HomeMy WebLinkAboutC2006-031 - 2/8/2006 - NA
PROFESSIONAL SERVICES CONTRACT
This Professional Services Contract ("Contract") is entered into by and between the
City of Corpus Christi, a municipal corporation ("City"), 1201 Leopard Street, Corpus
Christi, Texas, 78401, and Imminent Solutions, Inc. of 2933 Thicket Willow Street, Las
Vegas, Nevada 89135, ("Consultant"), effective for all purposes upon execution by the
City Manager or City Manager's designee.
The Consultant and City agree as follows:
I. SERVICES TO BE PERFORMED:
The Consultant agrees to provide professional consultant services as follows:
Consultant shall provide Coordinator and End User Training for the PeopleSoft EPM 8.9
Planning and Budget Module ("software").
Consultant will provide City budget staff with two (2) Web-Ex training opportunities on
Feb 6th and 10th via the internet to review the Budget Coordinator responsibilities in
detail.
Consultant will also provide end-user training on site of City Hall, the week of Feb 13th -
1 ih, and the following week on February 22nd and 23rd, to train approximately 120 end
users on the use of the new software. These dates may be adjusted with consent of
both parties.
The City will provide the training room environment.
Consultant will develop and provide training manuals and presentations for the
Coordinator role and End User role. Consultant will provide softcopy for printing by the
City as needed
Consultant's performance of the work shall commence upon authorization to proceed by
the City. The Director of Management and Budget is designated as the Contract
Administrator responsible for all phases of performance and operations under this
Contract. including authorizations for payment. All notices or communications regarding
this Contract shall be directed to the Contract Administrator.
II. FEE FOR SERVICES
Total cost for all services provided by Consultant under this Contract shall not exceed
twenty-five thousand dollars $25,000 unless expressly authorized by written
amendment to this Contract. Hourly rate for services provided under this Contract is
$210 per hour, plus reasonable travel expenses such as coach class airfare, ground
transportation, hotel, and per diem costs for meals of $40 per day.
2006-031
02/08/06
1J'b
Imminent Solutions
Consultant shall submit monthly invoices to the City in sufficient detail to support the
services provided during the previous month. City agrees to pay those invoices within
thirty (30) days of receipt. In the event the City disputes a portion of an invoice, the City
agrees to pay the undisputed portion of the invoice within thirty (30) days of receipt and
to provide Consultant a detailed statement of the City's position on the disputed portion
of the invoice within thirty (30) days of receipt. All payments should be sent to
Imminent Solutions. Inc of 2933 Thicket Willow Street, Las Vegas, Nevada 89135,
III. TERMINATION OF CONTRACT
The City may, at any time, with or without cause, terminate this Contract upon seven
days written notice to the Consultant at 2933 Thicket Willow Street, Las Vegas, Nevada
89135.
IV. APPROPRIATION OF FUNDS
All parties recognize that the continuation of any contract after the close of any fiscal
year of City, which fiscal year ends on July 31 of each year, shall be subject to
appropriations and budget approval providing for covering such contract item as an
expenditure in said budget. City does not represent that the 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.
V. ASSIGNABILITY
The Consultant shall not assign, transfer, or delegate any of his obligations or duties in
this Contract to any other person without the prior written consent of the City, except for
routine duties delegated to field assistants and clerical helpers. The performance of this
Contract by Consultant is the essence of this Contract and City's right to withhold
consent to such assignment shall be within the sole discretion of the City on any
grounds whatsoever.
VI. INDEPENDENT CONTRACTOR
Consultant shall perform all professional services as an independent contractor and
shall furnish such services in its own manner and method, and under no circumstances
or conditions shall an agent, servant, or employee of the Consultant be considered an
employee of the City
VII. SUBCONTRACTORS
Consultant may use subcontractors in connection with the work performed under this
Contract. 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
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were employees of the Consultant. All requirements set forth as part of this Contract
shall be applicable to all subcontractors and their employees to the same extent as if
the Consultant and its employees had performed the services.
VIII. VENUE AND APPLICABLE LAW
This Contract shall be subject to all Federal, State and local laws. All duties of the
parties shall be performed in the City of Corpus Christi, Texas. The applicable law for
any legal disputes arising out of this Contract shall be the law of Texas and such forum
and venue for such disputes shall be the appropriate district, county, or justice court in
and for Nueces County, Texas.
IX. WAIVER
No waiver of any breach of any term, or condition of this Contract, shall be construed to
waive any subsequent breach of the same.
X. DISCLOSURE OF INTERESTS
Consultant further agrees, in compliance with City of Corpus Christi Ordinance No.
17112, to complete, as part of this Contract, the Disclosure of Interest form provided to
Consultant.
XI. INDEMNIFICATION
Consultant covenants to fully indemnify, save and hold harmless the City of Corpus
Christi, its officers, employees, and agents ("lndemnitees") against all liability, damage,
loss, claims, demands and actions of any kind on account of personal injuries
(including, without limiting the foregoing, workers' compensation and death claims), or
property loss or damage of any kind, which arise out of or are in any manner connected
with, or are claimed to arise out of or be in any manner connected with services or
products provided by Consultant under this agreement.
XII. INSURANCE
Consultant agrees to provide insurance in accordance with the attached exhibit.
XIII. AMENDMENTS OR MODIFICATIONS.
No amendments or modifications to this Contract may be made, nor any provision
waived, unless in writing signed by a person duly authorized to sign Contracts on behalf
of each party.
XIV. RELATIONSHIP OF PARTIES.
In performing this Contract, both the City and Consultant shall act in an individual
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capacity, and not as agents, representatives, employees, employers, partners, joint-
venturers, or associates of one another. The employees or agents of either party may
not be, nor be construed to be, the employees or agents of the other party for any
purpose.
xv. CAPTIONS.
The captions in this Contract are for convenience only and are not a part of this
Contract. The captions do not in any way limit or amplify the terms and provisions of
this Contract.
XVI. SEVERABILITY.
If for any reason, any section, paragraph, subdivision, clause, provision, phrase or word
of this Contract or the application of this Contract to any person or circumstance is, to
any extent. held illegal, invalid, or unenforceable under present or future law or by a
final judgment of a court of competent jurisdiction, then the remainder of this Contract,
or the application of the term or provision to persons or circumstances other than those
as to which it is held illegal, invalid, or unenforceable, will not be affected by the law or
Judgment. for it is the definite intent of the parties to this Contract that every section,
paragraph, subdivision, clause, provision, phrase, or word of this Contract be given full
force and effect for its purpose. To the extent that any clause or provision is held illegal,
invalid, or unenforceable under present or future law effective during the term of this
Contract. then the remainder of this Contract is not affected by the law, and in lieu of
any illegal, invalid, or unenforceable clause or provision, a clause or provision, as
similar in terms to the illegal. invalid, or unenforceable clause or provision as may be
possible and be legal, valid, and enforceable, will be added to this Contract
automatically,
XVII. NOTICES.
Notices provided shall be in writing and delivered to:
On behalf of the City:
City of Corpus Christi
Director of Financial Services
P.O, Box 9277
Corpus Christi, TX 78469-9277
On behalf of the Imminent Solutions, Inc.
Consultant:
2933 Thicket Willow
Street
Las Vegas, Nevada
89135
'D~
XVIII SOLE CONTRACT.
This Contract constitutes the sole Contract between the City and Consultant. Any prior
Contracts, promises, negotiations, or representations, verbal or otherwise, not expressly
stated in this Contract, are of no force and effect.
EXECU1ED IN DUPLICATE, each of which shall be considered an original, this ~-t'--
day of ..~~_ 2006.
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ATTEST:~/) ..'..
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Arman~~ Chapa, City ~cretary
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APPROVED THIS U_ DAY OF. ~f\I~ 2006
B.i~r
A~~istant City AU . ey - -- ----
for City Attorney
RPUS CHRISTI
tL-
Geor
CONSUL T A~: Im~in~nt Solutions Inc.
By: lJelv 'xl. /'~ j' .
Name: __~ "'.. ',~_ ~.. S4 L.A ~.
Title: .fj<: E~Jt /)eA L~_~____~n
Date:
;2j 2-/;Zuc t,..
Attachments:
Exhibit "A," Disclosure of Interest
Exhibit B, Insurance Requirements
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City of
( 'orpu~
ChnstJ
SUPPLIER NUMBER
TO BE ASSIGNED BY-('ITI
PlIR( 'HASING DIVISION
CITY OF CORPUS CHRISTI
DISCLOSURE OF INTEREST
'\11 persom or firms seeking to do business with the City must provide the following information. Every
question must be answered. If the question is not applicable. answer with "NA". See reverse side for
definitions
COMPAN'J NA~~_____.Tf-fll^-;['~~7 ~(L ~i 1({.~/\j5 1.1!\JC
POBOX ~_____~__~_______~____
STREET: ,.1/1'3~; /11((:':([ ~. It L-t Ii.- 51 CITY:
~~e:;r1<;'- AJ 1/ '=-_ZIP:?q/~:'("
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I Corporation (.xi
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PartnershIp
Other
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3. Sole Owner
5.
DISCLOSURE QUESTIONS
If additional space is necessary, please use the reverse side of this page or attach separate sheet.
I State the names of each "employee" of the City of Corpus Christi having an "interest" in the above
named "firm."
\..!A
Job Title and City Department (if known)
Namc'
, State the names of each Council Member of the City of Corpus Christi having a "substantial interest"
in the ahove named "firm'
Name -+^l It.
Title
.~ State thl' names of each "hoard member" of the City of Corpus Christi having a "substantial interest"
in the ahove named "firm .. ~
Name
Board. Commission, or Committee
,.J4
-+ State thl' names of each employee or officer of a "consultant" for the City of Corpus Christi who
~
worked 111 any matter related to the subject of this contract and has an "interest" in the above named
"firm"
) .- (-
,,_~,ff_ J r_~A C. Ii <)__ _______
Consultant
CERTIFICA TE
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
promptl\.' submitted to the City of Corpus Christi, Texas as changes occur.
. \ - - -
Ce<lily; "g Pc""" ___-J~ "",,:',,~ ~ 1'1 ~. ~: T~~ ~:;'::' palr
Signature/,"" I'of "Certih ing Person: l (( J,(.. , ' i [t.- Date:
"j 12'~ 1/1' &,. . lJ
----..:r:~~_____ __
DEFINITIONS
d,'Board member" A member of any board. commission. or committee appointed by the City Council of
the City of Corpus Christi, Texas
h "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,
'Firm. .\ny entity operated for economIc gain. whether professional, industrial or commercial, and
whether e,tablished to proJuce or deal with a product or service. including but not limited to, entities
operated III the form of soiL' proprietorship. as self-employed person. partnership, corporation, joint stock
company. loint venture, recl'lvership or trust. and entitie, which for purposes of taxation are treated as non-
profit orgalllzations
d "Interest.' Any direct or iIldirect pecuniary or material benefit in a contract or transaction other than:
I J) An Inkrest which is shared by and available to al] other persons similarly situated; or
(2) c\ remote or incidental intere',\ which would not increase or decrease materially due to the action of the
city or IS kss than two hundred dollars (S200,OO) in value: or
(.~) An IIlkrest of a subcontractor which has no direct contractual relationship with the city, is receiving fair
and reasonable compensation. and is not operating as a subterfuge to circumvent the code of ethics; or
(-+) An illlerest in real property acquired by the city which could otherwise be accomplished only through
eminent domain provided that the property must be acquired for a public purpose andjust compensation
must be paid under the Texas Constitution after obtaining an independent appraisal.
"Substantial Interest" '\ny interest which has a \ alue of five thousand dollars ($5.000,00) or more or
represents ten ( [(I) per cent,)r mure ()f a person' s gross income during the most recent calendar year.
"Consultanl." Any person UI firm. such as engineers and architects, hired by the City of Corpus Christi for
the PUJ'POSl' of professionall'onsultation und recommendation,
~~
'vi
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FORM CIQ
I CONFLICT OF INTEREST QUESTIONNAIRE
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I For vendor or other person doing business with local governmental entity
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; This questionnaire is being filed in accordance with chapter 176 of the Local
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! Government Code by a person doing business with the governmental entity.
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I By law this questionnaire must be filed with the records administrator of the
Ii, local government not later than the 7th business day after the date the person
becomes aware of facts that require the statement to be filed, See Section
176.006, Local Government Code,
OFFICE USE ONLY
Date Received
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i A person commits an offense if the person violates Section 176.006, Local
I Government Code. An offense under this section is a Class C misdemeanor.
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p"~e of pe<son doing bUSlne~s with 'oon' govemmenlnl entity.
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Check this box if you are filing an update to a previously filed questionnaire.
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~"C"be ench ,lfm""on 0' buslne.. ..."tlonshlp with nn emp'oyee 0' oont,"cto, ofthe 'oon' govemmenln' entity who m,.es
I ~ecommendations to a local government officer of the local governmental entity with respect to expenditure of money.
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(The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than
September 1 of the year for which an activity described in Seclion 176.006(a), Local Government Code, is pending and
not later than the 7th business day after the date the originally filed questionnaire becomes incomplete or inaccurate.)
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iJ Describe each affiliation or business relationship with a person who is a local government officer and who appoints or
employs a local government officer of the local governmental entity that is the subject of this questionnaire.
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A.meflded 01/13/2006
i--
CONFLICT OF INTEREST QUESTIONNAIRE
FORM CIQ
Page 2
For vendor or other person doing business with local governmental entity
2J Name of local government officer with whom filer has affilitation or business relationship. (Complete this section only ifthe
answerto A, B. orC is YES.)
T hiS section. Item 5 including subparts A. S, C & D. must be completed for each officer with whom the filer has affiliation or
husiness relationship Attach additional pages to this Form CIO as necessary
Is the local government officer named in this section receiving or likely to receive taxable income from the filer of the
questionnaire?
DYes
t<1 No
S Is the filer ot the questionnaire receiving or likely to receive taxable income from or at the direction of the local government
officer named in this section AND the taxable income is not from the local governmental entity?
DYes
0NO
Is the filer of this questionnaire affiliated with a corporation or other business entity that the local government officer serves
as an officer or director. or holds an ownership of 10 percent or more?
DYes
GJNO
Describe each affiliation or business relationship
2J Describe any other affiliation or business relationship that might cause a conflict of interest.
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Signature of person doing business with the governmental entity
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Date
Amended 01/13/2006