed to in writing. Any delay or postponement of payment over 30 days may take place only for good cause and with the agency s prior written approval. Any violation of Section shall subject the violating contractor or subcontractor to the penalties, sanctions, and other remedies of that Section. This requirement shall not be construed to limit or impair any contractual, administrative, or judicial remedies, otherwise available to the contractor or subcontractor in the event of a dispute involving late payment or nonpayment by the contractor, deficient

52 subcontractor performance, and/or noncompliance by a subcontractor. This clause applies to both DBE and non-dbe subcontractors. Prompt Payment of Withheld Funds to Subcontractors SJCOG requires prompt and full payment of retainage from the prime contractor to the subcontractor within thirty (30) days after the subcontractor s work is satisfactorily completed and accepted. This shall be accompanied by including either (1), (2), or (3) of the following provisions: No retainage will be held by the agency from progress payments due to the prime contractor. Prime contractors and subcontractors are prohibited from holding retainage from subcontractors. Any delay or postponement of payment may take place only for good cause and with the agency s prior written approval. Any violation of these provisions shall subject the violating contractor or subcontractor to the penalties, sanctions, and other remedies specified in Section of the California Business and Professions Code. This requirement shall not be construed to limit or impair any contractual, administrative, or judicial remedies, otherwise available to the contractor or subcontractor in the event of a dispute involving late payment or nonpayment by the contractor, deficient subcontractor performance, and/or noncompliance by a subcontractor. This clause applies to both DBE and non- DBE subcontractors. 2. No retainage will be held by the agency from progress payments due the prime contractor. Any retainage kept by the prime contractor or by a subcontractor must be paid in full to the earning subcontractor in 30 days after the subcontractor s work is satisfactorily completed. Any delay or postponement of payment may take place only for good cause and with the agency s prior written approval. Any violation of these provisions shall subject the violating contractor or subcontractor to the penalties, sanctions, and remedies specified in Section of the California Business and Professions Code. This requirement shall not be construed to limit or impair any contractual, administrative, or judicial remedies, otherwise available to the contractor or subcontractor in the event of a dispute involving late payment or nonpayment by the contractor, deficient subcontractor performance, and/or noncompliance by a subcontractor. This clause applies to both DBE and non-dbe subcontractors. 3. The agency shall hold retainage from the prime contractor and shall make prompt and regular incremental acceptances of portions, as determined by the agency of the contract work and pay retainage to the prime contractor based on these acceptances. The prime contractor or subcontractor shall return all monies withheld in retention from all subcontractors within 30 days after receiving payment for work satisfactorily completed and accepted including incremental acceptances of portions of the contract work by the agency. Any delay or postponement of payment may take place only for good cause and with the agency s prior written approval. Any violation of these provisions shall subject the violating prime contractor to the penalties, sanctions, and other remedies specified in Section of the California 16

53 Business and Professions Code. This requirement shall not be construed to limit or impair any XXVI. Audits At any time during normal business hours, and as often as SJCOG may deem necessary, Consultant shall make available for examination all of its records with respect to all matters covered by this Agreement for purposes of audit, examination, or to make copies or transcripts of such records, including, but not limited to, contracts, invoices, material, payrolls, personnel records, conditions of employment and other data relating to all matters covered by this Agreement. Such records shall be retained and access to the facilities and premises of Consultant shall be made available during the period of performance of this Agreement, and for three years after SJCOG makes final payment under this Agreement. XXVII. Clean Air Act/Clean Water Act Requirements Consultant, in carrying out the requirements of this Agreement, shall comply with all applicable standards, orders, or requirements issued under Section 306 of the Clean Air Act (42 USC 1857[h]), Section 508 of the Clean Water Act (33 USC 1368), Presidential Executive Order 11738, and those Environmental Protection Agency regulations contained in 40 CFR Part XXVIII. Agreement Completion Retainer Ten percent (10%) shall be retained from all Agreement billings. Consultant may invoice SJCOG for Seventy percent (70%) of the retention upon submittal of the SPECIFY DRAFT DOCUMENT. The balance of the retention and interest accrued will be released to Consultant twelve (12) months after the SPECIFY DRAFT DOCUMENT is finalized and submitted to, or the SPECIFY FINAL DOCUMENT is ready for signatures, or upon completion, to the satisfaction of SJCOG, of SPECIFY FINAL DOCUMENT, whichever comes later. In addition to any other remedy under this Agreement, in the event Consultant breaches this Agreement, SJCOG shall be entitled to keep all amounts retained including any interest accrued on those amounts. XXIX. Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion Primary Covered Transactions This contract is a covered transaction for purposes of 49 CFR Part 29. As such, the contractor is required to verify that none of the contractor, its principals, as defined at 49 CFR , or affiliates, as defined at 49 CFR , are excluded or disqualified as defined at 49 CFR and The contractor is required to comply with 49 CFR 29, Subpart C and must include the requirement to comply with 49 CFR 29, Subpart C in any lower tier covered transaction it 17

54 enters into. By signing and submitting its bid or proposal, the bidder or proposer certifies as follows: The certification in this clause is a material representation of fact relied upon by SJCOG. If it is later determined that the bidder or proposer knowingly rendered an erroneous certification, in addition to remedies available to SJCOG, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. The bidder or proposer agrees to comply with the requirements of 49 CFR 29, Subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. XXX. CLEAN WATER The Contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C et seq. The Contractor agrees to report each violation to the Purchaser and understands and agrees that the Purchaser will, in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office. XXXI. CLEAN AIR The Contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C et seq. The Contractor agrees to report each violation to the Purchaser and understands and agrees that the Purchaser will, in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office. XXXII. Attorney s Fees In the event of a dispute arising under this Agreement, the prevailing party shall be entitled to an award against the other party of reasonable attorney s fees and costs incurred in connection with the dispute. The venue for any litigation shall be San Joaquin County, California. XXXIII. Notice Any notice or notices required or permitted to be given pursuant to this Agreement may be personally served on the other party by the party giving such notice, or may be served by certified mail, return receipt requested, to the following address: For SJCOG:

55 Mr. Andrew T. Chesley, Executive Director San Joaquin Council of Governments 555 East Weber Avenue Stockton, CA For Consultant: Xxxxxxxxxx Xxxxxxxxxx Xxxxxxxxxx xxxxxxxxxx XXXIV. Captions and Pronouns The captions appearing at the commencement of the sections hereof, and in any paragraph thereof, are descriptive only and for convenience in reference to this Agreement. Should there be any conflict between such heading, and the section or paragraph thereof at the head of which it appears, the section or paragraph thereof, as the case may be, and not such heading, shall control and govern in the construction of this Agreement. Masculine or feminine pronouns shall be substituted for the neutral form and vice versa, and the plural shall be substituted for the singular form and vice versa, in any place or places herein in which the context requires such substitution(s). XXXV. Cumulative Remedies Each right, power and remedy provided for herein or now or hereafter existing at law, in equity, by statute, or otherwise shall be cumulative and shall be in addition to every other right, power, or remedy provided for herein or now or hereafter existing at law, in equity, by statute, or otherwise. The exercise, the commencement of the exercise, or the forbearance of the exercise by any party of any one or more of such rights, powers or remedies shall not preclude the simultaneous or later exercise by such party of any of all of such other rights, powers or remedies. XXXVI. Enforceability If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, then such term or provision shall be amended to, and solely to, the extent necessary to cure such invalidity or unenforceability, and in its amended form shall be enforceable. In such event, the remainder of this Agreement, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law

56 XXXVII. Governing Law This Agreement shall be governed and construed in accordance with the laws of the State of California. IN WITNESS WHEREOF, the SJCOG and CONSULTANT have executed this Agreement as of the day and year first above written. Andrew T. Chesley, Executive Director San Joaquin Council of Governments Approved: Steve Dial, Deputy Executive Director/CFO San Joaquin Council of Governments Consultant

57 Exhibit A Work Plan WORK PLAN PROVIDED BY CONSULTANT

58 Exhibit B Project Team CONSULTANT LISTS KEY TEAM MEMBERS AND THEIR POSITIONS

59 Exhibit C Project Schedule and Deliverables CONSULTANT NAME shall work with SJCOG to coordinate required work product and reviews. The estimated milestone completion schedule, assuming a start date on START DATE, would be as follows: MILESTONE Completion Date

60 Exhibit D Compensation The compensation for the scope of services shall not exceed the amount specified in Section VII of the Agreement ($XXX,XXX). Consultant shall invoice SJCOG every month for services performed during the previous month s period. Each invoice shall describe the topics and tasks completed during the invoice period in accordance with the rate schedule set forth below. The invoice shall list the hours expended, with hourly charge rates. The invoice shall also show the total to be paid for the invoice period. Rate schedules for Consultant are as follows: Hourly Rates* Professional Classifications Per Hour Title $ xxx.xx *Billing rates include direct salary, overhead, fringe benefits and allowance for profit on labor. Services and Expenses CONSULTANT LISTS SERVICES AND EXPENSES Subconsultants All costs from Subconsultants shall be included in each invoice. All charge rates as shown above, shall remain in effect for calendar year XXXX. LEVEL OF EFFORT The following chart D-1 summarizes Consultant s level of effort and budget anticipated for the project, by staff person. This chart is for information only. The Consultant shall be allowed to adjust effort among tasks as needed to complete the work. ADD SPREADSHEET OF COSTS BY TASKS