HomeMy WebLinkAboutC2005-670 - 12/13/2005 - Approved
AGREEMENT BETWEEN THE CITY OF CORPUS CHRISTI AND NEXT STEP CONSULTING,
L.L.C TO PERFORM PROFESSIONAL CONSULTING SERVICES FOR WI-FI PROGRAM
This Agreement to perform professional consulting services ("Agreement" or "Contract") is
entered into by and between the City of Corpus Christi, a municipal corporation, ("City"), and
Next Step Consulting, L L.C., a Texas limited liability company ("Consultant"), effective for all
purposes upon execution by the City Manager or his designee.
NOW, THEREFORE, Consultant and City agree as follows:
I. SCOPE OF PROJECT
The City has been identified by Intel Corporation for project known as the Digital Communities
Initiative, whose goal is to explore and develop services and products to operate businesses
and provide government services in a wi-fi environment. Towards that goal, the City issued a
Call for Partnership to solicit potential partners and request written expressions of interest to
participate In the effort to establish a robust and viable broadband network for the benefit of the
community
II SCOPE OF SERVICES
Consultant will perform services in accordance with Proposal (for) City of Corpus Christi WiFi
Network Business Implementation Initiative, ("Proposal") which is attached as Exhibit A. In the
event of any conflict between this Agreement and the Proposal, this Agreement shall control.
III. ORDER OF SERVICES
The Consultant agrees to begin work upon receipt of the executed contract. A preliminary
project schedule is attached in Exhibit A
IV FEE FOR SERVICES
The City shall pay the Consultant a hourly rate of $120 for providing the services described in
Exhibit A. This fee shall be full and total compensation for services and for all expenses
Incurred in performing these services. Consultant shall invoice the City at end of each month for
services performed in that month. Each monthly invoice shall contain description of task(s)
performed. hours of service performed, dates of service performed, and all other information as
requested by Director of Municipal Information Systems or designee. Payments shall be issued
within 30 days of receipt of invoice Services above $100,000 require additional written
authorization.
V EFFECTIVE DATE, TERM, AND CONTRACT ADMINISTRATOR
A This agreement takes effect upon execution by the City Manager or his designee.
B The term of this agreement is December 5,2005 through July 31, 2006, unless sooner
terminated in accordance with Section VI below.
2005-670
12/1,V05
\;12005-425
'\Iext Step (onsulting
C The Contract Administrator designated by the City is responsible for approval of all phases
of performance and operations under this Contract including authorizations for payment. All of
Consultant's notices or communications regarding this Contract must be directed to the Contract
.Administrator, who is the Director of Municipal Information Systems, or designee.
\/1 TERMINATION OF CONTRACT
The City may, at any time, with or without cause, terminate this Agreement upon one (1) week
written notice to the Consultant. Upon termination of this Agreement, all finished or unfinished
documents, data, studies, or reports prepared by the Consultant, at the option of the City, will be
delivered to the City and become the property of the City. In such event of termination without
cause, City will be invoiced for the actual time and charges accumulated through the date of
termination
VII. APPROPRIATIONS
All parties recognize that the continuation of any contract after the close of any fiscal year of the
City, which fiscal year ends on July 31 of each year, will be subject to appropriations and budget
approval providing for covering such contract item as an expenditure in said budget. The City
does not represent that said budget item will be actually adopted, said determination being
within the sole discretion of the City Council at the time of adoption of such budget.
VIII. ASSIGNABILITY
The Consultant will not assign, transfer, or delegate any of his obligations or duties in this
Agreement to any other person without the prior written consent of the City. The performance of
this Agreement by Consultant is the essence of this Agreement and City's right to withhold
consent to such assignment will be within the sole discretion of the City on any grounds
whatsoever
IX. INDEPENDENT CONTRACTOR
Consultant will perform all professional services as an independent contractor and will furnish
such services in its own manner and method, and under no circumstances or conditions will an
agent, servant, or employee of the Consultant be considered an employee of the City.
X SUBCONTRACTORS
Consultant may use subcontractors in connection with the work performed under this
Agreement. When using subcontractors, however, Consultant must obtain prior written
approval from the City. In using subcontractors, Consultant agrees to be responsible for all their
acts and omissions to the same extent as if the subcontractor and its employees were
employees of the Consultant. All requirements set forth as part of this Agreement will be
applicable to all subcontractors and their employees to the same extent as if the Consultant and
Its employees had performed the services.
XI. APPLICABLE LAW
This Agreement is subject to all Federal laws and laws of the State of Texas. All duties of the
parties will be performed in the City of Corpus Christi, Texas, or the offices of Consultant as
appropriate The applicable law for any legal disputes arising out of this Agreement will be the
law of Texas and such forum and venue for such disputes will be the appropriate federal,
district, county, or Justice court in and for Nueces County, Texas.
XII WAIVER
No waiver of any breach of any term, or condition of this Agreement, will be construed to waive
any subsequent breach of the same.
XIII. NOTICE
Notice may be given by fax. hand delivery, or certified mail, postage prepaid, and is deemed
received on the day faxed or hand delivered or on the third business day after deposit if sent
certified mail. Notice will be sent as follows:
IF TO CITY
City of Corpus Christi
Attention: City Manager
PO Box 9277
Corpus Christi. Texas 78469-9277
FAX No: (512) 880-3601
IF TO CONSULTANT:
Next Step Consulting, L..L.C.
Attn: Brian Anderson, President
2 Tanglewood Lane
Malvern, PA 19355
XIV AMENDMENT
This Agreement may be amended only by written Agreement signed by duly authorized
representatives of the parties hereto.
XV. DISCLOSURE OF INTERESTS
Consultant further agrees, in compliance with City of Corpus Christi Ordinance No. 17112, to
complete, as part of this Agreement, the Disclosure of Interest form attached as an Exhibit to
this Agreement.
XVI INSURANCE
Consultant will comply with the Insurance Requirements provided in the attached Exhibit.
XVI. INDEMNIFICATION
Consultant agrees to indemnify and save harmless the City, its agents, servants, and
employees from any and all liabilities, claims, losses, damages, or expenses, including
reasonable attorney's fees resulting from Consultant's negligence or willful acts or omissions in
performance of this Agreement.
XVII INTEllECTUAL PROPERTY
City shall own all right, title and interest in and to all of the documents prepared by Consultant
under this Agreement. Consultant may retain copies for its archives and internal uses.
XVIII. FORCE MAJEURE
Neither party shall be held responsible for any delay or failure in performance hereunder to the
extent such delay or failure is caused by fire, flood, explosion, war, strike, terrorism, embargo,
civil or military authority, act of God, act or omission of carriers or similar causes beyond its
control ("force majeure conditions"). If any force majeure condition occurs, the party delayed or
unable to perform shall give immediate notice to the other party.
~
Armando Chapa .'-
City Secretary
CITY OF CORPUS CHRISTI
~
Ge&ge K. Noe
City Manager
Date:
ATTEST
[1-/00/05
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Approved as to legal form this ~ day of i..J-{ ,
,2005
,
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By: 'f, .. ...oj ;.-~. " -..0('-"
Assistant City Attorney)
for City Attorney
CO~SUl T~ ~ Step Consulting, L.l.C.
By(. "';... r--'~::: -'--
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Name: Brian Anderson
Title Presideflt
Date '--v: 'r;
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Exhibit A
Next Step Consulting, LLC
2 Tanglewood Lane
Malvern, PA 19355
PROPOSAL
City of Corpus Christi WiFi Network Business Implementation Initiative
Prepared for: Leonard Scott - MIS Business Unit Manager, City of Corpus Christi
Prepared by: Brian Anderson - President, Next Step Consulting, LLC
DESCRIPTION
The City of Corpus Christi IS currently deploying a cellular WiFi network throughout its entire 147
square mile area. The citywide cellular WiFi network initiative was started in 2004 when it was
Identified as a critical component of the City's Automated Meter Reading (AMR) capital improvement
project.
Beyond government application use, the City intends to establish a public access business that
leverages its investment in the network to create economic and community value by providing local
business and residents with convenient access affordable network applications and services.
Brian Anderson, of Next Step Consulting, LLC, has worked as a consultant for the City from the
original AMR proposal through the development of a WiFi Business Plan.
The City is in the process of completing a business plan that is focused on achieving measurable
government, economic, and community goals. The City will work with community, local business, and
private sector organizations to develop the structure and strategy for the business plan. The City will
use the business plan as a guide for implementing an effective WiFi Network business operation.
The Implementation of WiFr Network business operation will include the following key tasks:
Establishing a business management operation to administer public access services provided
through the WiFI network.
Establishing partnerships with private-sector, government, and non-profit community
organizations to provide relevant network services (i.e., e-commerce, e-learning, Internet, etc.)
to the public. Actions to support this task will include the development of integrated product
and service offerings, RFPs, cost sharing/revenue sharing agreements, and a management
organization
Marketing and community outreach activities that gain community input to develop relevant
network services and maximize market penetration.
Implementing the application infrastructure required to deliver defined public access services.
Principal application components will include a web portal that provides integrated e-
commerce, e-Iearning, Internet access, and other services that serve to provide measurable
economic development and community value.
in addition the City will also continue to implement department WiFi Network applications the
measurably enhance the effectiveness and efficiency of City services and operations.
PROPOSED SERVICES
Next Step Consulting, LLC IS proposing to provide the City of Corpus Christi with planning and
development services required to effectively implement the WiFi Network business operation as well
Exhibit A
as City department network applications as defined in the Description section of this proposal as
directed by the City's Municipal Information Services (MIS) department.
SCHEDULE
The proposed planning and development services will begin December 5, 2005 and extend through
July 2006. Because the City is innovator in the development of the proposed municipal WiFi Network
business model, it is not practical to define detailed tasks and deliverables within this proposal. Under
the direction of the City's MIS department, a detailed schedule of activities and deliverables will be
defined on an ongoing basis and communicated through regular planning and status reports.
RESOURCE
Brian Anderson - Principal Consultant
Brian Anderson has over 20-years of IT planning and consulting experience. Brian has been a
principal consultant for the City Corpus Christi through AMR and WiFi Network planning and
development activities from the original AMR proposal through the WiFi Network business planning
activities
COST
The cost for this proposal will include City approved work hours and expenses. Brian Anderson will
work at a rate of $120 per hour Travel and business related expenses will not exceed the City's
defined per diems and allowances Total costs for this effort are estimated at $100,000 or less.
EXHIBIT B
DISCLOSURE OF INTERESTS FORM
~
~
City of
Corpus
Chnsti
SUPPLIER NUMBER
TO BE ASSIGNED BY CITY
PURCHASING DIVISION
City of Corpus Christi Ordinance 17112, as amended, requires all persons or firms seeking to
do business with the City to provide the following information. Every question must be
answered If the question IS not applicable, answer with "NA". See reverse side for definitions.
COMPANY NAME
POBOX
STREET:
CITY' ZIP
FIRM IS: 1. Corporation 2. Partnership
4 Association 5 Other(
3. Sole Owner ( )
DISCLOSURE QUESTIONS
If additional space is necessary, please use the reverse side of this page or attach separate
sheet.
1 State the names of each "employee" of the City of Corpus Christi having an "ownership
Interest" constituting 3% or more of the ownership in the above named "firm."
Name Job Title and City Department (if known)
2 State the names of each "official" of the City of Corpus Christi having an "ownership interest"
constituting 3% or more of the ownership in the above named "firm."
Name Title
3 State the names of each "board member" of the City of Corpus Christi having an "ownership
Interest" constituting 3% or more of the ownership in the above named "firm."
Name Board, Commission, or Committee
4 State the names of each employee or officer of a "consultant" for the City of Corpus Christi
who worked on any matter related to the subject of this contract and has an "ownership interest"
constituting 3% or more of the ownership in the above named "firm."
Consultant
CERTIFICATE
I certify that all information provided is true and correct as of the date of this statement, that I
have not knowingly withheld disclosure of any information requested; and that supplemental
statements will be promptly submitted to the City of Corpus Christi, Texas as changes occur.
Certifying Person:
Title
(Type or Print)
Signature of Certifying Person:
Date:
DEFINITIONS
a. "Board member." A member of any board, commission, or committee appointed by the City
Council of the City of Corpus Christi, Texas.
b "Employee." Any person employed by the City of Corpus Christi, Texas either on a full or
part-time basis, but not as an independent contractor
c "Firm. Any entity operated for economic gain, whether professional, industrial or
commercial, and whether established to produce or deal with a product or service, including but
not limited to, entities operated in the form of sole proprietorship, as self-employed person,
partnership, corporation, joint stock company, joint venture, receivership or trust, and entities
which for purposes of taxation are treated as non-profit organizations.
d "Official" The Mayor, members of the City Council, City Manager, Deputy City Manager,
Assistant City Managers, Department and Division Heads, and Municipal Court Judges of the
City of Corpus Christi, Texas.
e "Ownership Interest." Legal or equitable interest, whether actually or constructively held, in
a firm, Including when such interest is held through an agent, trust, estate, or holding entity.
Constructively held - refers to holdings or control established through voting trusts, proxies, or
special terms of venture or partnership agreements.
"Consultant." Any person or firm, such as engineers and architects, hired by the City of
Corpus Christi for the purpose of professional consultation and recommendation.
EXHIBIT C
INSURANCE REQUIREMENTS
CONSULTANT'S LIABILITY INSURANCE
A Consultant must not commence work under this agreement until all insurance required
herein has been obtained and such insurance has been approved by the City. The Consultant
must not allow any subcontractor to commence work until all similar insurance required of the
subcontractor has been obtained.
B Consultant must furnish to the City's Risk Manager two (2) copies of Certificates of
Insurance. showing the following minimum coverage by insurance company(s) acceptable to the
City's Risk Manager. The City must be named as an additional insured for the General and
Automobile liability policies and a blanket waiver of subrogation is required on all applicable
policies
TYPE OF INSURANCE
30-Day written notice of cancel
change, non-renewal or termin
written notice of cancellation fo
premium is required on all certi
COMMERCIAL GENERAL L1A
1 Commercial Form
2 Premises - Operations
I 3 Products/ Completed Opera
4 Contractual Liability
5. Independent Contractors
6 Personal InJury
AUTOMOBILE LIABILITY --OW
OR RENTED
I
~-~OFESSIONAL LIABILITY in
I
I Coverage provided must cover
---
MINIMUM INSURANCE COVERAGE
-.----.--"...---.
lation, matenal Bodily Injury and Property Damage
ation and a 10 day Per occurrence aggregate
r non-payment of
ficates
BILlTY including: $2,000,000 COMBINED SINGLE LIMIT
tions Hazard
i
I
i
NED NON-OWNED $1,000,000 COMBINED SINGLE LIMIT
I
-"._,---"
eluding $2,000,000 COMBINED SINGLE LIMIT
officers, directors
Page 11 of 11
-. -..--..-----.---.-..
\ employees and agents
l
[ 1 ERRORS AND OMMISIONS
i
I WORKERS COMPENSATION
WHICH COMPLIES WITH THE TEXAS
WORKERS' COMPENSATION ACT AND
PARAGRAPH II OF THIS ACT AND
PARAGRAPH 2 OF THIS EXHIBIT
I EMPLOYERS LIABILITY
L_ ____________.._._______.
$100,000
C In the event of accidents of any kind, the Consultant must furnish the Risk Manager with
copies of all reports of such accidents within ten (10) days of accident.
II ADDITIONAL REQUIREMENTS
A. Consultant must obtain workers' compensation coverage through a licensed insurance
company obtained in accordance with Texas law. The contract for coverage must be written on
a policy and endorsements approved by the Texas Department of Insurance. The coverage
provided must be in amounts sufficient to assure that all workers' compensation obligations
Incurred by the Consultant will be promptly met.
B Certificate of Insurance
The City of Corpus Christi must be named as an additional insured on the General and
Automobile liability policies and a blanket waiver of subrogation is required on all applicable
policies
If your Insurance company uses the standard ACORD form, the cancellation clause
(bottom right) must be amended by adding the wording "changed or" between "be" and
"canceled", and deleting the words. "endeavor to", and deleting the wording after "left". In the
alternative. a policy endorsement stating the required cancellation language will be accepted.
"
The name of the project must be listed under "Description of Operations"
At a minimum, a 30-day written notice of cancellation, material change, non-renewal or
termination and a 1 O-day written notice of cancellation for non-payment of premium is
required.
C If the Certificate of Insurance does not show on its face the existence of the coverage
required by items 1 B (1 )-(6), an authorized representative of the insurance company must
include a letter specifically stating whether items 1.B_ (1 )-(6) are included or excluded.
H\LEG-DIR\Usa\MIS 2005\Next Step Consulting Nov 2005.doc