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6998 - Land Management Software - Executed
Docusign City Council Transmittal Coversheet File Name Purchasing Contact City Council Target Date Piggy Back Option Contract Expiration Ordinance DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 Adrian Brown Not Applicable 6998 Land Management Software Consultant COOP N/A April 16, 2019 19-825 File 6998 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND SCIENS, LLC. (File #6998) THIS CONTRACT is made and entered into this date _______________________, by and between Sciens, LLC., a Texas Corporation, whose address is 5900 S. Lake Forest Drive, Suite 300, McKinney, Texas 75070, hereinafter referred to as "Supplier," and the CITY OF DENTON, TEXAS, a home rule municipal corporation, hereinafter referred to as "City," to be effective upon approval of the Denton City Council and subsequent execution of this Contract by the Denton City Manager or his duly authorized designee. For and in consideration of the covenants and agreements contained herein, and for the mutual benefits to be obtained hereby, the parties agree as follows: SCOPE OF SERVICES Supplier shall provide products in accordance with the Supplier’s quote, a copy of which is attached hereto and incorporated herein for all purposes as Exhibit “A”. The Contract consists of this written agreement and the following items which are attached hereto, or on file, and incorporated herein by reference: (a) Sciens, LLC. Agreement (Exhibit “A”) (b) BuyBoard Cooperative Purchasing Contract #579-19 with Sciens, LLC. (Exhibit “B” on file at the office of the Purchasing Agent) (c) Special Terms and Conditions (Exhibit “C”) (d) Certificate of Insurance and Insurance Requirements (Exhibit “D”) (e) Sciens, LLC. Proposal (Exhibit “E”) (f) Form CIQ – Conflict of Interest Questionnaire (Exhibit "F") These documents make up the Contract documents and what is called for by one shall be as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions of the Contract documents, the inconsistency or conflict shall be resolved by giving precedence first to the written agreement then to the contract documents in the order in which they are listed above. These documents shall be referred to collectively as “Contract Documents.” Prohibition on Contracts with Companies Boycotting Israel Supplier acknowledges that in accordance with Chapter 2270 of the Texas Government Code, City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms “boycott Israel” and “company” shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this agreement, Supplier certifies that Supplier’s signature provides written verification to the City that Supplier: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the agreement. Failure to meet or maintain the requirements under this provision will be considered a material breach. Prohibition On Contracts With Companies Doing Business with Iran, Sudan, or a Foreign Terrorist Organization Section 2252 of the Texas Government Code restricts CITY from contracting with companies that do business with Iran, Sudan, or a foreign terrorist organization. By signing this agreement, Supplier certifies that Supplier’s signature provides written verification to the City that Supplier, pursuant to Chapter DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 4/16/2019 File 6998 2252, is not ineligible to enter into this agreement and will not become ineligible to receive payments under this agreement by doing business with Iran, Sudan, or a foreign terrorist organization. Failure to meet or maintain the requirements under this provision will be considered a material breach. The parties agree to transact business electronically. Any statutory requirements that certain terms be in writing will be satisfied using electronic documents and signing. Electronic signing of this document will be deemed an original for all legal purposes. IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. SUPPLIER BY: ______________________________ AUTHORIZED SIGNATURE Printed Name:________________________ Title: _______________________________ __________________________________ PHONE NUMBER _________________________________ EMAIL ADDRESS _____________________________________ TEXAS ETHICS COMMISSION CERT CERTIFICATE NUMBER ATTEST: CITY OF DENTON, TEXAS BY: __________________________________ BY: _____________________________ TODD HILEMAN CITY MANAGER APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY BY: _______________________________ THIS AGREEMENT HAS BEEN BOTH REVIEWED AND APPROVED as to financial and operational obligations and business terms. _______________ ________________ SIGNATURE PRINTED NAME __________________________________ TITLE __________________________________ DEPARTMENT DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 469-424-3415 sgousie@sciens.com 2018-432965 Partner Stephen Gousie Development Services Scott McDonald Director ROSA RIOS, CITY SECRETARY Page 1 EXHIBIT A Agreement No. _________ AGREEMENT FOR CONSULTING SERVICES This Agreement for Consulting Services (“Agreement”) is made and entered into in the State of Texas this ____ day of ____, 20__, by and between the City of Denton, a municipal corporation (“City”), and Sciens LLC (“Consultant”). WHEREAS, the City desires to hire the Consultant to perform certain consulting services specified herein; and WHEREAS, the Consultant represents that the Consultant and/or the Consultant’s personnel have the qualifications and experience to properly perform such services: NOW, THEREFORE, the City and the Consultant hereby agree as follows: 1. Scope of Services Consultant shall furnish the City with professional consulting services as more particularly set forth in Exhibit E, Sciens’ proposal, attached hereto and incorporated by this reference in full herein. 2. Method of Performing Services Subject to the terms and conditions of this Agreement, the Consultant may determine the method, details, and means of performing the services described herein. 3. Standard of Performance Consultant agrees to undertake and complete these services to conclusion, using that standard of care, skill, and diligence normally provided by a professional person in the performance of similar consulting services. 4. Non-Exclusive Services This Agreement shall not be interpreted to prevent or preclude Consultant from rendering any services for Consultant’s own account or to any other person or entity as Consultant in its sole discretion shall determine. Consultant agrees that performing such services will not materially interfere with services to be performed for the City. 5. Coordination of Services All services are to be coordinated with the City Manager or designee (“Project Manager”) and shall be performed under the general direction of the Project Manager. 6. Place of Work Consultant shall perform the services provided for in this Agreement at any place or location and at such times as the Consultant shall determine. 7. Principal in Charge Consultant will designate one of its Partners as its principal-in-charge and person responsible for necessary coordination with Project Manager. DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 1 1916April Page 2 8. Permits, Licenses, Certificates Consultant, at Consultant’s sole expense, shall obtain and maintain during the term of this Agreement, all permits, licenses, and certificates required in connection with the performance of services under this Agreement, including a City business license. 9. City’s Responsibility City shall cooperate with Consultant as may be reasonably necessary for Consultant to perform its services. Project Manager agrees to provide direction to Consultant as requested regarding particular project requirements. 10. Term of Agreement This Agreement shall begin upon approval by the City. 11. Termination a. This Agreement may be terminated by City if Project Manager notifies Consultant, in writing, of Project Manager’s desire to terminate the Agreement. Such termination shall be effective ten calendar days from the date of delivery or mailing of such notice. City agrees to pay Consultant in full for all amounts due Consultant as of the effective date of termination, including any expenditures incurred on City’s behalf, whether for the employment of third parties or otherwise. b. This Agreement may be terminated by Consultant if Consultant notifies Project Manager, in writing, of Consultant’s desire to terminate the Agreement. Such termination shall be effective ten calendar days from the date of delivery or mailing of such notice and only if all assignments accepted by Consultant have been completed prior to the date of termination. 12. Compensation a. City agrees to pay Consultant in a not-to-exceed amount for services, including expenses, provided under this Agreement at rates provided in Exhibit E, Sciens’ proposal, attached hereto and incorporated by this reference in full herein. b. The acceptance by Consultant of the final payment made under this Agreement shall constitute a release of City from all claims and liabilities for compensation to Consultant for anything completed, finished or relating to Consultant’s services. c. Consultant shall provide Project Manager with a completed Request for Taxpayer Identification Number and Certification as issued by the Internal Revenue Service (IRS Form W-9). d. If any sales tax is due for services performed by Consultant or materials or products provided to City by Consultant, Consultant shall pay the sales tax. City shall not reimburse Consultant for sales taxes paid by Consultant. 13. Method of Payment a. City agrees to pay Consultant for the completion of each work element as identified in the Exhibit E, Sciens’ proposal, attached hereto and incorporated by this reference in full herein. 14. Responsibility for Expenses Except as otherwise expressly provided in this Agreement, City shall not be responsible for expenses incurred by Consultant in performing services under this Agreement. All expenses incident to the performance of services under this Agreement shall be borne by the Consultant, including, but not limited to rent, vehicle, and travel, entertainment and promotion, general liability and health insurance, workers’ compensation insurance, and all compensation and benefits of employees or agents engaged by Consultant. Consultant shall, at its own cost and expense, supply all personal property necessary or appropriate to perform the services provided for under this Agreement, including, but not limited to any personal property used by employees and agents of Consultant in the performance of such services. DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 Page 3 15. Non-Appropriation of Funds Payments to be made to Consultant by City for services performed within the current fiscal year are within the current fiscal budget and within an available, unexhausted and unencumbered appropriation of City. In the event City does not appropriate sufficient funds for payment of Consultant’s services beyond the current fiscal year, this Agreement shall cover payment for Consultant’s services only up to the conclusion of the last fiscal year in which City appropriates sufficient funds and shall automatically terminate at the conclusion of such fiscal year. 16. Records a. At City’s request, City shall be entitled to immediate possession of, and Consultant shall furnish to Project Manager within ten days, all of the project deliverables. Consultant may retain copies of these documents. b. Any substantive modification of the documents and materials by City staff or any use of the completed documents and materials for other City projects, or any use of uncompleted documents and materials, without the written consent of Consultant, shall be at City’s sole risk and without liability or legal exposure to Consultant. City agrees to hold Consultant harmless from all damages, claims, expenses and losses arising out of any reuse of the documents and materials for purposes other than those described in this Agreement, unless Consultant consents in writing to such reuse. 17. Confidentiality of Information Any documents and materials given to or prepared or assembled by Consultant under this Agreement shall be confidential and shall not be made available to any third person or organization by Consultant without prior written approval of the Project Manager. 18. INDEMNITY CONSULTANT AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS CITY COUNCIL, AND EACH MEMBER THEREOF, AND EVERY OFFICER, EMPLOYEE, REPRESENTATIVE OR AGENT OF CITY, FROM ANY AND ALL LIABILITY, CLAIMS, DEMANDS, ACTIONS, DAMAGES (WHETHER IN CONTRACT OR TORT, INCLUDING PERSONAL INJURY, DEATH AT ANY TIME, OR PROPERTY DAMAGE), COSTS AND FINANCIAL LOSS, INCLUDING ALL COSTS AND EXPENSES AND FEES OF LITIGATION OR ARBITRATION, THAT ARISE DIRECTLY OR INDIRECTLY FROM ANY ACTS OR OMISSIONS RELATED TO THIS AGREEMENT PERFORMED BY CONSULTANT OR ITS AGENTS, EMPLOYEES, SUBCONSULTANTS, SUBCONTRACTORS, CONSULTANTS AND OTHER PERSONS ACTING ON CONSULTANT’S BEHALF. THIS AGREEMENT TO INDEMNIFY, HOLD HARMLESS AND DEFEND SHALL APPLY WHETHER SUCH ACTS OR OMISSIONS ARE THE PRODUCT OF ACTIVE NEGLIGENCE, PASSIVE NEGLIGENCE, OR ACTS FOR WHICH CONSULTANT OR ITS AGENTS, EMPLOYEES, SUBCONSULTANTS, SUBCONTRACTORS, CONSULTANTS AND OTHER PERSONS ACTING ON CONSULTANT’S BEHALF WOULD BE HELD STRICTLY LIABLE. 19. Insurance a. Consultant shall obtain and maintain during the performance of any services under this Agreement the insurance coverages as specified in Exhibit F, attached hereto and incorporated herein by this reference, issued by a company satisfactory to the City’s Risk Manager, unless the Risk Manager waives, in writing, the requirement that Consultant obtain and maintain such insurance coverages. b. Consultant shall, prior to performance of any services, file with the Risk Manager evidence of insurance coverage as specified in Exhibit F. Evidence of insurance coverage shall be forwarded to the Risk Manager, addressed as specified in Exhibit F. c. Maintenance of proper insurance coverages by Consultant is a material element of this Agreement. Consultant’s failure to maintain or renew insurance coverages or to provide evidence of renewal may be considered as a material breach of this Agreement. 20. Independent Contractor a. City and Consultant agree that in the performance of the services, Consultant shall be, and is, an independent contractor, and that Consultant and its employees are not employees of City. Consultant has DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 Page 4 and shall retain the right to exercise full control over the employment, direction, compensation and discharge of all persons assisting Consultant. b. Consultant shall be solely responsible for, and shall save City harmless from, all matters relating to the payment of Consultant’s employees, agents, subcontractors and subconsultants, including compliance with social security requirements, federal and State income tax withholding and all other regulations governing employer-employee relations. c. Consultant acknowledges that Consultant and Consultant’s employees are not entitled to receive from City any of the benefits or rights afforded employees of City, including but not limited to reserve leave, sick leave, vacation leave, holiday leave, compensatory leave, Public Employees Retirement System benefits, or health, life, dental, long-term disability and workers’ compensation insurance benefits. 21. Consultant Not Agent Except as Project Manager may specify in writing, Consultant, and its agents, employees, subcontractors and subconsultants shall have no authority, expressed or implied, to act on behalf of City in any capacity, as agents or otherwise, or to bind City to any obligation. 22. Conflict of Interest Consultant shall promptly inform Project Manager of any contract, agreement, arrangement, or interest that Consultant may enter into or have during the performance of this Agreement that may conflict with City’s interests. This requirement includes contracts, agreements and arrangements with manufacturers, suppliers, contractors or other clients whose interests might be served by the services performed under this Agreement and Consultant’s or Consultant’s clients’ interest in land that might be affected by the services. Consultant shall take such measures as are necessary in the performance of this Agreement to prevent actual or appearances of conflicts of interest. 23. Assignability of Agreement Consultant agrees that this Agreement contemplates personal performance by Consultant and is based upon a determination of Consultant’s personnel’s unique competence, experience and specialized personal knowledge. Assignments of any or all rights, duties, or obligations of Consultant under this Agreement will be permitted only with the express written consent of Project Manager, which consent may be withheld for any reason. 24. Successors and Assigns Consultant and City agree that this Agreement shall be binding upon and inure to the benefit of the heirs, executors, administrators, successors and assigns of Consultant and City. 25. Fair Employment Practices a. Consultant agrees that all persons employed by Consultant shall be treated equally by Consultant without regard to or because of race, color, religion, ancestry, national origin, disability, sex, marital status, age, or any other status protected by law, and in compliance with all antidiscrimination laws of the United States of America, the State of Texas, and City of Denton. b. Consultant agrees that, during the performance of this Agreement, Consultant and any other parties with whom Consultant may subcontract shall adhere to equal opportunity employment practices to assure that applicants and employees are treated equally and are not discriminated against because of their race, color, religion, ancestry, national origin, disability, sex, marital status, age, or any other status protected by law. c. Consultant agrees to state in all of its solicitations or advertisements for applicants for employment that all qualified applicants shall receive consideration for employment without regard to their race, color, religion, ancestry, national origin, disability, sex, marital status, age, or any other status protected by law. 26. Force Majeure DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 Page 5 Consultant and City agree that neither City nor Consultant shall be responsible for delays or failures in performance resulting from acts beyond the control of either party. Such acts shall include, but not be limited to acts of God, strikes, lockouts, riots, acts of war, epidemics, governmental regulations imposed after this Agreement was executed, fire, communication line failures, tornado, earthquakes, or other disasters. 27. Covenants and Conditions Consultant and City agree that each term and each provision of this Agreement to be performed by Consultant shall be construed to be both a covenant and a condition. 28. Governing Law City and Consultant agree that the construction and interpretation of this Agreement and the rights and duties of City and Consultant hereunder shall be governed by the laws of the State of Texas and venue for any dispute arising under this Agreement is Denton County, Texas. 29. Compliance with Laws Consultant agrees to comply with all City, State, and federal laws, rules, and regulations, now or hereafter in force, pertaining to the services performed by Consultant pursuant to this Agreement. 30. Severability City and Consultant agree that the invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision. 31. Waiver City and Consultant agree that no waiver of a breach of any provision of this Agreement by either Consultant or City shall constitute a waiver of any other breach of the same provision or any other provision of this Agreement. Failure of either City or Consultant to enforce at any time, or from time to time, any provision of this Agreement, shall not be construed as a waiver of such provision or breach. 32. Counterparts City and Consultant agree that this Agreement may be executed in two or more counterparts, each of which shall be deemed an original. 33. Arbitration Consultant and City agree that in the event of any dispute with regard to the provisions of this Agreement, the services rendered or the amount of Consultant’s compensation, the dispute may be submitted to arbitration upon the mutual agreement of the parties, under such procedures as the parties may agree upon, or, if the parties cannot agree, then under the Rules of the American Arbitration Association. 34. Expenses of Enforcement Consultant and City agree that the prevailing party’s reasonable costs, attorneys’ fees (including the reasonable value of the services rendered by the City Attorney Office) and expenses, including investigation fees and expert witness fees, shall be paid by the non-prevailing party in any dispute involving the terms and conditions of this Agreement. 35. Authority to Execute a. City acknowledges that the person executing this Agreement has been duly authorized by the City Council to do so on behalf of City. b. Consultant acknowledges that the person executing this Agreement has been duly authorized by Consultant to do so on behalf of Consultant. DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 Page 6 36. Notices a. Any notices to Consultant may be delivered personally or by mail addressed to Sciens LLC, 1719 Angel Parkway, Suite 400-130, Allen, Texas 75002. b. Any notices to City may be delivered personally or by mail addressed to City of _______________________________, located at __________________________________________________, attention _________________________________. 37. Amendment City and Consultant agree that the terms and conditions of the Agreement may be reviewed or modified at any time. Any modifications to this Agreement, however, shall be effective only when agreed to in writing by both Project Manager and Consultant. 38. Entire Agreement City and Consultant agree that this Agreement constitutes the entire agreement of the parties regarding the subject matter described herein and supersedes all prior communications, agreements, and promises, either oral or written. EXECUTED this ___ day of _____, 20__. City of _______________________________, _______________ By: (signature) (printed) (title) EXECUTED this ___ day of _____, 20__. Sciens LLC By: (signature) Stephen Gousie (printed) Partner (title) DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City Manager 215 E.MCKinney, Denton, TX 76201 19 19Apri l 17 Todd Hileman City Manager 17 Todd Hileman Apri l TXDenton Exhibit C Special Terms and Conditions 1. Contract Term The Contract shall commence upon the issuance of a Notice to Proceed or Purchase Order by the City of Denton and shall automatically expire upon completion of the work and acceptance by the City of Denton. 2. Total Contract Amount The contract total shall not exceed $102,860.00. Pricing shall be per Exhibit E attached. DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 2/5/2019 Brown & Brown of Florida, Inc. dba T.R. Jones & Co. 1780 N Krome Ave Homestead FL 33030 Nancy Munoz (305)247-5121 (305)248-8543 nmunoz@bbinsfl.com Sciens, LLC 5900 South Lake Forest Drive, Suite 300 McKinney TX 75070 Hartford Accident & Indemnity 22357 Twin City Fire Insurance Co 29459 Philadelphia Indemnity Insurance Company18058 2018 Master A X X X 21SBABW5052 7/1/2018 7/1/2019 2,000,000 300,000 10,000 2,000,000 4,000,000 4,000,000 Employment Practices Liability 100,000 A XX X 21SBABW5052 7/1/2018 7/1/2019 2,000,000 A X X 10,000 21SBABW5052 7/1/2018 7/1/2019 2,000,000 B 21WBCAJ4746 1/1/2019 1/1/2020 X 1,000,000 1,000,000 1,000,000 C Professional Liability PHSD1408428 1/1/2019 1/1/2020 General Aggregate 5,000,000 Each Ocurrence 2,000,000 City of Denton Attn: Purchasing Department 215 E McKinney St Denton, TX 76201 T Jones Jr./LOUMAR The ACORD name and logo are registered marks of ACORD CERTIFICATE HOLDER ©1988-2014 ACORD CORPORATION.All rights reserved. ACORD 25 (2014/01) AUTHORIZED REPRESENTATIVE CANCELLATION DATE (MM/DD/YYYY)CERTIFICATE OF LIABILITY INSURANCE LOCJECTPRO-POLICY GEN'L AGGREGATE LIMIT APPLIES PER: OCCURCLAIMS-MADE COMMERCIAL GENERAL LIABILITY PREMISES (Ea occurrence)$DAMAGE TO RENTED EACH OCCURRENCE $ MED EXP (Any one person)$ PERSONAL &ADV INJURY $ GENERAL AGGREGATE $ PRODUCTS - COMP/OP AGG $ $RETENTIONDED CLAIMS-MADE OCCUR $ AGGREGATE $ EACH OCCURRENCE $UMBRELLA LIAB EXCESS LIAB DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) INSRLTR TYPE OF INSURANCE POLICY NUMBER POLICY EFF(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)LIMITS PERSTATUTE OTH-ER E.L.EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE E.L. DISEASE - POLICY LIMIT $ $ $ ANY PROPRIETOR/PARTNER/EXECUTIVE If yes,describe underDESCRIPTION OF OPERATIONS below (Mandatory in NH)OFFICER/MEMBER EXCLUDED? WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N AUTOMOBILE LIABILITY ANY AUTO ALL OWNED SCHEDULED HIRED AUTOS NON-OWNEDAUTOSAUTOS AUTOS COMBINED SINGLE LIMIT BODILY INJURY (Per person) BODILY INJURY (Per accident) PROPERTY DAMAGE $ $ $ $ THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSDADDL WVDSUBR N / A $ $ (Ea accident) (Per accident) OTHER: THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: INSURED PHONE(A/C, No, Ext): PRODUCER ADDRESS:E-MAIL FAX(A/C, No): CONTACTNAME: NAIC # INSURER A : INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : INSURER(S)AFFORDING COVERAGE SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INS025 (201401) EXHIBIT DDocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 INSURANCE REQUIREMENTS AND WORKERS’ COMPENSENTATION REQUIREMENTS Respondent’s attention is directed to the insurance requirements below. It is highly recommended that respondents confer with their respective insurance carriers or brokers to determine in advance of Proposal/Bid submission the availability of insurance certificates and endorsements as prescribed and provided herein. If an apparent low respondent fails to comply strictly with the insurance requirements, that respondent may be disqualified from award of the contract. Upon contract award, all insurance requirements shall become contractual obligations, which the successful contractor shall have a duty to maintain throughout the course of this contract. STANDARD PROVISIONS: Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. As soon as practicable after notification of contract award, Contractor shall file with the Purchasing Department satisfactory certificates of insurance including any applicable addendum or endorsements, containing the contract number and title of the project. Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at any time; however, Contractors are strongly advised to make such requests prior to proposal/bid opening, since the insurance requirements may not be modified or waived after proposal/bid opening unless a written exception has been submitted with the proposal/bid. Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfaction of these requirements shall comply with the following general specifications, and shall be maintained in compliance with these general specifications throughout the duration of the Contract, or longer, if so noted: Each policy shall be issued by a company authorized to do business in the State of Texas with an A.M. Best Company rating of at least A or better. Any deductibles or self-insured retentions shall be declared in the proposal. If requested by the City, the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its officials, agents, employees and volunteers; or, the contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Liability policies shall be endorsed to provide the following: Name as Additional Insured the City of Denton, its Officials, Agents, Employees and volunteers. DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 That such insurance is primary to any other insurance available to the Additional Insured with respect to claims covered under the policy and that this insurance applies separately to each insured against whom claim is made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. Provide a Waiver of Subrogation in favor of the City of Denton, its officials, agents, employees, and volunteers. Cancellation: City requires 30 day written notice should any of the policies described on the certificate be cancelled or materially changed before the expiration date. Should any of the required insurance be provided under a claims made form, Contractor shall maintain such coverage continuously throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally comply with the following marked specifications, and shall be maintained in compliance with these additional specifications throughout the duration of the Contract, or longer, if so noted: [X] A. General Liability Insurance: General Liability insurance with combined single limits of not less than $1,000,000.00 shall be provided and maintained by the Contractor. The policy shall be written on an occurrence basis either in a single policy or in a combination of underlying and umbrella or excess policies. If the Commercial General Liability form (ISO Form CG 0001 current edition) is used: Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 Coverage B shall include personal injury. Coverage C, medical payments, is not required. If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: Bodily injury and Property Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liability and broad form property damage liability. [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500,000 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and property damage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used in conjunction with this contract. Satisfaction of the above requirement shall be in the form of a policy endorsement for: any auto, or all owned hired and non-owned autos. [X] Workers’ Compensation Insurance Contractor shall purchase and maintain Workers’ Compensation insurance which, in addition to meeting the minimum statutory requirements for issuance of such insurance, has Employer's Liability limits of at least $100,000 for each accident, $100,000 per each employee, and a $500,000 policy limit for occupational disease. The City need not be named as an "Additional Insured" but the insurer shall agree to waive all rights of subrogation against the City, its officials, agents, employees and volunteers for any work performed for the City by the Named Insured. For building or construction projects, the Contractor shall comply with the provisions of Attachment 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Workers’ Compensation Commission (TWCC). [ ] Owner's and Contractor's Protective Liability Insurance The Contractor shall obtain, pay for and maintain at all times during the prosecution of the work under this contract, an Owner's and Contractor's Protective Liability insurance policy naming the City as insured for property damage and bodily injury which may arise in the prosecution of the work or Contractor's operations under this contract. Coverage shall be on an “occurrence" basis and the policy shall be issued by the same insurance company that carries the Contractor's liability insurance. Policy limits will be at least $500,000.00 combined bodily injury and property damage per occurrence with a $1,000,000.00 aggregate. DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 [ ] Fire Damage Legal Liability Insurance Coverage is required if Broad form General Liability is not provided or is unavailable to the contractor or if a contractor leases or rents a portion of a City building. Limits of not less than each occurrence are required. [ ] Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000.00 per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. [ ] Environmental Liability Insurance Environmental liability insurance for $1,000,000 to cover all hazards contemplated by this contract. [ ] Builders' Risk Insurance Builders' Risk Insurance, on an All-Risk form for 100% of the completed value shall be provided. Such policy shall include as "Named Insured" the City of Denton and all subcontractors as their interests may appear. [ ] Commercial Crime Provides coverage for the theft or disappearance of cash or checks, robbery inside/outside the premises, burglary of the premises, and employee fidelity. The employee fidelity portion of this coverage should be written on a “blanket” basis to cover all employees, including new hires. This type insurance should be required if the contractor has access to City funds. Limits of not less than $ each occurrence are required. [ ] Riggers Insurance The Contractor shall provide coverage for Rigger’s Liability. Said coverage may be provided by a Rigger’s Liability endorsement on the existing CGL coverage; through and Installation Floater covering rigging contractors; or through ISO form IH 00 91 12 11, Rigger’s Liability Coverage form. Said coverage shall mirror the limits provided by the CGL coverage [ ] Additional Insurance Other insurance may be required on an individual basis for extra hazardous contracts and specific service agreements. If such additional insurance is required for a specific contract, that requirement will be described in the "Specific Conditions" of the contract specifications. DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 ATTACHMENT 1 [X] Workers’ Compensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ("certificate")-A copy of a certificate of insurance, a certificate of authority to self-insure issued by the commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's/person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ("subcontractor" in §406.096) - includes all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner-operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: 1. a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 coverage for all persons providing services on the project; and 2. no later than seven days after receipt by the contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. F. The contractor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. G. The contractor shall notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the contractor knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project. H. The contractor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. I. The contractor shall contractually require each person with whom it contracts to provide services on a project, to: 1. provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the project, for the duration of the project; 2. provide to the contractor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the project; 3. provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 4. obtain from each other person with whom it contracts, and provide to the contractor: a. a certificate of coverage, prior to the other person beginning work on the project; and b. a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5. retain all required certificates of coverage on file for the duration of the project DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 and for one year thereafter; 6. notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and 7. Contractually require each person with whom it contracts, to perform as required by paragraphs (1) - (7), with the certificates of coverage to be provided to the person for whom they are providing services. J. By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self-insured, with the commission's Division of Self-Insurance Regulation. Providing false or misleading information may subject the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. K. The contractor’s failure to comply with any of these provisions is a breach of contract by the contractor which entitles the governmental entity to declare the contract void if the contractor does not remedy the breach within ten days after receipt of notice of breach from the governmental entity. DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 + Sciens LLC 5900 S. Lake Forest Drive, Suite 300 McKinney, Texas 75070 Contact: Ernest Pages, Partner epages@sciens.com (469) 854 2218 www.sciens.com THE CITY OF DENTON, TEXAS Proposal to provide consultant services: LAND MANAGEMENT SYSTEM SOFTWARE SELECTION AND IMPLEMENTATION SUPPORT Date: March 8, 2019 EXHIBIT EDocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page i Transmittal Letter ........................................................................................................................... 2 Company Overview ......................................................................................................................... 3 Company Introduction .......................................................................................................................... 3 Experience with Local Government Public Sector ................................................................................ 5 Experience with Enterprise City System Products ................................................................................ 6 Experienced & Knowledgeable Staff ..................................................................................................... 7 Project Team ......................................................................................................................................... 7 Project Management, Coordination and Communication ................................................................... 7 Project Approach .......................................................................................................................... 18 Overview ............................................................................................................................................. 18 Phase 1 – Project Initiation and Data Gathering................................................................................. 18 Phase 2 – Evaluation and Selection of Vendor ................................................................................... 20 Phase 3 – Project Implementation Support ........................................................................................ 21 Fee Schedule ................................................................................................................................. 22 Project Cost Detail ............................................................................................................................... 23 TABLE OF CONTENTS DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 2 March 8, 2019 TRANSMITTAL LETTER City of Denton, Texas Attn: Melissa Kraft 215 E McKinney St Denton, TX 76201 Dear Ms. Kraft: Sciens appreciates the opportunity to present the City of Denton with our proposal to provide consultant services for the LMS Software Selection and Implementation Support project. We are eager to contribute our expertise and support to ensure a successful selection and implementation of software on this project. Sciens is a highly-specialized management consulting firm headquartered in McKinney, Texas that has dedicated itself to serving the needs of local governments like Denton. We are able to provide our customers with personal service and dedicated attention not available in the larger, more impersonal consulting firms. Just ask our customers…they know the difference. Because of our commitment to the local government market, we understand the unique demands that cities face. From Finance to Utility Billing, we know your business. We have extensive experience with replacing integrated City systems, including finance, human resources and payroll, utility billing, community development and asset management functionality. We are also experienced in the replacement of court systems, public safety communications, law and fire records management systems, and dispatch systems. We provide guidance on GIS, best practice infrastructures, data warehousing, transparency and analytics, and mobility. Most importantly, we understand how these systems need to work together to provide a City with the data and information it needs to manage in today’s dynamic environment. Sciens will be your champion throughout this process that works with your operational departments to provide an independent analysis of your core LMS software architecture and configuration, a thorough understanding of its functionality and limitations, and a strongly developed RFP designed for the City. As the firm’s owner, you have my commitment that your project will achieve these goals, and we will do it within the schedule defined, and the budget allotted. Sciens has no vendor affiliations or preferences and will act in an unbiased manner as we assist the City. The attached proposal details the scope of work in response to your request for proposal. Please feel free to contact me at epages@sciens.com or (469) 854-2218 with any questions. We look forward to working with the City of Denton on this important project. Respectfully submitted, ERNEST PAGES Partner, Sciens LLC 5900 South Lake Forest Drive, Suite 300 McKinney TX 75070 Direct phone: (469) 854-2218 Fax number: (866) 858-0898 epages@sciens.com DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 3 COMPANY OVERVIEW Get to know our QUALIFICATIONS expert level KNOWLEDGE & years of EXPERIENCE COMPANY INTRODUCTION Sciens LLC (www.sciens.com) is a management consultancy with an information technology (IT) competency headquartered in McKinney, Texas, serving non-profit and public-sector clients throughout the United States and Canada. The company was formed in 1989 to support the management and IT consulting needs of local government, non-profit and private sector companies, and has retained the same executive team since its inception. We have a staff of five consultants with years of expertise in the government sector. If selected for this plan, Stephen Gousie, Ernest Pages and Steven Barcey will be working with the City. Sciens partners are seasoned industry experts with over 60 year of combined technology management experience. We specialize in incorporating innovative, yet feasible solutions in all of our plans. Through our research-based methodology, Sciens consultants clearly understand management and user operational needs, analyze alternatives and determine the highest value and lowest risk options. We have assisted our clients in project managing numerous technology deployments. Our plans are fully implementable since they are tempered with real world experience. Government agencies face business challenges on a scope far greater than any business in the private sector. The broad range of services delivered to the community with minimal funding, while facing political obstacles daily, is an environment that few businesses can comprehend. As more complex technologies are adopted, quality management systems are needed to ensure that enterprise systems are aligned – and not in conflict – with the goals of the organization. Sciens Consulting is a truly independent technology consulting firm. We perform all work in an objective and a vendor neutral capacity. The company has no ties to the vendor community and only provides independent services. This way, there is no risk that our assessment will be biased in any way towards certain products or solutions. Sciens is comprised of experienced management and technology professionals with advanced degrees and a large catalogue of industry certifications and credentials. Our team consists of management specialists and industrial engineers experienced in government operations with a deep understanding of how to enhance operational functions. “ DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 4 Our consultants stay current in the latest industry trends through participation in key certification programs and educational forums including: The partners at Sciens are committed to helping our clients work smarter and more efficiently. The founding partners at Sciens co-authored the book, Transforming Government: Performance Driven IT, as a practical guide for local government managers to evaluate process workflows, improve efficiencies, and eliminate redundant and overly complex systems. GFOA –Government Finance Officers Association Implementing Best Practices PMI –Project Management Institute Certified Project Management Professionals ISACA –Information Systems Audit and Control Association Certified Information Systems Auditor (CISA) and Certified in Governance of Enterprise IT (CGEIT) Alliance for Innovation Exclusive Technology Strategic Planning Partners DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 5 EXPERIENCE WITH LOCAL GOVERNMENT PUBLIC SECTOR Sciens project teams have an extensive history working with local government customers to assess their management practices and IT needs, develop plans based on sound, proven solutions, and successfully guide the systems procurement process from conception through implementation. Below is a summary of some of our recent clients where Sciens Consulting has performed assessments, planned for technology change, assessed functional requirements, developed RFPs, evaluated vendors, selected software/systems, and negotiated contracts, demonstrating our capability to help align technology with business needs for the Denton. In every project, we have thoroughly reviewed all relevant organizational application systems. In addition to Finance systems, we have worked with a wide range of forward-looking municipal technology initiatives, including automatic meter reading, regional traffic signal networks, business intelligence and data warehousing, transparency and self-service, public safety systems, and cloud-based infrastructure. • Alachua County, FL • Allen, TX • Amarillo, TX • Bi-County Police Information Network, WA • Cedar Park, TX • Charlotte, NC • Citibank • Collier County, FL • Collin County, TX • Columbia, MO • Columbus, OH • Conroe, TX • Dallas County, TX • Danville, VA • Delray Beach, FL • DeSoto, TX • Ector County, TX • Fort Lauderdale, FL • Franklin & Benton Counties, WA • Gilbert, AZ • Greene County, MO • Hialeah, FL • Hillsborough County, FL • Indianapolis, IN • Irving, TX • Jacksonville Beach, FL • Jupiter, FL • Jupiter and Palm Beach Gardens, FL • Keller, TX • Kennewick, WA • Lancaster, TX • Lincoln, MA • Loveland, CO • Martin County, FL • Maui County, HI • McKinney, TX • Mesa, AZ • Miami International Airport, FL • Norcross, GA • Norman, OK • North Richland Hills, TX • North Central Texas Council of Governments • Northampton County, PA • O’Hare International Airport, IL • Odessa, TX • Onondaga County and Syracuse, NY • Owensboro, KY • Oxnard, CA • Palm Beach Sheriff’s Office, FL • Palm Beach, FL • Parkland, FL • Pearland, TX • Plantation, FL • Polk County, FL • Pompano Beach, FL • Port Arthur, TX • Richardson, TX • Richland, WA • Sony Corporation • Southlake, TX • Spartanburg County Parks & Rec Commission, SC • St. Petersburg, FL • Sugarland, TX • Sun Prairie, WI • Sunrise, FL • Syracuse, NY • Truckee, CA • Universal Studios, Japan • University Park, TX • Victoria, BC, Canada • Waco, TX • Wayne County Probate Court, FL • Westminster, CA • Wichita Falls, TX • Wilmette County, IL • Wylie, TX • Yuma, AZ DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 6 EXPERIENCE WITH ENTERPRISE CITY SYSTEM PRODUCTS Sciens Consulting performs all work in an objective and a vendor neutral capacity. The company has no ties to the vendor community and only provides independent services. We certify that our bid is made without prior understanding, agreement or connection with any corporation, firm or person submitting a bid for the same materials, services, supplies or equipment, and is in all respects fair and without collusion or fraud. Sciens Consulting has experience and first-hand knowledge of the following vendors and their software: • Accela – Evaluated, Selected, Implemented • AssetWorks – Evaluated • BasicGov (Salesforce) – Evaluated • CarteGraph – Evaluated, Selected, Implemented • CityWorks – Evaluated, Selected • CRW – Evaluated • CSDC – Evaluated • Dude Solutions – Evaluated • Harris MSGovern CityView – Evaluated • Infor – Evaluated • Microsoft Dynamics – Evaluated • NeoGov – Evaluated, Selected, Implemented • Oracle – Evaluated, Selected • SAP – Evaluated, Selected, Implemented • Smart Energy Systems – Evaluated • Superion (SunGard) Public Sector OneSolution – Evaluated • Superion (SunGard) Pentamation – Evaluated • Tyler Technologies Incode – Evaluated, Selected, Implemented • Tyler Technologies Eden – Evaluated • Tyler Technologies EnerGov – Evaluated, Selected, Implemented • Tyler Technologies Munis – Evaluated, Selected, Implemented • WorkDay – Evaluated DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 7 EXPERIENCED & KNOWLEDGEABLE STAFF Sciens has worked with many public, private and non-profit organizations throughout the years. Although every client is facing a unique set of challenges, there are many common threads that every business confronts. Isolated systems or redundant processes can slow an organization or increase costs. We bring a fresh perspective to assess environments and recommend practical solutions to improve performance. PROJECT TEAM The first step for a successful project is to assemble the best team possible to execute the work and provide an efficient and effective framework for accomplishing the project. In our experience, the greatest teams function as a true partnership based on trust and respect. As shown in the adjoining project structure, our goal is to become part of your project management team while providing a formal arrangement for accomplishing the work. If awarded the City of Denton project, Ernest Pages, Partner at Sciens, would serve as the Consultant Project Manager and lead technical consultant. With an extensive history working with businesses and municipalities optimize their business processes, Ernest has significant experience analyzing, designing, and implementing integrated IT systems. Additional support for the project will be provided by Steven Barcey, Consultant at Sciens, who will analyze the key system requirements and assist in the development of the strategic projects, timelines and budget in conjunction with Stephen Gousie, Partner at Sciens, who will review how the application systems support of business processes. All three team members are available for the duration of the selection process, while Stephen Gousie and Ernest Pages will be available to lead for on-site meetings, presentations, and project management advisory for the duration of the LMS implementation process. We are 100% committed to the success of the project and ensure the City gets a system that is functional, with better workflows, leading to greater efficiency. Working with City management and end users, the Sciens team provides leadership and execution expertise to ensure the project stays within budget and schedule. PROJECT MANAGEMENT, COORDINATION AND COMMUNICATION Effective and efficient project management is a carefully planned and organized effort to accomplish a specific effort. It begins with development of a project plan which is a baseline tool for the project and includes defining project goals and objectives, specifying tasks and how goals will be achieved, what resources are needed, and associating budgets and timelines for completion. It also includes implementing the project plan, along with careful controls to manage the "critical path" to ensure the project is being managed according to plan. The Sciens team will communicate with you every step of the way, informing the project manager of upcoming deliverables, meetings and review sessions. Detailed on the next page is a summary of the proposed project team that will be working with the City. The City of Denton Project Manager The City of Denton Project Resources The City of Denton Land Management System Selection/Implementation Project Sciens Partner Business Process Review Stephen Gousie Sciens Partner Primary Project Manager Ernest Pages Sciens Senior Consultant Business Analyst Steven Barcey DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 8 ERNEST PAGES, PARTNER Consultant Project Manager & Lead Technical Consultant • Manages the project and all communications with the City of Denton management team, including timelines, resources, issue resolution and project status updates. • Leads the acquisitions effort by identifying and developing requirements, interacting with client stakeholders to refine specifications, communicating project progress, and coordinating deliverables. • Leads technical data gathering (e.g., toolsets, interviews with IT), and analyzes the technical architecture and infrastructure. • Ensures that the project goals and objectives are being implemented in a timely manner at a high standard of quality within budget. • Ernest holds a Master’s degree in Business and Industrial Engineering specializing in Technology Productivity. He is a Certified in Information Systems Audit (CISA), Governance of Enterprise IT (CGEIT), Microsoft Systems Engineering (MCSE), EXIN Information Technology Infrastructure (ITIL) STEPHEN GOUSIE, PARTNER Application Systems Analysis and Deliverables Review • Analyzes the application systems and their support of business processes. • Provides project deliverables oversight and review. • Stephen holds a Master’s degree in Management specializing in Economics. He is a certified Project Manager (PMP), ITIL practitioner, and Certified Process Design Engineer (CPDE). STEVEN BARCEY, SENIOR CONSULTANT Business Process Consultant • Supports end user and technical data gathering, and analyzes the application systems and their support of business processes. • Drives the acquisitions efforts by reviewing and detailing requirements, and communicating project progress. • Steven holds a Bachelor’s degree in Finance and Economics. DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 9 SUMMARY Ernest is an internationally recognized expert with over 30 years of experience in operations management and planning. He has advised private and public sector CIO’s and CEO’s on strategic operations improvements through financial, work process and technology. He balances technical depth and business savvy to create effective implementations. Prior to founding Sciens Consulting, Ernest served as management consultant at Deloitte and Touche. From a technology perspective, he was a software engineer at Siemens Communications, IT manager at Ryder System, systems engineer at Nortel Networks, and design engineer at Stone and Webster Architect Engineers. REPRESENTATIVE PROJECTS Procurement and Contract Negotiation Systems Design, Selection & Contract Negotiations: Analyzed the operations of over 80 public sector organizations, developed RFPs, and assisted with vendor selection, contract negotiation and implementation of integrated systems. Litigation Support: Provided expert witness services in County lawsuit regarding the lack of functional performance of the Computer Aided Dispatch (CAD) system. Geographic Information Systems (GIS) Selection: Analyzed the operations of multiple organizations to determine the GIS needs, available data sources, GIS architecture, and support delivery organizational structure. Developed procurement RFP’s and assisted in the selection of the optimal GIS integrator. Specialization • Executive Advisory • Business Planning & Feasibility • Procurement & Contract Negotiation • Business Process Improvement • Implementation Project Management • Technology Management Education • University of Miami School of Business Masters of Business Administration with a specialization in Strategic Management • University of Miami School of Engineering Masters of Science in Industrial Engineering with specializations in Total Productivity and Quality Management • Florida Atlantic University School of Engineering Bachelors of Science in Mechanical Engineering with a specialization in Alternative Energy / Numerical Methods Publications / Speaking Engagements • Co-authored book, Transforming Government – Performance Driven IT ERNEST PAGES, PARTNER DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 10 Executive Advisory, Business Planning & Feasibility Executive Management Outsourcing: Managed technology transitions providing CIO and COO services for multiple organizations. Services included market planning, marketing and sales management, and product delivery management. Market Feasibility Analysis: Conducted market feasibility study for the introduction of new service offerings at airports and city governments (e.g., ecommerce kiosks, municipal broadband). Studies included market surveys, technical architecture development, and projected cash flows over a five-year planning horizon. Alternative Energy Business Plan: Analyzed market and developed requirements for municipal waste recovery system. Research was performed on alternative waste conversion systems including waste to energy conversion, and waste to fertilizer. Marketability of end products, capital requirements for plant construction, and technological viability of conversion processes was determined and vendor recommendations were provided to City government. International Airport Telecommunications Strategic Plan: Developed the strategic direction for an integrated airport network. The plan included an analysis of the current and future applications requirements such as Baggage Information Display Systems (BIDS), Flight Information Display Systems (FIDS), and Common Use Terminals Equipment (CUTE) systems. An integrated high-speed ATM-based backbone provided comprehensive connectivity and manageability for video, voice and data systems. Network Utility Business Plan: Developed a business plan for City government for the deployment of a new network utility that provides competitively priced network services to the municipal residents. Plan included detailed market study, backbone network design, estimated costs, and deployment timeline. Telecommunications Sector Planning: Technical advisor to multidisciplinary business delegation to provide assistance to the Russian and Czech Republic telecommunications sector as part of their transition to a market economy. • Article for the Wall Street Telecommunications Association, Trading Floor Operational Support Planning: The Missing Link • Speaker at Texas Association of Government IT Managers (TAGITM) annual conferences The Road to Digital Government; Professionalizing IT; IT Governance to Manage User Expectations • Trainer for the U.S. Federal Government Computer Telephony Integration; Data Communications • University of Miami Graduate Course Instructor International Telecommunications; Decision Support Systems Research & Development • IT Portfolio Project Selection Model Developed Risk-Value selection model to determine optimal IT project from available portfolio of projects. • Alternative Energy System Developed waste to energy solution that utilized municipal waste to produce biogas for use in Fuel Cell based distributed energy system. Professional Certifications • State of Florida, Engineering EIT Number 481ET259 • Certified in the Governance of Enterprise IT (CGEIT) DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 11 Telecommunications Sector Strategic Planning: Managed team performing detailed technical analysis and marketing review, and developed alternatives for restructuring the Bolivian telecommunications sector for the World Bank. Business Process Improvement Municipal Business Process Improvement: Analyzed the operation of many city governments and recommended improvements to the key business processes (e.g. Purchasing, Building Permits, Inspections, Human Resources, Public Works, Citizen Relationship Management). Manufacturing Operations Improvement: Analyzed, designed, and implemented the reorganization of multiple boat manufacturers. Reorganization included the engineering, materials management, purchasing and payroll organizations. Areas of design and implementation included the organizational structure, procedure improvement, form development, and MRP interfaces. Procedures were implemented by providing hands-on management and instruction. Court Case Management Process Improvement: Analyzed, developed detailed workflows and managed the implementation for multiple county courts. Workflow diagrams and recommendations detailed how to reduce unnecessary documents and improve the use of document management for records retention, retrieval and integration with jail operations. Software Development Process Improvement: Implemented processes and procedures for international software organization. Processes improved coordination of software load generation and development. Procedures concentrated on methods to improve scheduling and group interaction between European and U.S. development teams. Implementation Project Management Systems Implementation: Managed the implementation of multiple systems including Law/Fire CAD/Records Management, Jail Management, Integrated Courts, Finance, Human Resource and Community Development systems. Global Network Deployment: Managed the implementation of global network for multinational bank. Deployment included the network design and complete end- • Certified Information Systems Auditor (CISA) • Microsoft Certified Systems Engineer (MCSE) • Certified in Information Technology Infrastructure Library (ITIL) • FEMA Continuity of Operations (COOP) & Incident Command System (ICS) Planning Professional Affiliations • Information Systems Audit Control Association (ISACA) • International City/County Management Association (ICMA) • Institute of Electrical and Electronic Engineers (IEEE) • Institute of Industrial Systems Engineers (IISC) • Alliance for Innovation DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 12 to-end deployment management for eleven cities. Network was successfully deployed on schedule and within budget. Integrated Courts & Justice System: Managed the deployment of a fully integrated courts and justice software application. Project included the analysis of County project management requirements, court and jail process, and interfacing technologies. Developed a detailed project plan and provided end- to-end management of the deployment. Project was cutover on schedule and under budget. Technology Management Theme Park Network Design & Specifications: Developed integrated network design and technical specifications for international theme park. Design included the network architecture for varied subsystems including - Theme Ride Telemetry, Video Surveillance, VoIP, Building Management and business administration. IT Strategic & Governance Plans: Developed multiple plans for government organizations, to include assessment of strategic business objectives, IT goals assessment, IT operations assessment, recommended governance structure recommended technology architecture, and phased budget plans. IT Management Assessment & Planning: Conducted detailed reviews of multiple IT organizations using COBIT and ITIL best practices. Subsequently developed new organizational structure, governance mechanisms and technology direction. IT Disaster Recovery Planning: Assisted multiple organizations design fault resilient network and system configurations. Designs have planned for the system recovery using technologies, such as virtualization and cloud computing. DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 13 SUMMARY Stephen is a nationally recognized expert in project management, business process analysis and reengineering. His specialization is the use of technology to streamline operations and service delivery. He has led project teams on hundreds of projects for both the public and private sectors. Stephen has managed projects in strategic planning and integrated systems definition and acquisition, including those involving web services, client server and legacy integration. Prior to founding Sciens Consulting, Stephen served as a strategic programs manager for NEC Solutions America, Niteo Partners and Zefer Consulting. He was managing director and senior consultant for Information Mapping, business analyst for the U.S. Customs Service, and assistant controller for the Water Pollution Control Federation. REPRESENTATIVE PROJECTS Enterprise Resource Planning: Conducted extensive analysis of user needs in the context of Municipal ERP system vendors’ market capabilities. As part of the scope, he developed specifications and Requests for Proposal, and assisted clients with vendor selection and contract negotiations. Provided project and risk management assistance during implementation of full Municipal ERP System: Finance, Human Resources, Utility Billing, Community Development, Work Order/Asset Management, Citizen Relationship Management, and Municipal Courts. Managed project team on ERP system needs definition, selection, implementation and training for system at a Fortune 100 petrochemical company. Public Safety System Design, Selection & Implementation: Conducted extensive analysis of user needs in the context of Computer Aided Dispatch (CAD), Law Records/Mobile, Fire Records/Mobile, and Jail/Detention vendors’ market capabilities. The scope included specifications development, Requests for Proposal Specialties • Project Management • Business Analysis • Process Reengineering • Strategic Planning • Systems Implementation Management • Vendor Management • Technology Acquisition (Needs Analysis, Specifications & RFP Development, Selection, Contracting, Implementation) Education • Lesley University, Graduate School of Arts & Sciences Masters of Science in Management with specializations in Organizational Design, Human Performance Technology, Information Technology • The George Washington University – Columbian College Bachelors of Arts in Economics with specializations in Econometrics and Statistics Professional Certifications • Project Management Professional (PMP #1324565) • Certified Process Design Engineer (CPDE) • EXIN Certified in Information Technology Information Library (ITIL) STEPHEN GOUSIE, PARTNER DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 14 preparation, as well as assisting with vendor selection, contract negotiation and implementation. IT Management Assessment & Planning: Performed detailed reviews of IT organizations using COBIT and ITIL best practices. Subsequently developed new organizational structure, governance mechanisms and technology direction. Fortune 100 e-Commerce Site Development & Deployment: Led international team of business analysts, web designers and technologists involving multiple companies’ products and services to define the business model and develop a Fortunate 100 company’s e- commerce site for Europe. Developed and maintained project plan. Conducted the market analysis and developed functional requirements. Developed the technical architecture, use cases, schematics, site map, user interface, data models, and content management system. Customer engaged as an active part of the project team. ISO 9000 Certification: Led services and software provider to define quality management practices and have its processes ISO 9000 certified. Management Systems Development: Lead analyst and project manager for team that analyzed, designed and codified management system processes for global Fortune 50 company. Management system touched every aspect of work performance, from planning to safety to manufacturing. Business Process Reengineering: Lead business analyst and project manager for team that analyzed Fortune 100 healthcare provider’s patient billing and collection processes, identified improvement opportunities, documented and trained new processes. The results were improved collections and fewer delinquent accounts for the provider. Safety Management System: Led team to develop safety management policies and processes for Fortune 100 pipeline company that was under EPA mandate and deadline. Met deadline saving customer millions of dollars in fines. Publications / Speaking Engagements • Co-authored book, Transforming Government – Performance Driven IT • Speaker at Texas Association of Government IT Managers (TAGITM) annual conferences: You Are Not Alone: ERP Faces a New Era; The Road to Digital Government • Speaker at Texas Municipal League (TML) annual conference: Seeing the Future…Working with a Strategic Information Technology Plan Research & Development • Digital Government Maturity Model for Municipalities: Developed Maturity Model and assessment tool to determine maturation of municipalities on the path to digital government • Strategic Alignment Assessment for Management and IT Departments: Developed assessment tool to determine level of alignment between city management and IT department Professional Affiliations • Project Management Institute (PMI) • American Public-Safety Communications Officers International (APCO) DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 15 Advanced Biometric Technology Integration: Led international team developing a biometrically-enabled immigration visa prototype system using multi-factor authentication. Airport Security Program: Coordinated multi-vendor team designing and developing leapfrog biometric and sensor technology products for the airport market using a regional airport as a testing environment. International Sourcing Training Program: Designed and developed training course for buyers for a Fortune 100 retail company. Course instructed buyers in traversing the challenges of establishing manufacturing arrangements in nascent markets overseas. • International City/County Management Association (ICMA) • Information Technology Service Management Forum (ITSMF) • International Society for Performance Improvement (ISPI) past chapter president, member • Alliance for Innovation DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 16 SUMMARY Steven applies an analytical background in financial economics, risk management, business analysis, statistics and strategic management consulting to provide insightful, practical and effective solutions to local government agencies. He has developed strategic master planning services to a wide range of Cities, demographics and technological maturity. He maintains a consistently fresh view on technology use by keeping up-to-date on emerging technology trends, industry best practices of governance and organization, and the evolving demands of citizens and staff. Prior to joining Sciens Consulting, Steven worked in risk management consulting at a major data analytics firm and provided consulting services and market risk analysis for major financial institutions on their investment portfolios. REPRESENTATIVE PROJECTS Market Analysis: Provided analysis of leading vendors in the municipal applications environment including ERP systems (e.g., Finance, Human Resources, Work Orders, Asset Management, Community Development, and Citizen Information Systems), Government Transparency and Business Analysis systems, Police Records Management systems, Fire Records Management systems, Dispatch systems, and Parks & Recreations systems. Reviewed the functionality, financial stability, future vision and roadmap, and market penetration of each leading solution. Municipal Applications Procurement: Developed procurement documents including optional Cloud-hosting, alternate pricing, City contractual requirements, end user functional requirements, technical environment limitations, and City prioritization. Provided objective evaluation and ranking of proposals, guidance and evaluation of vendor demonstrations, and final recommendations to City Management. Specialties • Strategic Management Consulting • Risk Management • Systems Analysis, Selection & Procurement • IT Governance • Data Management • Business Process Analysis • Financial Economics • Project Management Education • University of Texas • Bachelors of Science in Finance and Economics STEVEN BARCEY, SENIOR CONSULTANT DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 17 Municipal Process & Data Analysis & Planning: Analyzed the operation and data management of City departments, reviewing the reliance on paper and decentralized data silos. The lack of a centralized database caused inefficient workflows, limited collaboration, prevented comprehensive data analytics, and increased the risk of data corruption and loss. Provided strategic planning initiatives to digitize and centralize the City’s processes and data. Technology Assessment & Planning: Developed Technology Assessments and Strategic Plans for municipalities throughout the country. Met with City Managers, CFOs, and other City Management to determine technology vision and goals, end users to identify satisfaction levels with support and technology, and IT Departments to assess the infrastructure and organization. Areas reviewed are technology strategy, governance, architecture, organization, and processes. Recommended projects cover revised technology governance, applications procurement or enhancement, reorganizing of IT, infrastructure stability, security management, and compliance with regulations. Pricing Comparative Analysis: Analyzed multiple Infrastructure as a Service (SaaS) options for a regional council of governments IT organization, reviewing the financial implications of leasing, outsourcing and upgrading the network infrastructure serving multiple municipalities. DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 18 PROJECT APPROACH OVERVIEW Over the last two decades, there has been a marked shift in how work is performed within local governments, from silo departments with separate functions and outputs, to a system of interlinked processes that cross functions and link organizational activities. Today, with increasingly tight budgets, business units are looking to improve their operation through the use of modern technology. Modern Land Management software (LMS) systems can help cities to achieve these goals. Our consulting team understands that LMS decisions are business, technical, financial, political, process and organizational decisions. Because these solutions are broad in their scope and reach deep within the organization we work with the organization to include a broad-based group of employees in any selection effort. Sciens has assisted City Management through this transition; we specialize in streamlining operations and aligning the business needs with the appropriate technology. Our consulting team understands the complexity of this selection. We understand that that the most important criterion is the evaluation of risk associated with any given product and its implementation. As result, our consulting team works with the City’s evaluation team to make risk management and risk mitigation key priorities in evaluating different solutions, different implementation methods, different delivery methods and different implementers. Based on our extensive experience with municipalities, Sciens is proposing to begin with an assessment of the current environment to understand the business objectives that each of the end user groups wants to achieve through this system replacement. Through surveys of and interviews with key personnel, we also identify desired functionality that is commercially available today and viable within the City’s technology architecture that can be included in the request for proposal. PHASE 1 – PROJECT INITIATION AND DATA GATHERING The purpose of Phase 1 of the project is to establish the business context for the system replacement, examine current business practices and processes that need to be maintained or updated. In Phase 1, we examine: • Reliability of data, queries and reports • Possible use of ancillary technologies to automate functions, such as: bar coding in inventory control and field automation for data entry/retrieval • Use of geo-data for address entry/lookup and validation to minimize data entry errors • Areas of the processes that are subjected to high rates of error due to such things as: open text entry and lack of required field as part of the workflow • Ability of the current technology to support digital government and self-service transactions, including reporting and dashboarding. In addition, we examine the business case for and make recommendations to the City regarding possible LMS delivery models: on-premise, cloud and hybrid methods, specifically: DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 19 • On-Premise: On-premise delivery models assume that businesses license land management software and install it on computers at their location. • Cloud Delivery: Cloud delivery models allow the software user to use application software on another firm’s computing equipment; in the case of some LMS vendors, it runs on their system in their data center. From this information, we establish business requirements for the system and a budget for the system, including hardware, software, training, business process reengineering, and other professional services. Once a budget has been established, we examine possible payment choices for the City, i.e., buying, leasing, or subscription (Cloud-based option only). Finally, we work with the City to ensure that the project has an effective project governance structure and a balanced team representing the major functional areas that will be involved in the system definition and selection. Specifically, this phase involves the following activities: • City Strategic Direction / Goals – Working with City Management and the key stakeholders of the new system (e.g., Community Development Director), Sciens gains an understanding of the City’s strategic direction and goals, and how the new system would help to further that direction. • Business Practices and Process Review – We meet with cross-functional teams consisting of Department representatives knowledgeable in their portion of the business processes typically automated by current, systems. During these meetings, we capture: o Workflow limitations of the existing system o Interfaces of the current system which translate into functionality that needs to be supported by the new system • Infrastructure & Applications Architectures Review – We meet with the IT Department to discuss the existing infrastructure architecture, including network and servers, and applications architecture so that we can develop specifications that work within the existing environment. This is done in order to minimize the disruptive effect on the technical environment as well as minimize the technical support required by the new system. • Integration Requirements – During both business practice/process and IT Department discussions, we examine the systems that are currently integrated to the system and look for opportunities to improve the efficiency of the environment by including them in the specifications for the replacement system. • System Support Requirements – Assess the function and operations performed to support the current system and the projected staffing needs. DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 20 PHASE 2 – EVALUATION AND SELECTION OF VENDOR In Phase 2, the Sciens team evaluates proposals submitted by the vendors, assist the City in selecting two vendors to be invited for demonstrations, assist the City with evaluation of the demonstrations, incorporate feedback from the City from reference checks and site visits, make a final recommendation on a vendor, and assist the City with contract and statement of work negotiations. Sciens can support the City by analyzing the vendor proposal responses, and incorporating the results into our Vendor Evaluation Matrix. Once the evaluation of all proposals is completed, Sciens works with the City to develop a shortlist of up to two vendors to be invited by the City to demonstrate their system to the City. Based upon performance against the RFP and demonstrations and incorporating feedback from the City from reference checks and site visits, Sciens works with the City project team to make a final recommendation of what vendor it should choose. Subsequently, we support the City through contact and statement of work negotiations. Specifically, this phase involves the following activities: • Vendor Evaluation Matrix – Sciens develops the Vendor Evaluation Matrix, a spreadsheet that tracks each vendors’ performance at each stage of the evaluation process. During Phase 2, we develop the vendor evaluation matrix, including weightings to be used for each component of the evaluation, to track performance by each vendor. • 5-Year Cost Analysis – In addition to the Vendor Evaluation Matrix, Sciens will also develop a model to analyze the 5-year cost to the City of the various cost options for each vendor. This analysis will then be ranked and weighted to assign points to the total score. • Vendor Proposal Evaluations – Utilizing the Vendor Evaluation Matrix developed earlier, Sciens analyzes each of the proposal submissions for compliance with both technical and business requirements. In addition, Sciens will assist the City project team through the evaluation of the proposals. This information will be used to assist the City in the scoring based on probable performance, project schedule, compliance with specifications, and price as listed in the request for proposal. Based upon this data, Sciens and the City project team rate the overall performance of each vendor, and the strengths and weaknesses based upon its proposal response. • Vendor Shortlist Selection – Sciens will enter the City’s evaluative data into the Vendor Evaluation Matrix, ranking the vendors based on their estimated ability to satisfy requirements. Based upon this ranking, Sciens works with the City to recommend for the City to consider inviting for demonstrations of their products and capabilities. • Vendor Demonstrations – Sciens will evaluate the vendor performance by participating in the vendor demonstrations sessions for total demonstration length of up to six (6) demo days (i.e., 2 days per each vendors). Subsequently, we compile the results of the scoring tool to score each of the vendors and add this data to the Vendor Evaluation Matrix. • Contract and Statement of Work Negotiation Support – Once a vendor has been chosen for contract negotiations, Sciens works with the City to review the vendor’s documents, attend conference calls as needed, to finalize a contract, license and support agreements, and statement of work that the City finds acceptable. Sciens will provide up to 48 hours of contract and statement of work negotiation support. DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 21 PHASE 3 – PROJECT IMPLEMENTATION SUPPORT In Phase 3, the Sciens team will assist the City with implementation of the new system, including project planning and governance, vendor supervision, and expert guidance during each module’s business process analysis. Complex, technical projects are prone to failure; however, that failure is largely due to inadequate or insufficient project management. While the vendor typically provides a project manager, their mission is to represent the interests of the vendor, not the city; and the project typically is larger than the scope being overseen by the vendor. In addition, many cities run lean IT Departments that may not have either the time available or skills needed to manage a project of this complexity. Sciens will work with the City’s Project Manager to provide these services to ensure that a project as critical to the City as its core administrative and operational system has professional, experienced oversight. In general, it has been Sciens experience that a full LMS software replacement from a legacy system will take approximetely 12-16 months to implement. The specific tasks typically performed as part of this project are as follows: • Implementation Governance: Assist the City with establishment of a project steering committee that govern the implementation of the new system and ensure that all stakeholders/users have a voice in the new system definition. As a part of this process, we will work with the City’s Project Manager to develop a Project Charter document. • Change Management Planning: Sciens will work with the City Project Manager to develop a change management plan that focuses on clear communications and maintaining a positive perception of the system change for the duration of the project. • Comprehensive Project Planning: Sciens will work with the City Project Manager to provide upfront project planning direction to the vendor while the Project Plan is being defined; this includes review of materials, conference calls and onsite participation in the kickoff and negotiation of the Plan. Assist the City in the development of a comprehensive project plan that includes both vendor activity (e.g., system installation, configuration, data conversion, training) and non-vendor activity (e.g., change management, infrastructure setup, LMS software disaster recovery planning) required to make the project successful. • Vendor Management: Assist the City in active management of the vendor and execution of the project by: ▪ Actively participating in weekly Vendor Management Calls for the duration of the project to assist with keeping tasks and resources on schedule; includes review of the overall project, progress against both schedule and budget, and review of Risk & Dependencies Log and Change Management requests ▪ Coordinate Onsite Project Management Reviews, as needed and in conjunction with the onsite Business Process Analysis Support sessions. • Business Process Analysis Support: Provide support during the Analysis stage of each Project Phase to assist with definition and approval of Test Scripts, Business Practice Changes, Policy Changes, Data Conversion, and Forms, specifically: ▪ Land Management, including Materials Review; Participation in Design Meetings for Business Practice Changes, Policy Changes, Document Management Integration, Data Conversion, and Forms. DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 22 GANTT CHART / PROJECT SCHEDULE Project Schedule A draft GANTT chart for this project, identifying the major tasks with associated, proposed start and completion dates, and milestones, is shown on the following page. Sciens will work with the City of Denton to arrive at a schedule that meets your objectives and deadlines. It is expected that Phase 1 will begin in late January with project management and on-site meetings in early February and be complete with contract negotiations by the beginning of July 2019, depending upon the impact of vacations and holidays. System implementation will start shortly after. This timeline is illustrated for planning purposes. Dates are subject to change based upon discussions with the City regarding goals and availability. ID Task Name Q1 19 May JunFebApr 2 1 Phase 1 – Project Initiation and Data Gathering Project Planning and Management 4 Phase 2 – Evaluation and Selection of a Vendor Vendor Evaluation Matrix & Proposals Evaluation Vendor Demonstrations Q2 19 MarJan 5 7 Contract & SOW Negotiations 3 Data Gathering and Interviews 6 Short List Notification & Vendor Preparation for Demonstrations Jul 8 20 19 13 12 11 10 3A – Comprehensive Planning 1. Readiness Check (e.g., GIS, Network, Internet Redundancy, Data Center) 2. Failover Planning/Risk Planning 3. Plan Development 9 Phase 3 – Project Implementation Q3 19 Aug Sep Oct Nov Q4 19 Q1 20 Q2 20 Dec Jan Feb Mar Apr May Jun 18 17 16 15 14 3B – System Implementation 1. Build & Installation 2. Configuration 3. Data Migration 4. Testing 5. End User Training 6. Go-Live Q3 20 Jul DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 City of Denton, Texas Proposal to provide consultant services: LMS Software Selection and Implementation Support Page 23 FEE SCHEDULE PROJECT COST DETAIL The total project professional fees for services on the City of Denton LMS Software Selection and Implementation Support project are represented in the Project Cost Detail table below. Fees were calculated using an hourly billing rate of $195 per hour for Partners and $95 per hour for Senior Consultants on the project. Based on the scope of work description, deliverables, and our recommended method for conducting the services outlined in the proposal, our not-to-exceed-total cost to complete all tasks in Phase 1 & 2 is $44,360. Since Sciens is a local firm in the DFW area, no travel expenses will be charged. This is detailed below. Phase Activity Hours Fees Expenses Total 1 Project Initiation and Data Gathering A Project Planning and Management 16 $ 2,600 $ - $ 2,600 B Data Collection and Interviews 40 $ 6,500 $ - $ 6,500 2 Evaluation and Selection of Vendor A Vendor Evaluation Matrix & Proposals Evaluation 64 $ 8,480 $ - $ 8,480 B Short List Demos 96 $ 13,920 $ - $ 13,920 C Final Recommendations 20 $ 3,500 $ - $ 3,500 D Contract & SOW Negotiation Support 48 $ 9,360 $ - $ 9,360 SUB-TOTAL PHASES 1 & 2 276 $ 44,360 $ - $ 44,360 Phase Activity Hours Fees Expenses Total 3 Project Implementation Support (One Time) A Comprehensive Project Plan, Governance & Change Management (1st Month Only) 80 $ 15,600 $ - $ 15,600 Project Implementation Support B Weekly Calls and Quarterly on-site, as required, PER MONTH 20 $ 3,900 $ - $ 3,900 per month 11 MONTHS 220 $ 42,900 $42,900 for 11 months SUB-TOTAL PHASE 3 300 $ 58,500 $ - $ 58,500 TOTAL FOR PROJECT 576 $ 102,860 $ - $ 102,860 Note: The duration of Phase 3 can vary significantly depending upon the choice of vendor, the amount/complexity of data being converted, the number/complexity of interfaces required, and the readiness of the agency for conversion. In general, it has been Sciens experience that an LMS replacement from a legacy system will take 12-16 months to implement. For planning purposes, the City has chosen to estimate Sciens’ involvement at 11 months. PURCHASING METHODS Sciens LLC is on BuyBoard, described below. o BuyBoard: Proposal Name & Number: Technology Equipment, Products, Services and Software, Proposal No. 579-19 DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 Exhibit CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a misdemeanor. 1 Name of vendor who has a business relationship with local governmental entity. 2 Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 Name of local government officer about whom the information in this section is being disclosed. Name of Officer This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor has an employment or other business relationship as defined by Section 176.001(1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor? Yes No B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in this section AND the taxable income is not received from the local governmental entity? Yes No C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership of one percent or more? Yes No D. Describe each employment or business and family relationship with the local government officer named in this section. 4 I have no Conflict of Interest to disclose. 5 Signature of vendor doing business with the governmental entity Date DocuSign Envelope ID: 5486368A-4B9A-4B25-A61E-7CAFC64B0BB1 F Sciens, LLC. X 3/8/2019 No Conflict of Interest X No Conflict of Interest X X Certificate Of Completion Envelope Id: 5486368A4B9A4B25A61E7CAFC64B0BB1 Status: Completed Subject: Please DocuSign:6998 - Land Management Software Consultant Source Envelope: Document Pages: 43 Signatures: 8 Envelope Originator: Certificate Pages: 6 Initials: 1 Adrian Brown AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 901B Texas Street Denton, TX 76209 adrian.brown@cityofdenton.com IP Address: 129.120.6.150 Record Tracking Status: Original 3/8/2019 2:48:19 PM Holder: Adrian Brown adrian.brown@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Adrian Brown adrian.brown@cityofdenton.com Buyer City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 129.120.6.150 Sent: 3/8/2019 3:18:56 PM Viewed: 3/8/2019 3:19:04 PM Signed: 3/8/2019 3:20:06 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 129.120.6.150 Sent: 3/8/2019 3:20:09 PM Viewed: 3/8/2019 3:33:32 PM Signed: 3/8/2019 3:34:40 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Mack Reinwand mack.reinwand@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 129.120.6.150 Sent: 3/8/2019 3:34:42 PM Viewed: 3/8/2019 3:57:18 PM Signed: 3/8/2019 4:00:15 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Stephen Gousie sgousie@sciens.com Partner Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 173.48.235.223 Sent: 3/8/2019 4:00:18 PM Viewed: 3/8/2019 4:15:18 PM Signed: 3/8/2019 4:21:33 PM Electronic Record and Signature Disclosure: Accepted: 3/8/2019 4:15:18 PM ID: e7c02e8d-c429-4b49-b746-54f42797b31c Signer Events Signature Timestamp Scott McDonald Scott.McDonald@cityofdenton.com Director Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 129.120.6.150 Sent: 3/8/2019 4:21:36 PM Viewed: 3/11/2019 7:30:58 AM Signed: 3/13/2019 8:00:14 AM Electronic Record and Signature Disclosure: Accepted: 3/11/2019 7:30:58 AM ID: 4d69ad40-0fc4-4d0f-af64-817cadfff838 Tabitha Millsop tabitha.millsop@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 129.120.6.150 Sent: 3/13/2019 8:00:18 AM Viewed: 4/17/2019 8:23:40 AM Signed: 4/17/2019 8:24:55 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Todd Hileman Todd.Hileman@cityofdenton.com City Manager City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 129.120.6.150 Sent: 4/17/2019 8:25:00 AM Viewed: 4/17/2019 10:15:42 AM Signed: 4/17/2019 10:17:09 AM Electronic Record and Signature Disclosure: Accepted: 7/25/2017 11:02:14 AM ID: 57619fbf-2aec-4b1f-805d-6bd7d9966f21 Jane Richardson jane.richardson@cityofdenton.com Assistant City Secretary City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 129.120.6.150 Sent: 4/17/2019 10:17:13 AM Viewed: 5/1/2019 3:06:19 PM Signed: 5/1/2019 3:06:33 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Sherri Thurman sherri.thurman@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None) Sent: 3/8/2019 3:20:09 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Carbon Copy Events Status Timestamp Jane Richardson jane.richardson@cityofdenton.com Assistant City Secretary City of Denton Security Level: Email, Account Authentication (None) Sent: 4/17/2019 8:24:59 AM Viewed: 4/17/2019 12:17:18 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Jennifer Bridges jennifer.bridges@cityofdenton.com Procurement Assistant City of Denton Security Level: Email, Account Authentication (None) Sent: 5/1/2019 3:06:37 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane Richardson jane.richardson@cityofdenton.com Assistant City Secretary City of Denton Security Level: Email, Account Authentication (None) Sent: 5/1/2019 3:06:38 PM Viewed: 5/1/2019 3:07:31 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Charles Rosendahl Charles.Rosendahl@cityofdenton.com Security Level: Email, Account Authentication (None) Sent: 5/1/2019 3:06:39 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign 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All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through your DocuSign user account all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM Parties agreed to: Stephen Gousie, Scott McDonald, Todd Hileman How to contact City of Denton: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: purchasing@cityofdenton.com To advise City of Denton of your new e-mail address To let us know of a change in your e-mail address where we should send notices and disclosures electronically to you, you must send an email message to us at melissa.kraft@cityofdenton.com and in the body of such request you must state: your previous e-mail address, your new e-mail address. We do not require any other information from you to change your email address.. In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected in your DocuSign account by following the process for changing e-mail in DocuSign. To request paper copies from City of Denton To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an e-mail to purchasing@cityofdenton.com and in the body of such request you must state your e-mail address, full name, US Postal address, and telephone number. We will bill you for any fees at that time, if any. To withdraw your consent with City of Denton To inform us that you no longer want to receive future notices and disclosures in electronic format you may: i. decline to sign a document from within your DocuSign account, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may; ii. send us an e-mail to purchasing@cityofdenton.com and in the body of such request you must state your e-mail, full name, IS Postal Address, telephone number, and account number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process.. Required hardware and software Operating Systems: Windows2000? or WindowsXP? Browsers (for SENDERS): Internet Explorer 6.0? or above Browsers (for SIGNERS): Internet Explorer 6.0?, Mozilla FireFox 1.0, NetScape 7.2 (or above) Email: Access to a valid email account Screen Resolution: 800 x 600 minimum Enabled Security Settings: •Allow per session cookies •Users accessing the internet behind a Proxy Server must enable HTTP 1.1 settings via proxy connection ** These minimum requirements are subject to change. If these requirements change, we will provide you with an email message at the email address we have on file for you at that time providing you with the revised hardware and software requirements, at which time you will have the right to withdraw your consent. Acknowledging your access and consent to receive materials electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please verify that you were able to read this electronic disclosure and that you also were able to print on paper or electronically save this page for your future reference and access or that you were able to e-mail this disclosure and consent to an address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format on the terms and conditions described above, please let us know by clicking the 'I agree' button below. By checking the 'I Agree' box, I confirm that: • I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and • I can print on paper the disclosure or save or send the disclosure to a place where I can print it, for future reference and access; and • Until or unless I notify City of Denton as described above, I consent to receive from exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to me by City of Denton during the course of my relationship with you.