HomeMy WebLinkAboutPSA - Support for Innovation & Technology Projects - enfocus, Inc.1316 COUNTY —CITY BUILDING
227 W. JEFFERSON BOULEVARD �'��
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SO[ ITH BEND_ INDIANA 46601-1830 .
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CITY OF SOUTH BEND PETE BUTTIGIEG, MAYOR
BOARD F PUBLIC WORKS
December 19, 2019
Mr. Andrew Wiand
enFocus
Studebaker Building 113
635 S. Lafayette Blvd.
South Bend, IN 46601
RE: Professional Services Agreement
Dear Mr. Wiand:
PHONE 574/235-9251
FAX 574/235-9171
The Board of Public Works, at its meeting held on December 19, 2019, approved the
above referenced agreement for support for innovation & technology projects in the
amount of $112,000.
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 GENEVIEVE E. MILLER ELIZABETH A. MARADIK LAURA L. O'SULLIVAN THERESE J. DORAU
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Fellowship Program at the Department of Innovation and Technology
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The City of South Bend (City) has supported enFocus through project engagements since the Fall of
2012. enFocus has placed the highest value on this relationship and this has resulted in technology
and innovation -based projects for the City.
Overview
This document details the proposed shape of a 2020 embedded model engagement. This model will
focus on innovation through seamless strategic technology implementation by using enFocus as
internal, value-added project capacity.
DeIscIII i�)tilioIIlrt
The embedded project model places enFocus resources into the City's Department of Innovation and
Technology (DoIT) operations to facilitate communication and swift technology implementation and
business analysis. Real-time communication lies at the core of this model and is essential to fast -
paced technology solutions due to the pivoting nature of such projects.
This contract will cover the total costs of two full time Fellows at 70% of their time for the calendar
year 2020. Each Fellow shall assume a Project Leadership role on new or ongoing initiatives. The
distribution of time per Fellow may be adjusted on an as needed basis by the City of South Bend
where the total bucket of time may be allocated across multiple as the projects grow and change
throughout 2020. Generally, each Fellow will be supported by a Project Manager (enFocus Second -
Year Fellow or Program Director). enFocus resources will follow the leadership and guidance of the
Project Champion to align City resources and enable project implementation. They will operate as
independent enFocus employees operating under the enFocus employee handbook, wages, benefits,
working conditions and any/all other enFocus policies.
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The engagement process structure for the embedded model shall offer a minimum, but effective, set
of guidelines that set expectations for all parties.
• Agreement on project focus areas
• Establishment of project plans to be developed in collaboration with the Project Champion
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The Project Leads will be responsible for managing DoIT projects. They will work collaboratively with
members of all DoIT divisions, other City employees, and community stakeholders to complete
projects and maintain programs. However, projects with the DoIT Innovation Division will be the
primary focus of this engagement.
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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.
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The fee for this engagement is $40 per hour for up to 2,800 hours i.e. up to $112,000. Hours will be
recorded for each month and invoiced on the first business day of each month for the work
completed in the previous month.
Dur atl o�i
• Initiate engagement on January 6, 2020
• End engagement on December 31, 2020
M a rw a g e uliii�e ri t of
• This contract will equate to 2,800 hours over the course of the engagement, which includes
approximately 2 hours per week of manager time.
In client engagements, enFocus identifies a champion on the client side to ensure seamless project
execution. The Project Champion will be responsible for project communication and billing clearance.
Throughout this Agreement we have referred to Denise Riedl (Chief Innovation Officer) as the Project
Champion,
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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.
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destroy immediately.
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CITY:
CITY OF SOUTH BEND, INDIANA
BOARD OF PUBLIC WORKS
Gary A. GN iot, President
Therese Dorau, Member
Elizabeth Maradik, Member
Genevieve Miller, Member
ura O'Sullivan, Member
ATTEST: ., . M � � µ t. A-- '- ., .
Lin a M. Martin, Clerk
Date:
ENFOCUS:
ENFOCUS, INC.
By:
Prime
Title:
Date:
CONFIDENTIALITY TiALiTY is O KT: This document and its contents are confidential. If you have received this document in error, please
destroy immediately.
In collaboration with:
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Compiled by:
enFocus, Inc.
December 2019
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RIIII O P f„ ) S ai4ii SIP,lll ll`)I)°;,IIV III ,IS)V`;°uu 1111i f iil f ;aif ����
Name of Organization
Summary of Proposal
Proposed Project Duration
Total Requested Amount
Name of Organizational Contact
Title of Organizational Contact
Address of Organizational Contact
Email Address of Organizational Contact
City of South Bend
This proposal outlines enFocus efforts to
support the City of South Bend: Fellowship
Program at the Department of Innovation
and Technology.
January 6, 2020 — December 31, 2020
$112,000
Denise Riedl
Chief Innovation Officer
County -City Building
227 W Jefferson Blvd
South Bend, IN, 46601
Telephone Number of Organizational Contact (574)-235-5854
Name and Title of enFocus Project Contact
Telephone Number of enFocus Project
Contact
Email Address of enFocus Project Contact
Allison Egan, Program Director for Civic
Innovation
815-546-9383
a,eganen-focus,or
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Letter, a ;"° E n g a ger( ei' i t
enFocus Company Sponsorship Terms
We want you to understand the basis under which we offer our services to you and determine our
fees, as well as to clarify the relationship and responsibilities between your organization and enFocus.
These terms are part of our engagement letter and apply to all future services, unless a specific
engagement letter is entered for those services. Each of these terms shall survive and apply after
termination of this agreement.
This Consulting Agreement (the "Agreement") is entered into on December 17t", 2019, 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 Studebaker Building 113, 635 S Lafayette Boulevard, South Bend, IN 46601 (hereinafter
referred to as "Consultant").
WHEREAS, the Sponsor desires to obtain the services of Consultant, and Consultant desires to
provide consulting services to the Sponsor upon the terms and conditions in this Agreement.
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(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 January 6, 2020 and ending
on December 31, 2020.
(b) Termination - At any time, either party may terminate, without liability, the Consulting Period
for any reason, with or without cause, by giving 30 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.
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(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.
a O,IvTOENI tlAI,,tlI'P" I lu,"u'I" E' This document and its contents are confidential. If you have received this document in error, please
destroy immediately.
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MI' .IIII0N 1 C("1)IIVIP NSA 1i(114, IUwXI) '111SiI:,S, III3'Xlhifl I i'Y°"II i?illl14 E IF1III':
(a) In consideration of the services rendered by the Consultant under this Agreement, the
Sponsor shall pay the Consultant an amount not to exceed One Hundred and Twelve Thousand
Dollars ($112,000) (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.
(c) Sponsor hereby agrees to reimburse the Consultant for reasonable business expenses
incurred by Consultant in performing its work under this 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.
(d) Benefits. Other than the compensation specified in Sections 3(a), Consultant shall not be
entitled to any direct or indirect compensation for services performed hereunder.
.III II04 A COIIVi II )E Il i III I AL II1NFOl'iOAII""'it"�1111A
(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.
(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 to only give to enFocus
employees who have a need to know.
(c) The 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.
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
0DnNl`lDEP, V W..d.,y.Y iNOI`KE' This document and its contents are confidential. If you have received this document in error, please
destroy immediately.
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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.
SII,IC1III0III'4 5 NO TH IIIIS.
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
or to the Consultant at:
ATTN: Allison Egan, Program Director for Civic Innovation
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.
SEC ""III""'ION Illllw':i'11[)IWSN°"III""'S AND WAIVIIIll6
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 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, however,
that such waiver shall not operate as a waiver of, or estoppel with 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.
u a )N4F11; EN I'W I NO I"IQ":'E: This document and its contents are confidential. If you have received this document in error, please
destroy immediately.
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S Ec r Ili o t 11114 III E Fl, tLJ P III 1 () N, 01 ;ado 11V� li C E
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.
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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.
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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.
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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.
SEC 11 111"17 "'I . tIIIiI Y ""1""0 H114TO t���mOIMS III" A CT
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.
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(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 Consultant's negligence. 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.
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(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. Subject to the limitation
of liability stated in Section 12(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 of Sponsor (or its officials, employees, or agents).
"°uE III 1111 ll,,�IV °II3 " EN II MIIII11�1' I
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 may not be contradicted by evidence
of any prior or contemporaneous agreement.
SEC III III EMI IIIMI 14, � � �„ 11111 1,! R' EO! 01CON RAC°°III"�
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.
S III'iIIC I MI1114 15 A IIL..... O1II!!)III'!!!IO S""III""U III'S III'""III""' ; II'i'SO IIIC DI SC III'°1II 1111E UIYS ""III"mIII!E 111M CE11111E III') IIL.III NCE,
In accordance with applicable laws, payments are subject to annual appropriation. If the City
Controller 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 Controller that funds are not appropriated or are otherwise unavailable to support
the continuation of performance shall be final and conclusive.
Invalidity or unenforceability of one or more provisions of this agreement shall not affect any
other provision of this agreement.
The Consultant shall comply with all applicable laws and regulations in its hiring and
employment practices and policies for any activity covered by this 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 to make a good faith effort to provide and maintain a drug -free
workplace and will give written notice to the City within ten (10) days after receiving actual notice
that the Consultant or an employee of the Consultant within the State of Indiana has been
convicted of a criminal drug violation occurring in the workplace.
u nt4FIITI NVAU I Y IIOT"I(';::E: This document and its contents are confidential. If you have received this document in error, please
destroy immediately.
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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.
This agreement is subject to the laws and regulations of the State of Indiana.
By signing this agreement, all parties agree to the terms as described above. Alterations to this
agreement can only be made by both parties and must be placed in writing. Both parties will receive
a printed copy of this agreement, and will be responsible for upholding its terms.
(Signature page follows.)
(,'ONF IDE NT IALII Y NOTICE This document and its contents are confidential. If you have received this document in error, please
destroy immediately.
BOARD OF PUBLIC WORKS
AGENDA ITEM REVIEW REQUEST FORM
Date 12/16/2019
Name Brian Donoghue Department Innovation & Technology
BPW Date 12/19/2019 Phone Extension 7652
._ ..... ...
Required Prior to Submittal to Board
Legal ® Attorney Name Kennedy
Controller review is required for all Contracts $5,000.00 or more
Controller ® and greater than one year in length per the City Purchasing
Policy
Purchasing
Check the Appropriate Item Type — Required for All Submissions
X Professional Services Agreement H Contract
❑
Open Market Contract
Amendment/Addendum
❑
Bid Opening
Bid Award
]]
Quote Opening
Quote Award
E
]' Proposal Opening
❑
C/O & PCA No.
❑]
Chg. Order, No.
❑
Traffic Control
F Other:
Company or Vendor Name
New Vendor
MBE/WBE Contractor
Project Name
Project Number
Funding Source
Account No.
Amount
Terms of Contract
Purpose/Description
uired Information
LJ Proposal
0 Special Purchase, QPA
[] Req. to Advertise ❑ Title Sheet
F Reject Bids/Quotes
[� PCA
❑ Resolution
Ease./Encroach
Enfocus
❑ u. ........
Yes❑ If Yes, Approved mbyPurchasing ......
No
E] MBE
WBE Completed E-Verify Form Attached El Ye
n/a
IT Operatin........_..........................
279-0672-415.31-06
$112,000
1/6/2020 — 12/31/2020
Fellowship program for project support for projects across Innovation &
Technology portfolio
...._W_ — .
For Change Orders Only �_.......m
Amount of ❑ Increase $
n Decrease $
Previous Amount $
Current Percent of Change
New Amount
Total Percent of Change:
Time Extension:
Dispersal After Approval
Copy
Original
®
❑ Denise Riedl
®
❑ Brian Donoghue
®
❑ Daniel Parker