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HomeMy WebLinkAboutProfessional Services Agreement - ETC Institute - Resident Survey1316 COUNi,y-Cii'y BUIL,DING 227 W. JEFFERSON BOULEVARD Som"ti BEND, INDIANA 46601-1830 CITY OF Sourii BEND PETS BUTTIGIEG, MAYOR BOARD OF PUBLIC WORKS January 23, 2018 Greg Eras ETC Institute 725 W. Frontier Circle Olathe, KS 66061 RE: Professional Services Agreement Dear Mr. Emas: PHONE 574/235-9251 FAX 574/ 235-9171 The Board of Public Works, at its meeting held on January 23, 2018, approved the above referenced agreement to develop a resident survey to provide feedback to provide statistically significant results at a Council district level in the amount of $19,180. Enclosed please find the original of the agreement for your signature. Please sign and return the original agreement to our office and retain a copy for your records. If you have any further questions regarding this matter, please call this office at (574) 235- 9251. Sincerely, Linda M. Mai -tin, Clerk Enclosure c: Danielle Fulmer, Innovation and 'technology GARY A. Gii3OT SUZANNA M. FRITZBERcy ELIZABIA'H A. MARAINK JAMEs A. MUELLER TI IER ESE J. DORALJ AGREEMENT FOR PROFESSIONAL SERVICES This Agreement For Professional Services (this "Agreement") is entered into on January 23, 2018 (the "Effective Date"), by and between the City of South Bend, acting by and through its Board of Public Works (the "City"), and ETC Institute, a Kansas corporation with its registered office address at 725 W. Frontier Circle, Olathe, Kansas 66061 (the "Provider") (each a "Party" and collectively the "Parties"). For and in consideration of the mutual covenants and promises contained herein, the Parties agree as follows: 1. Services. The Provider will provide to the City the professional services (the "Services") set forth in the Provider's proposal attached hereto as Exhibit A (the "Scope of Work"). In the event of any conflict between the terms of this Agreement and the terms of the Scope of Work, the terms of this Agreement will prevail. The Provider will execute its obligations under this Agreement in accordance with the prevailing professional standard of care for projects of similar design and complexity. 2. Compensation. In exchange for the Provider's satisfactory performance of the Services, and subject to the terms and conditions of this Agreement, the City will pay the Provider a total sum not to exceed Nineteen Thousand One Hundred Eighty Dollars ($19,180.00) (the "Contract Amount"). The City will pay the Contract Amount in installments upon invoicing by the Provider as set forth in the Scope of Work (each a "Contract Installment"). The City will not be required to pay any Contract Installment if the City is not satisfied with the Provider's performance under this Agreement or any default or breach of this Agreement by the Provider exists, as the City may determine in its sole discretion. The sum of all Contract Installments will not exceed the Contract Amount, and the Provider will not incur or seek reimbursement for any expenses in excess of the Contract Amount, 3. Term; Termination. Unless earlier terminated in accordance with its terms, this Agreement will commence on the Effective Date and end upon the Provider's satisfaction of all its obligations hereunder and the City's final payment therefor. Notwithstanding the foregoing, effective immediately upon delivery of a written termination notice to the Provider, the City may terminate this Agreement, in whole or in part, for any reason, if the City determines that such termination is in the best interest of the City. In addition, in accordance with Ind. Code 6-1.1-18, payments are subject to appropriation by the City. If the City makes a written determination that funds are not appropriated or are otherwise unavailable to support the continuation of this Agreement, it shall be cancelled. A determination by the City that funds are not appropriated or are otherwise unavailable to support the continuation of performance shall be final and conclusive. The City will not be required to pay any Contract Installment or be otherwise liable for any cost associated with the Provider's performance of any Services after the effective date of termination. 4. Remedies for Breach of Contract. The Provider's failure to complete the Services in accordance with this Agreement will be considered a material breach. In the event of any breach of this Agreement by the Provider, the City may suspend all payments to the Provider and may pursue any and all remedies available at law or in equity. The Provider shall repay to the City any portion of the Contract Amount expended for matters not within the scope of the Services. 5. Point of Contact. The City employee identified in Section 10 below will serve as the City's principal point of contact for purposes of this Agreement. 6. RelationshTi . The Provider shall at all times be an independent contractor for the performance of the Services rather than an employee of the City, and no act or omission to act by the Provider shall in any way bind or obligate the City. No employee of the Provider will be considered or deemed to be an employee of the City. This Agreement is strictly for the benefit of the Parties and not for any third party or person. This Agreement was negotiated by the Parties at arm's length and each of the parties hereto has reviewed the Agreement after the opportunity to consult with independent legal counsel. Neither party shall maintain that the language in the Agreement shall be construed against any signatory hereto. The City and the Provider hereby renounce the existence of any form of agency relationship, joint venture, or partnership between the Provider and the City and agree that nothing contained herein or in any document executed in connection herewith shall be construed as creating any such relationship between the City and the Provider. 7. Indemnification of Cit . The Provider hereby agrees to defend, indemnify, and hold harmless the City, its officials, employees, and agents from any and all claims of any nature which arise from the performance by the Provider under this Agreement and from all costs and attorney fees in connection therewith, except for claims arising out of the negligence of the City, its officials, directors, employees, and agents. The obligations of the Provider under this section shall survive the termination of this Agreement. S. Work Product; Ownership. The Provider will submit its work product to the City in accordance with the terms of the Scope of Work. Any and all work product submitted by the Provider to the City as part of the Provider's performance of the Services will become the exclusive property of the City, and the City will have the right to use and reproduce copies of the Provider's work product as the City determines in its sole discretion without compensation to the Provider except the compensation expressly provided for in this Agreement. 9. Assignment. The Provider shall not assign or subcontract the whole or any part of this Agreement or its obligations hereunder without the prior written consent of the City. 10. Notices. Any notice required or permitted to be delivered hereunder shall be deemed to be delivered when deposited in the United States Postal Service, postage prepaid, registered or certified mail, return receipt requested, addressed to the City or the Provider, as the case may be, at the address set forth below. Provider: City: ETC Institute City of South Bend 725 W. Frontier Circle 227 W. Jefferson Boulevard, Suite 1400 N. Olathe, KS 66061 South Bend, IN 46601 Attn: Attn: Danielle Fulmer 2 11. Equal Opportunity; Non -Discrimination, Compliance. The Provider shall comply with all applicable laws and regulations in its hiring and employment practices and policies for any activity covered by this Agreement. The Provider shall comply with all federal, state, and municipal laws, regulations, and standards applicable to its activities pursuant to this Agreement including, but not limited to, the requirements imposed by Ind. Code 22-9-1-10 (non- discrimination), the provisions of Ind. Code 5-22-16.5 (disqualification for dealings with the government of Iran), and the provisions of Ind. Code 22-5-1.7 (requiring E-Verify for new employees and prohibiting employment of unauthorized aliens). Each of the foregoing provisions is incorporated herein as if set forth in full, and the Provider certifies that it is in compliance with each such provision and shall remain in compliance through the term of this Agreement. 12. Contractor's Affidavit. The Provider agrees, as a condition precedent to the effectiveness of this Agreement, that its authorized representative will execute and submit to the City and any other appropriate bodies an affidavit in the form attached hereto as Exhibit B. 13. Drug -Free Work lace. The Provider hereby agrees to make a good faith effort to provide and maintain a drug -free workplace. The Provider will give written notice to the . City within ten (10) days after receiving actual notice that the Provider or an employee of the Provider within the State of Indiana has been convicted of a criminal drug violation occurring in the workplace. 14. Entire Agreement; Amendment; Applicable Law. This Agreement sets forth the entire agreement and understanding between the parties as to the subject matter hereof, and merges and supersedes all prior discussions, agreements, and understandings of any and every nature between them. This Agreement may be amended only by separate writing, signed by authorized representatives of both the Provider and the City. This Agreement will be construed and interpreted according to the laws of the State of Indiana. [Signature page follows.] IN WITNESS WHEREOF, the Parties hereto have caused this Agreement For Professional Services to be effective as of the Effective Date stated above. CITY OF SOUTH BEND BOARD OF PUBLIC WORKS it ��; Gary Gilof, President Therese Dorau, ember Suzann Fritz erg, Member Elizabet Maradik, Member James Mueller, Member ATTEST: Xid a Martin, Cler ETC INSTITUTE, a Kansas coiporation By: Printed: Its: Date: 1500.000000156489598.003 11I EXHIBIT A Scope of Work ARTICLE 1: SCOPE OF SERVICES 1. Overview of Services to Be Performed. ETC Institute will design and administer a citizen survey for the City of South Bend, Indiana. The survey will be administered during the winter and spring of 2018. 2. Maximum fixed fee. The total fee for the project is $19,180 to design and administer the survey, and for the final report and presentation. 3. ETC Institute's responsibilities. The tasks that will be performed by ETC Institute as part of this agreement include the following: ✓ finalizing the methodology for administering the survey based on input from the City. ✓ designing a survey instrument that is up to 16 minutes in length (up to 6 pages). ✓ selecting a random sample of households to be surveyed ✓ setting up the database ✓ completing 600 surveys by a combination of mail, online and phone (ETC Institute's costs include all labor, postage and printing associated with the administration of the survey). The results of a random sample of 600 completed surveys will have a precision of at least +/4% at the 95% leveI of confidence. ETC Institute will also ensure there is a minimum of 100 completed surveys in each of the City's six (6) council districts which will have a precision of at least +/-9.8% at the 95% level of confidence. ✓ conducting data entry and quality control review for all completed surveys ✓ conducting benchmarking analysis that shows how the results for South Bend compare to other comparable cities. ✓ conducting importance -satisfaction analysis to identify the types of improvements that will have the most impact on satisfaction with city services. ✓ completing a final report that will include an executive summary, charts and graphs, benchmarking analysis, importance -satisfaction analysis, tables showing the results to all questions on the survey, and a copy of the survey instrument. 4. Responsibilities for the City of South Bend will include the following: ✓ approving the survey instrument ✓ providing a cover letter for the snail version of the survey ✓ providing GIS shapefiles that show the boundaries of the City which include the boundaries of the six (6) council districts. ARTICLE II: PAYMENT FOR SERVICES l . Invoices will be submitted throughout the duration of the project, for a total project fee of $19,180. ARTICLE III: MISCELLANEOUS PROVISIONS Change in Scope. The Scope of Services for this contract shall be subject to modification or supplement upon the written agreement of the contracting parties. Any such modification in the Scope of Services shall be incorporated in this agreement by supplemental agreement executed by the parties. 2. Termination of Contract. This agreement may be terminated by either party upon 14 days written notice in the event of substantial failure by the other party to perform in accordance with the terms hereof through no fault of the terminating party. If the contract is terminated by the City, the City shall reimburse ETC Institute for the full value of any tasks that have been initiated, up to the total amount of the next scheduled invoice. 3. Rights to Use the Data. ETC Institute has the right to use the data as a component of ETC Institute's DirectionFinder(M benchmarks, but ETC Institute will not release specific results for the City of South Bend without written approval from the City. EXHIBIT B Contractor's Affidavit [See attached.] BOARD OF PUBLIC WORKS AGENDA ITEM REVIEW REQUEST FORM Date 1/16/2018 Name Danielle Fulmer Department Innovation & Tech BPW Date 1/23/2018 Phone Extension 6018 ..-Required Prior tee Submittal to Board Legal Attorney Name Benjamin Dougherty Controller review is required for all Contracts $5,000.00 or more Controller Z and greater than one year in length per the City Purchasing Policy Purchasing M N Agreement LJ Contract U1 Proposal LJ Addendum Z Professional Services n Amendment E] Bid Opening F] Bid Award F-1 Req. to Advertise Ell Title Sheet F-1 Quote Opening D Quote Award [:1 Chg Order No. F-1 C/O & PCA No. EJ PCA F1 Ease./Encroach.] Traffic Control El Resolution Fl Other: F-1 Claim Company or Vendor Name ETC Institute Z Yes E:1 If Yes, Approved Iby Purchasing New Vendor F-1 No, [:] El Yes MBE/WBE Contractor Completed E-Verify Form Attached FJ MBE Nos Project Name City Resident Survey Project Number N/A Funding Source Innovation & Technology Account No. 279-0672-415-31-06 Amount $191,180.010 Terms of Contract Net 30 Purpose/Description ETC Institute works with mid -sized cities to administer surveys to residents regarding satisfaction with city services and quality of life. This oLganization offers survey design and sampling services to ensure, that results are statistically valid, and provides benchmark figures for a library of survey questions. The Department of Innovation and Technology plans to work with ETC Institute and City leaders to develop a survey that will provide actionable feedback from the residents of South Bend and that provides statistically significant results at 6"Council District level. The results of the survey will be used to inform performance management and continuous improvement proilects, in collaboration with Citv departments. Amount of H Increase $ [] Decrease $ Previous Amount $ Current Percent of Change: % New Amount BOARD OF PUBLIC WORKS AGENDA ITEM REVIEW REQUEST FORM Total Percent of Change: Time Extension: Dispersal After Approval Copy Original n F-1 F1 F] El ❑I