HomeMy WebLinkAboutConsulting Agreement - enFocus Inc - Ridesharing Services for Bloomberg Mayors Challenge1316 CO1JN,ry-0"j,y BuILDING
227 WJEFFERSON BOULEVARD
SOUTH BEND. INDIANA 46601-1830
July 10, 2018
Daniel Collins,
enFocus, Inc.
635 S. Lafayette Blvd.
South Bend, IN 46601
RE: Consulting Agreement
14« :Ur W-W-1-t W-
PHOW," 574/235-9251
FAX 574/ 235-9171
The Board of Public Works, at its meeting held on July 10, 20 18, approved the above
referenced agreement regarding ridesharing services for the Bloomberg Mayor's Challenge
in the amount not to exceed $35,000.
Enclosed please find a copy of the agreement for your records.
If you have any further questions regarding this matter, please call this office at (574) 235-
9251.
Sincerely,
Linda M. Martin, Clerk
Enclosure
GARY A. GILOT SUZANNA M. FRITZBERG ELIZAin-'ri-i A. MARL" DIK JAME, s A. M UE LLER T] IERESE J. Dolma" U
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This Consulting Agreement (the "Agreement") is entered into on July 10, 2018,
by and between The City of South Bend, Indiana, a Indiana municipal
corporation, acting by and through its Board of Public Works, having its principal
offices 227 W. Jefferson Blvd., South Bend, IN 46601 (hereinafter referred to as
"Sponsor"), and enFocus, a 501 c (3) organization, having its principal offices at consul-ting
Studebaker Building 113, 635 S Lafayette Boulevard, South Bend, IN 46601
(hereinafter referred to as "Consultant"), Agreernerit
WHEREAS, the Sponsor desires to obtain the services of Consultant, and July 2018
Consultant desires to provide consulting services to the Sponsor upon the terms
and conditions in this Agreement. Page
1 of 10
AG IR F- E 1\4 E NT
SLCTION 1 COO SULTINIG 11--RIOD
(a) Term The Sponsor hereby retains the Consultant and Consultant
agrees to render to the Sponsor those services described in Scope of Services,
Exhibit A, incorporated by reference and attached hereto, for the period (the
"Consulting Period") commencing on July 10, 2018 and ending on August 20,
2018,
(b) Termination - At any time, either party may terminate, without liability,
the Consulting Period for any reason, with or without cause, by giving 10 days
advance written notice to the other party. The Sponsor shall pay Consultant for
work completed as of the date of termination, provided, however, that the
Sponsor will have no obligation to pay the Consultant for any portion of the
Consultant's work with which the Sponsor is dissatisfied, as determined in the
Sponsor's sole discretion,
9]C'HON2-
(a) Consultant hereby agrees to provide and perform for the Sponsor those
services set forth in Exhibit A.
(b) Consultant will execute its obligations under this Agreement in
accordance with the prevailing professional standard of care for projects of
similar design and complexity.
SEC HON 3 COMP;. IN:SA: 1"101\1, EXPI� N SE.S, PAYM E N1 , :`1 E \I EF ITS
(a) In consideration of the services rendered by the Consultant under this
Agreement, the Sponsor shall pay the Consultant an amount not to exceed
Thirty -Five Thousand Dollars ($35,000.00) (the "Contract Amount"), as further
specified in Exhibit A. Notwithstanding the foregoing sentence, the Sponsor will
not be required to pay any portion or installment of the Contract Amount if the
Sponsor is not satisfied with the Consultant's performance under this Agreement
or any default or breach, of this Agreement by the Consultant exists, as the
Sponsor may determine in its sole discretion.
(b) Payment Terms. Invoices shall be presented as set forth in Exhibit A,
and payments are due within 30 days.
consuWrlg
Agree rn c',, ri t
M Sponsor hereby agrees to reimburse the Consultant for reasonable
business expenses incurred by Consultant in performing its work under this
July 2018
Agreement, provided that the Sponsor will not reimburse the Consultant for any
expenses unless said expenses were approved in writing by the Sponsor (or its
representative) before being incurred by the Consultant and such expenses do
Page
not exceed the amount set forth in Exhibit A.
2 of 10
(d) Benefits. Other than the compensation specified in Sections 3(a),
Consultant shall not be entitled to any direct or indlirect compensation for
services performed hereunder.
SIE'CTION /I - C0k11=fl')r--'.N"1 W- INFORIMAI�1ON
(a) "Confidential Information" means:
(1) any information given to enFocus, by Sponsor and clearly
marked, in writing as confidential; and
(2) any information given to enFocus by Sponsor orally that, at the
time given, is stated to be confidential, and such statement of confidentiality is
reduced to writing within thirty (30) days; or
(3) any information that, by its nature, is considered confidential.
(b) enFocus agrees to keep Confidential Information confidential for a
period of five (5) years from date given to enFocus, not to give in any form to a
third party, and only to give to enFocus employees who have a need to know
such Confidential Information.
(c) Confidentiality, as stated in SECTION 4 (b), will not apply to information
which:
(1) is at the time of receipt public knowledge, or after receipt
becomes public knowledge through no act of omission on the part of enFocus,
(2) was known to enFocus, as shown by written records, prior to
disclosure, by Sponsor;
(3) is received by enFocus from a third party who did not obtain
the information from Sponsor; or
(4) is required by law to be disclosed.
I
Consultant hereby acknowledges and agrees that all property, including, all
books, manuals, records, reports, notes, contracts, lists, blueprints, and other
documents, or materials, or copies thereof, that is produced under this
Agreement (collectively, the "Proprietary Information"), and equipment
furnished to or prepared by Consultant in the course of or incident to rendering
of services to the Sponsor, belong to the Sponsor and shall be promptly
returned to the Sponsor upon request,
(d) Consultant agrees to hold all Sponsor's Proprietary Information in strict
confidence and trust for the sole benefit of the Sponsor and not to, disclose,
use, copy, publish, summarize, or remove from Sponsor's premises any
Proprietary Information (or remove from the premises any other property of the
Sponsor) during the Consulting Period except (i) to the extent necessary to carry
out Consultant's responsibilities under this Agreement or (ii) after termination of
the Consulting Period or (iii) when the information falls within the guidelines of
this Agreement.
� EI(,�I(r" 11
- -.) 1\1 5 — IN 0 H Cl E
All notices or other communications required or permitted hereunder shall be
made in writing and shall be deemed to have been duly given if delivered by
hand or mailed, postage prepaid, by certified or registered mail, return receipt
requested, and addressed to the Sponsor at:
ATTN: City of South Bend, Indiana, Board of Public Works
227 W. Jefferson Blvd.
South Bend, IN 46601
With copies to:
ATTN: Santiago Garces, Chief Innovation Officer
City of South Bend, Indiana Dept. of Innovation & Tech,
227 W. Jefferson Blvd., 1200 N
South Bend, IN 46601
ATTN: Corporation Counsel
City of South Bend, Indiana Legal Dept,
227 W. Jefferson Blvd., 1200 S
South Bend, IN 46601
or to the Consultant at:
ATTN: Daniel Collins, Director of Operations
S.M Ideas G—w, Goad.
C("Xisulting
Agreernent
July 2018
Page
3 of 10
M
enFocus
Studebaker Building 113
635 S Lafayette Boulevard
South Bend, IN 46601
Notice of change of address shall be effective only when done in writing and
sent in accordance with the provisions of this Section.
conadfing
SF(1'H(_")I\J 6 . Al\HNDMEN'l S AND WAl\/[._RS
Agreement
This Agreement may not be modified or amended except by an instrument in
writing, signed by a duly authorized representative of the Sponsor and the
Dull' 2018
Consultant. By an instrument in writing similarly executed, either party may
waive compliance by the other party with any provision of this Agreement that
such other party was or is obligated to comply with or perform, provided,
Page
however, that such waiver shall not operate as a waiver of, or estoppel with
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respect to, any other or subsequent failure. No failure to exercise and no delay
in exercising any right, remedy, or power hereunder shall operate as a waiver
thereof, nor shall any single or partial exercise of any right, remedy, or power
hereunder preclude any other or further exercise thereof or the exercise of any
other right, remedy, or power provided herein or by law or in equity.
SEC"I K)kl N �ON OF, SEIRVI(I"[
Either party shall be excused from any delay or failure in performance required
hereunder if caused by reason of any occurrence or contingency beyond its
reasonable control, including, but not limited to, acts of God, acts of war, fire,
insurrection, laws proclamations, edits, ordinances or regulations, strikes, lock-
outs or other serious labor disputes, riots, earthquakes, floods, explosions or
other acts of nature. The obligations and rights of the party so excused shall be
extended on a day-to-day basis for the time period equal to the period of such
excusable interruption. When such events have abated, the parties' respective
obligations hereunder shall resume.
SLX"HON 8 11 ir'lly, 1N1'_(')R('F_ABH__I1Y
If any provision of this Agreement, or the application thereof to any person,
place, or circumstance, shall be held by a court of competent jurisdiction to be
invalid, unenforceable, or void, the remainder of this Agreement and such
provisions as applied to other persons, places, and circumstances, shall remain
in full force and effect.
SFX-7101\1 9 NG LAW
The validity, interpretation, enforceability, and performance of this Agreement
shall be governed by and construed in accordance with the laws of the State of
Indiana.
4
1: C11 0 1\1 10 I N F) ' I N 1) L: IIJ I N V IRA(, I (D R
The Consultant shall operate at all times as an independent contractor of the
Sponsor. No employee of the Consultant will be considered or deemed to be
an employee of the Sponsor. This Agreement does not authorize the
Consultant to act for the Sponsor as its agent or to make commitments on behalf
of the Sponsor. The Sponsor shall not withhold payroll taxes, and Consultant
shall not be covered by health, life, disability, or worker's compensation
insurance of the Sponsor,
SE�CITIU\l I 'I A1311-1 I"Y I [`N I [R IN I CON RM- I
Each party represents and warrants to the other party that this Agreement has
been duly authorized, executed and delivered and that the performance of its
obligations under this Agreement does not conflict with any order, law, rule or
regulation or any agreement or understanding by which such party is bound.
SE N 12 .t . I 1A ITA FV 0 I,,j c) r, I A 13 1 L h.FY; I N I-) F"IM N I F I C AV] 0 N
(a) As a professional organization, the Consultant will perform the services
described in Exhibit A to the best of their ability, striving to ensure great quality
work and minimize errors or omissions. As a result, the Consultant shall not be
liable to :sponsor for any loss incurred in the performance of his/her services
hereunder unless caused by ConsdItant's negligence or intentional acts or
omissions. Notwithstanding any provision to the contrary, the limit of
Consultant's liability under this Agreement will be equal to the total amount
paid by Sponsor to Consultant under this Agreement, except with regard to any
claims related to a breach of confidentiality related to third party data acquired
by Consultant and provided to Sponsor for Sponsor's use.
(b) Sponsor agrees, at its sole cost, to indemnify and defend Consultant
from and against any damages, claims or suits by third parties against
Consultant arising from the performance of Consultant's services hereunder
unless caused by Consultant's negligence or intentional acts or omissions.
Subject to the limitation of liability stated in Section 1 2(a), Consultant agrees, at
its sole cost, to indemnify and defend Sponsor (and its officials, employees, and
agents) from and against any damages, claims or suits by third parties against
Sponsor arising from the performance of Consultant's services hereunder unless
caused by the negligence or intentional acts or omissions of Sponsor (or its
officials, employees, or agents)
S I ( J] 0 N 13 --- 1-:'I\l f I R [ AC5 R,[ E M E N! T
This Agreement is the final expression of the parties' agreement with respect to
the retention of Consultant by the Sponsor for the services specified herein and
ILJerr
pW. fl,ld d—a ...t,, Goad.
Consulting
Agreement
,July 2018
Pago
5 of 10
I
may not be contradicted by evidence of any prior or contemporaneous
agreement.
S I P\j 1 /I J-) [
�- I ) I L�.' ) I -C) I � I Z L ACI i F C, N] I ACY < - M 11 . I I
The Consultant's failure to complete the services in accordance with this
Agreement will be considered a material breach. In the event of such breach,
the Sponsor may suspend all payments to the Consultant, terminate this
Agreement, and/or pursue any and all remedies available at law or in equity. C 0 1-1 S u 1-1
Agreernent
S 17'(110 N 15 - - E 0 ,JAL 0 PPO R'l 1 J N I TY: N () N, N C, RV "i 1\1 A"F 10 1\1:
I
C.;(. M 1:1 L I A N C L .July2018
The Consultant shall comply with all applicable laws and regulations in its hiring Page
and employment practices and policies for any activity covered by this 6 of 10
Agreement. The Consultant shall comply with all state, federal, 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 Consultant certifies that it is in
compliance with each such provision and shall remain in compliance through
the term of this Agreement. The Consultant agrees, as a condition precedent
to the effectiveness of this Agreement, that its authorized representative will
execute and submit to the Sponsor a contractor's affidavit in the form provided
by the Sponsor.
[Signature page follows.]
6
The parties have duly executed this Agreement as of the date first written above:
Name: City of South Bend, Indiana
Title,: Board of Public Works
Signature:
Gary Pilot, President
Suzanna Fritzbprg, Member
JamesNLelller, Membek
Elizabeth Maraclik, Me
Therese Dorau, Me
Date: JuIN 10, 2018
CONSULTANT:
en Focus
Name: Daniel Collins
Title: Director of Operations at en Focus. Inc.
Signature:
I- / �'- J
Date: Z 'Z't>iV
B.id Id— G—t,, 0-d.
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01'ISt.1 I tin
Agreenient.
,Uy 2018
Page
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XNATIv
enFocus Engagement
Bloomberg Mayors Challenge
Back,groun(] and Busin(-,,,ss Nec;cl'�
&, ,i c,1,9 rou ri, d
The City of South Bend (City) is one of 35 finalist cities in the Bloomberg
Philanthropies 2018 Mayors Challenge. a nationwide competition that
encourages city leaders to uncover bold, inventive ideas that confront
the toughest problems cities face. The City is currently in the "Test,
Learn, and Adapt" phase of the competition and is using the $100,000
provided by Bloomberg Philanthropies to refine and build support for its
ideas. The City will submit a new application on August 20, 2018. In
October, four cities will receive $1 million awards and' one will receive a
grand prize of $5 million to Ibring their ideas to life. The City's original
proposal centered around the lack of reliable, affordable transportation
for workers. At least 35 percent of low-income workers in South Bend
point to the lack of reliable transportation as the primary barrier to
finding and maintaining employment. In response to this issue, the City
proposes a new, data -driven collaboration between the City, employers,
and ride -sharing companies to give workers consistent transportation
access.
[3 �.i S i 1, 10 ss, 1\1 o e (]
The City requires a third -party organization to operate a ride -sharing
platform for the employees of local employers that have agreed to
participate in this pilot testing phase. The City has existing agreements
with en Focus for professional services (project management and
internship services) which include the coordination of the Bloomberg
Mayors Challenge project. However, a separate agreement is required
so that the City can reimburse enFocus forthe costs incurred in operating
the ride -sharing platform (i.e. the cost of providing rides to participants
and any related administrative expenses),
iLIrl"I"i
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Consulting
A g re rn c) ni t
July 2018
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8 of 10
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Prok'.'xCt ["Do'scripL iot')
The City, enFocus, and local employers have agreed that the ride -sharing
platform to be used is the Uber For Business platform. enFocus will
engage with Uber Technologies, Inc, to establish an Uber For Business
account and to acquire the right to use and provide certain data to the
City for the City's use, as determined by the City. enFocus will then
engage with local employers (identified by the City) to invite their
employees to this opt -in program and onboard those employees into
Uber For Business. Participants will be able to use Uber For Business for
subsidized rides to and from their place of work during the testing period
(July 10 — August 20). Various controls and limits on usage will be
established by enFocus through the platform. Data analysis and
iterations on the design of the program will be performed to meet the
requirements of the Bloomberg Mayors Challenge. Anonymized data
and overall findings will be communicated to the City to inform its final
application.
R widing ar)cl I 'Inu,'flirie
The City will reimburse enFocus up to a total of $35,000.
• enFocus will subsidize rides for participants through the Uber For
Business platform up to a maximum of $30,000.
• enFocus will spend a maximum of $5,000 on any administrative
expenses related to the operation of the platform (legal review
of participant waivers, for example). Any administrative expenses
will be approved in writing in advance by the City.
o Note: Project management or internship hours on this
project will be billed through the existing agreements
between enFocus and the City
DL,nadon
0 Initiate engagement on ,July 10, 2018
0 End engagement on August 20, 2018
enFocus will invoice the City on August 20" for all expenses incurred
throughout the engagement. Payment will be due within 30 days.
pl.. 0.1d W.- G.M., G..d
C I onsulting
Agreeryient
,July 2018
Page
9 of 10
9
Resmiicos
enFocus staff assigned to this project will continue to operate as
independent enFocus employees operating under the enFocus employee
handbook, wages, benefits, working conditions and any/all other
enFocus policies.
At enFocus, we place value on our entrepreneurial focus and approach
to projects. We have had historical success for clients when we reserve
the, option to initiate conversation with the client for a project pivot when
we see a better path or opportunity to pursue that can lead to greater
success. This is not meant to mitigate enFocus of project responsibility
but rather to create a scenario that will produce the most valued
outcome for the City.
Stakel-idder Managern(.��nt
The stakeholders from the City are recognized to be:
1) Santiago Garces, Chief lnnovation Officer, City of South Bend
2) Alkeyna Aldridge, Director of Engagement and Economic
Empowerment
In client engagements, enFocus identifies a champion on the client side
to ensure seamless project execution. The client champion will be
responsible for project communication and billing clearance. Santiago
Garces is the Project Champion,
Feedlback
enFocus places great value on the relationship with the City, Please let
us know how we can continue to support the City and its initiatives. We
are very excited to participate in whatever way we can to create the
highest degree of success for the City.
Consulting
Agreernent,
July 2018
Page
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M
City of South Bend 27 W Jefferson Blvd'
TO: Board of Public Works, Linda Martin
CC: Santiago Garces,, Dan O'Connor, Brian Donoghue, Michael Schmidt, Jennifer
Hockenhull, Benjamin Dougherty, Sandra Kennedy, AlIkeyna Aldridge,
FROM: Daniel Collins
SUBJECT: enFocus: Ridesharing services for Bloomberg Mayors Challenge
DATE: 7/2/2018
Linda and Members of the Board,
We are submitting for review and approval this agreement with enFocus for professional
services related to the Bloomberg Mayors Challenge. The City of South Bend is one of 35 finalist
cities in the Bloomberg Philanthropies Mayors Challenge and has received $100,000 to pilot and
refine its ideas related to solving transportation barriers to employment that residents and
employers face, The City requires a third -party organization to operate a ride -sharing platform
for the employees of local employers that have agreed to participate in this pilot testing phase,.
This agreement will allow enFocus to provide those riclesharing services using Uber for Business
from July loth — August 20th and to be reimbursed by the City for the ridesharing and
administrative expenses. The total requested amount for the engagement is not to exceed
$35,000.,
Thank you,
Daniel Collins
BOARD OF PUBLIC WORKS
AGENDA ITEM REVIEW REQUEST FORM
Date 7-2-2018
Name Santiago Garces Department Innovation
BPW Date 7-10-18 Phone Extension 7652
Reauired Prior to Submittal to Board
Legal Attorney Name Kennedy
Controller ❑ Controller review is required for all Contracts $5,000.00 or more and
greater than one year in length per the City Purchasing Policy
a oil Z 1 11161,
Ll Agreement
Ll Contract HProposal L] Addendum
M Professional Services
F-1 Resolution
El Bid Opening
El Bid Award 0I Req. to Advertise ❑ Title Sheet
❑I Quote Opening
n Quote Award
Change Order No.
EJ C/O & PCA No. F-1 PCA
Ease/Encroach.
El Traffic Control
F-11 Other:
Company or Vendor Name enFocus, Inc.
New Vendor
E]YesE No E]lf Yes, Approved by Purchasing
MBEANBE Contractor
F-1 MBE FI WBE
MBE/BE Contractor Requested [] NoF_1 Yes Name of Company
Project Name
Project Number
Funding Source
OTHER COMM U N ICATI ONITRANSPORTATIION
Account No.
279-0672-415.32-05
Amount
$35,000
Terms of Contract
7/10/2018 — 8/20/2018
Purpose/Description
Ridesharinq services for 6-10—ombe[g Mayors Challenge
ORequired Contractor's Certification Form Attached (Non -Collusion,
Non -Discrimination, Non -Debarment, E-Verifv, Iran, etc.)
Amount of F-1 increase $
F-1 Decrease $
Previous Amount $
Current Percent of Change'. %
New Amount $
Total Percent of Change: 0/0
Copy
Original
F]
E]
Dispersal After Approval
Santiago Garces
Dan O'Connor
Je,n Hockenhull