R12-021 Consulting Svcs for People Soft Cap Mgmt

7/31/2019 R12-021 Consulting Svcs for People Soft Cap Mgmt

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1RFP(2010-1)

RFP #12-021

REQUEST FOR PROPOSALSConsulting Services for PeopleSoft Human Capital Management

(HCM 9.1) System

PROPOSALS DUE NOT LATER THAN:

2:00 PM ON MONDAY, MAY 14, 2012

REQUEST FOR PROPOSALS SCHEDULE

RFP Released Friday, April 20, 2012Questions submitted by Tuesday, May 1, 2012, 5:00 PMResponses to Questions Friday, May 4, 2012Proposals due to City Monday, May 14, 2012, 2:00 PMNotified of Selection Friday, May 25, 2012

Submit Proposals to:City of Fremont

Purchasing Services3300 Capitol Avenue, Bldg. B

Fremont, CA 94538


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CITY OF FREMONT REQUEST FOR PROPOSALSConsulting Services for PeopleSoft HCM 9.1 System

2RFP(2010-1)

REQUEST FOR PROPOSALSConsulting Services for PeopleSoft Human Capital Management

(HCM 9.1) SystemA.The CITY OF FREMONT (hereinafter "City") hereby requests proposals for

consulting services for the design, development, and implementation offunctions and features in the PeopleSoft Human Capital Management (HCM9.1) system (hereinafter Project), and will receive proposals in the office ofthe Citys Purchasing Division of the Finance Department, at 3300Capitol Avenue, Fremont, CA 94538, up to the hour of 2:00 PM PacificStandard Time, on the 14th day of May, 2012.

B. SCOPE OF SERVICES. The City has prepared an outline of services (which

includes a description of the Citys Project Initiatives) which is attached asExhibit 1 to the Request For Proposals (RFP), and generally includes:consulting services for the design and development of functionalrequirements and implementation of functions and features in thePeopleSoft HCM 9.1 system for four Project Initiatives: Employee Self-Service Time Entry, Benefits Enrollment and Internet On-Boarding/Enrollment Pages, NeoGov Integration, and Technical StaffAugmentation.

C.REQUESTS FOR CLARIFICATION OF THE RFP. The sole point of contactfor information pertaining to this Project is www.bidsync.com.

Communication with City staff about the scope of services or anything elserelated to this RFP is forbidden. Unless specifically authorized by thePurchasing Manager, no other City of Fremont official or employee isauthorized to provide information related to this Project or RFP. Contactwith other City officials or employees without the express permission of thePurchasing Manager could result in disqualification from furtherconsideration in this RFP process.

If any proposer has any question regarding the meaning of any part of thisRFP, or finds discrepancies in or omissions from this RFP, the proposer

shall submit questions or requests for clarifications to www.bidsync.com by5:00 p.m. on Tuesday, May 1, 2012. All responses to questions will beposted to BidSync on or before Friday, May 4, 2012.

D.SUBMITTAL OF PROPOSALS. The instructions for the submittal ofproposals are set forth throughout this RFP. Generally, each proposal shallbe submitted with a cover letter and four exhibits, including: (A) Scope ofServices, (B) Billing Rates, (C) Statement of Qualifications, and (D) Terms ofService Agreement. An original copy clearly marked MASTER COPY and


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three (3) printed copies of the proposal shall be submitted in a sealedenvelope clearly marked on the outside: SEALED PROPOSAL FOR RFP#12-021 CONSULTING SERVICES FOR PEOPLESOFT HCM 9.1SYSTEM DO NOT OPEN WITH REGULAR MAIL.

E. CITYS REVIEW OF PROPOSALS. All responsive proposals shall bereviewed and evaluated by the City in order to determine which proposerbest meets the Citys needs for this Project. The criteria by which the Cityshall evaluate proposals are set forth in this RFP. The City reserves the rightto reject any and all proposals or waive any irregularities in any proposal orthe proposal process. The City reserves the right to negotiate the terms ofthe Agreement for this Project with one or more proposers.

F. AWARD OF AGREEMENT. The City currently anticipates awarding anagreement for this Project by approximately Friday, May 25, 2012. Noproposal or agreement for this Project shall be binding upon the City untilthe Agreement is signed by the Consultant and the City.


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G.COLLUSION (Submit signed form with proposal)This is to certify that the undersigned bidder has neither directly norindirectly entered into an agreement, participated in any collusion, orotherwise taken any action in restraint of free competitive bidding inconnection with this proposal submitted this date to the City of Fremont.

All terms and conditions of this Request for Proposals have been thoroughlyexamined and are understood.

NAME OF BIDDER:

AUTHORIZED REPRESENTATIVE: Signature

Title

ADDRESS:


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INSTRUCTIONS TO PROPOSERS

RFP SCHEDULEQuestions submitted by Tuesday, May 1, 2012, 5:00 PMResponses to Questions Friday, May 4, 2012Proposals due to City Monday, May 14, 2012, 2:00 PMNotified of Selection Friday, May 25, 2012

1. TIME AND PLACE OF DELIVERY OF PROPOSALS. It is the Proposer'sresponsibility alone to ensure that the proposal is received by the CitysPurchasing Division of the Finance Department at the time and placeidentified on the cover of this Request For Proposals (RFP).

2. FORMAT OF ENVELOPE FOR PROPOSAL. The Proposer shall submit anoriginal clearly marked MASTER COPY and three (3) printed copies of theproposal in a sealed envelope clearly marked on the outside: SEALEDPROPOSAL FOR RFP #12-021 - CONSULTING SERVICES FORPEOPLESOFT HCM 9.1 SYSTEM DO NOT OPEN WITH REGULARMAIL".

3. FORMAT AND QUALITY OF PROPOSALS. All proposals shall be preparedin a clear and concise manner. Unnecessarily elaborate or glossy proposalsare neither expected nor desired. The emphasis of the proposal should be onresponding to the requirements set forth in this RFP.

4. PROPOSERS SIGNATURE. An authorized representative of the Proposershall sign the proposal on a cover letter which: (1) identifies this Project byname and number; and (2) identifies the full legal name of the Proposer,along with the name of contact person, address, phone number, faxnumber, and e-mail address; and (3) indicates Proposers willingness tocomply with the procedures identified in this RFP, including anincorporation by reference of the four exhibits identified below.

5. CONTENTS OF PROPOSAL. The Proposer shall include in its proposal, ata minimum, the information outlined in this Section 5 in a manner whichdemonstrates the Proposer's competence and qualifications for thesatisfactory performance of the services identified in this RFP. The Proposershall attach four separate exhibits to the cover letter proposal, including: (A)Scope of Services, (B) Billing Rates, (C) Statement of Qualifications, and (D)Terms of Service Agreement. Appendix A-1 contains a Proposer Checklistalong with Proposer Response Pages.


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5(A).Scope of Services. The City has set forth on RFP Exhibit 1, attachedhereto and incorporated herein by reference, an outline of services whichthe City anticipates the successful proposer to perform. The outline ofservices set forth on RFP Exhibit 1 is presented for the primary purpose ofallowing the City to compare proposals. The precise scope of services to beincorporated into the Service Agreement will be based upon RFP Exhibit 1as well as Proposal Exhibit A to be prepared by Proposer as a part of theproposal (described below), and may be the subject of negotiations betweenthe City and the successful proposer.

5(A)(1). Based upon the Citys outline of services set forth on RFP Exhibit1, the Proposer shall prepare a complete description of the scope of

services (to be labeled: Proposal Exhibit A) which the Proposer intendsto perform in order to achieve the Project Initiatives. The Proposer mayidentify services in Proposal Exhibit A which differ from the outline ofservices in RFP Exhibit 1 if the Proposer believes the changes will assistthe City in more efficiently and effectively achieving the Citys statedProject Initiatives.

5(A)(2). The Proposers scope of services shall include, at a minimum, adescription of the major components of services (or phases of service), adescription of work product (or deliverables) to be provided by Proposerto the City, and the expected timeline of completion for each component.

5(A)(3). Proposer may submit a proposal for services to completeselected Project Initiatives or for services to complete all of the fourProject Initiatives.

5(B). Billing Rates. The Proposer shall prepare a schedule of billing rates(to be labeled: Proposal Exhibit B) which identifies:

5(B)(1). A proposed rate for technical or other resources and method ofpayment for all services to complete the selected Project Initiatives or forservices to complete all of the Project Initiatives to be performed by theProposer, including hourly rates, and a description of any reimbursablecharges.

5(B)(2). A total proposed Not to Exceed cost for the performance of allservices described in the scope of services, Proposal Exhibit A.

5(B)(3). An estimated cost breakdown for each major component ofservice, with a cross-reference to each component of service identified in


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Proposal Exhibit A.

5(B)(4). Appendix A-1, Form 2, contains the Pricing Pages for the BillingRates for the Proposer to include in its Proposal Exhibit B.

5(C). Statement of Qualifications. The Proposer shall prepare a statementof qualifications (to be labeled: Proposal Exhibit C) which identifies:

5(C)(1). The size, stability, and capacity of Proposers organization,including, at a minimum, an identification of Proposers: (1) total numberof years in operation, (2) total current number of employees, (3) numberof office locations (including the location of each office), and (4) numberof employees in the office location which is intended to provide the

services described in Exhibit A. Appendix A-1, Form 3, contains theProposer Background Information pages for the Proposer to include in itsProposal Exhibit C.

5(C)(2). The Proposers experience performing services for projects of asimilar size, scope, and complexity as the services required by this RFP,including an identification of: (1) the number of years Proposer has beenperforming similar services; and (2) the most recent projects for whichthe Proposer has performed similar services. The list of recent projectsshall include the name, contact person, address, and phone number ofeach party for whom the service was provided, as well as a description of

the service performed, the dollar amount of the contract, and the date ofperformance. Appendix A-1, Form 3, contains the format for thereferences and client list for the Proposer to include in its ProposalExhibit C.

5(C)(3). A list of the Proposer's principals, employees, agents, and sub-consultants which the Proposer intends to assign to this Project. This listshall include a summary of the qualifications (including education,training, certifications, licenses, and experience) and resume of eachindividual; the approximate number of hours each will devote to theProject; and the type of work to be performed by each individual. TheCity will retain under its agreement with the successful Proposer theright of approval of all persons performing under the agreement.

5(D). Terms of Proposed Service Agreement. The Proposer shall prepare adocument identifying the terms of the proposed Service Agreement betweenthe City and Proposer (to be labeled: Proposal Exhibit D), including:

5(D)(1). Specifically identify any portions of the City's standard form


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Service Agreement (attached to this RFP) which the Proposer desires toamend (either by addition, deletion, or modification).

5(D)(2). Disclose any past, ongoing, or potential conflicts of interestwhich the Consultant may have as a result of performing the work forthis Project.

5(D)(3). Identify Proposers ability to comply with the Citys insurancerequirements. A copy of an insurance certificate or a letter of intent toprovide insurance from the issuing company (including a description oftypes of coverage and dollar amount limits) may be favorably considered.

6. CITYS REVIEW OF PROPOSALS. After the proposals are received and

opened by the City, the City shall review and evaluate all proposals forresponsiveness to the Request For Proposals in order to determine whetherthe Proposer possesses the qualifications necessary for the satisfactoryperformance of the services required. The City may also investigatequalifications of all Proposers to whom the award is contemplated, and theCity may request clarifications of proposals directly from one or moreProposers. In reviewing the proposals, the City may consider the following:

6(A). The qualifications (including education, training, certifications,licenses, experience, and past performance) of the Proposer and itsagents, employees, and sub-consultants in completing projects of a

similar type, size, and complexity. The City may consider Proposer'stimely and accurate completion of similar projects within budget.

6(B). The feasibility of the proposal based upon the methodology of theproposed scope of services, and the reasonableness of the schedule ofbilling rates.

6(C). Proposers understanding of the work to be completed based uponthe clarity of the proposal and responsiveness to this RFP.

6(D). Proposers proposed language for the Service Agreement.

The proposal with the lowest price will not necessarily be selected;however, price is a component of the evaluation. The City will select theproposal that is most advantageous to the City and will award theagreement to the most responsible Proposer.

7. AWARD OF AGREEMENT. Upon completion of the review period, the Cityshall notify those Proposers who will be considered for further evaluation


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and negotiation. All Proposers so notified may be requested to makepresentations and shall negotiate in good faith in accordance with directionfrom the City. Any delay caused by Proposer's failure to respond to directionfrom the City may lead to a rejection of the Proposal.

7(A). If the City determines, after further evaluation and negotiation, toaward the Agreement for all of, or some of, the Project Initiativesdescribed in Exhibit 1, Scope of Services, a Service Agreement shall besent to the successful Proposer for the Proposer's signature. No proposalshall be binding upon the City until after the Agreement is signed by dulyauthorized representatives of both the successful Proposer and the City.

7(B). The City reserves the right to award an agreement to multiple

proposers for services to complete selected Project Initiatives.

7(C). The City reserves the right to reject any or all proposals, and towaive any irregularity. The award of the Agreement, if made by the City,will be based upon a total review and analysis of each proposal andprojected costs.

8. PROPOSALS ARE PUBLIC RECORDS. Each proposer is hereby informedthat, upon submittal of its proposal to the City in accordance with this RFP,the proposal is the property of the City.

8(A). Unless otherwise compelled by a court order, the City will notdisclose any proposal while the City conducts its deliberative process inaccordance with the procedures identified in this RFP. However, after theCity either awards an agreement to a successful proposer, or the Cityrejects all proposals, the City shall consider each proposal subject to thepublic disclosure requirements of the California Public Records Act(California Government Code Sections 6250, et seq.), unless there is alegal exception to public disclosure.

8(B). If a proposer believes that any portion of its proposal is subject to alegal exception to public disclosure, the Proposer shall: (1) clearly markthe relevant portions of its proposal Confidential; and (2) upon requestfrom the City, identify the legal basis for exception from disclosure underthe Public Records Act; and (3) the Proposer shall defend, indemnify, andhold harmless the City regarding any claim by any third party for thepublic disclosure of the Confidential portion of the proposal.

9. COSTS ASSOCIATED WITH PREPARATION OF PROPOSAL ARECONSULTANTS RESPONSIBILITY. All costs incurred by prospective


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proposers associated with the preparation of a response to this Request ForProposals and any subsequent demonstrations, analyses, studies,responses to inquiries, travel for purposes of competing for and/ornegotiating an agreement with the City are the sole responsibility of theProposer.

10. ERRORS AND OMISSIONS. The Proposer bears full responsibility forexclusions or errors in its proposal submitted. Upon close of proposals, theCity reserves the right to hold any proposer accountable and responsible forits submitted proposal. Failure to review or comprehend any portion of thisRequest For Proposals does not absolve the Proposer of the responsibilitiesarticulated herein.

11. PROPOSAL DISCREPANCIES. If discrepancies are found between two ormore copies of the proposal, the master copy will provide the basis forresolving such discrepancies. If one copy of the proposal is not clearlymarked Master Copy, the City may reject the proposal. However, the City,at its sole option, may decide to select one copy to be used as the mastercopy.


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Exhibit 1Scope of Services

A. General Description of ServicesThe City of Fremont (City) will improve Human Resources (HR) corebusiness process through automation leveraging primarily on thePeopleSoft Human Capital Management (HCM 9.1) System. The City isseeking consulting services to complete four (4) major Project Initiativesfor the Project. The first initiative will allow employees to track and entertheir own time using Employee Self-Service (ESS). See Service B.1Employee Self-Service Time Entry. The second initiative is to furtherexpand ESS by allowing the employees to enroll and review their benefitsonline through the internet. See Service B.2 Benefits Enrollment Service

and Service B.3 Internet On-Boarding/Enrollment Pages. The thirdinitiative integrates the online NeoGov recruitment system andPeopleSoft HCM to streamline the recruitment process. See Service B.4NeoGov Integration to PeopleSoft. Lastly, the City is seeking temporarystaff augmentation to assist in completing the service requests. SeeService B.5 Technical Staff Augmentation.

B. Detailed Scope of ServicesThis section identifies the services grouped according to specificfunctionality and priority. All services provided must conform to Citystandards including functional specifications, documentation, testing,

and training as described in Section C.

Service B.1 - Employee Self-Service Time Entry

Proposer QualificationsThe successful Proposer will deploy resources with expertise onautomating PeopleSoft Self-Service time reporting and manager timeapproval. Qualifications should include the degree of public sectorexperience in Payroll, PeopleSoft Self-Service, Manager Self-Service, Timeand Labor, and Approval Workflow Engine (AWE) in PeopleSoft HCM 9.1version.

Functional and Development Requirements:

The successful Proposer will review the current practices and makerecommendations on new functional specifications. This work will bejointly performed with City resources. The functional specifications willbe approved by the City and upon approval the successful Proposer willbegin the configuration and development.


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B.1.1 ESS Time Entry Review

In sessions with the Citys Functional and IT teams, the successfulProposer will review the current practices and the future ESS time entryrequirements and make joint recommendations on the approach fordelivering on-line time reporting and approval will be made anddocumented.

B.1.2 ESS Time Entry Functional Specifications

The successful Proposer will deliver a business process workflowdocument and diagram to map out all processes from all types of timereporting entries (i.e. exception, positive, file interface, etc.), approvingand loading to payroll.

The successful Proposer will be responsible for the following eight criticaldeliverables:

a. Manager time reporting approval workflow: Managers willapprove the Time Reported and Payroll will approve thePayable Time. Define the approval and number of approvals,automated delegation and manual delegation overrides.

b. Employee time reporting and rapid time entry: Mostemployees will be entering their own time and exceptions.However, some departments may still require timekeepers to

enter time for multiple employees at one time.c. Time entry and approval audits: Enable new audit

requirements.d. Email Notifications: Managers will receive notifications to

approve pending time entries.e. Holiday Scheduling and Processing: Set up holiday

schedules and process according to employees flexibleschedules.

f. Time Entry roll-out strategy by department.g. Integration of Police Department (PD) FLSA time reporting

approval.h. Future recommendation of Time Entry Solution for seasonal

workers.

B.1.3 On-Site Functional Support on Time Entry System Configuration

The successful Proposer will provide knowledge transfer and guidance tothe Citys Functional Team during the setup and configuration. Thesetup will include:


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a. Holiday schedules.b. Time and labor rules (or SQR reporting if Rules not feasible)

pertaining to holiday schedules to accommodate flexiblescheduling and Fire and Police schedules.

c. Approval hierarchy setup and workflow setup.d. Time entry role definitions.e. Rapid time entry.f. Payroll processing changes.

B.1.4 Design and Development Support

The successful Proposers technical resource will start development workon changes to programs, processes and reports in accordance to theapproved functional specifications. For support, see Technical Support

under Section D - Assumptions.

Service B.2 - Benefits Enrollment

Proposer Qualifications

The successful Proposer will deploy resources with expertise onautomating Open and On-Demand Enrollments, Event Maintenance andPersonal Information Maintenance. Qualifications should include thedegree of public sector experience on PeopleSoft Benefits Administration,Self-Service, Base Benefits, eBenefits, and Payroll modules to automateand process benefits enrollment.


This service will be implemented in conjunction with Service B.3 InternetOn-Boarding/Enrollment Pages.

B.2.1 Benefits Enrollment Review

The successful Proposer will review and make new recommendations, asnecessary, to the internet On-Boarding/Enrollment pages. See Section F- Reference 1 for draft of high level pages.

The Citys Functional and IT teams have developed swim lane diagramson the benefits enrollment current practices and future requirements.See Section F - Reference 2 on the Benefits Enrollment Future Staterequirement.

The successful Proposer will review this information jointly with Citysresources. Recommendations on the approach for delivering Benefitsenrollment and internet On-Boarding/Enrollment pages will be madeand documented.


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B.2.2 Benefits Enrollment Functional Specifications

The successful Proposer will create a functional specification to definethe process flow and system changes/enhancements as defined by thejoint recommendations.

The successful Proposer will be responsible for the following 12 criticaldeliverables:

a. New Hire Enrollment.b. Annual Employee Open Enrollment.c. HR On-Demand Enrollment.d. Employee Family Status Changes.

e. Other Self-Service Changes, i.e. Dependents/Beneficiaries,Direct Deposit, W4, Address, Telephone, etc.f. ESS on the Internet: Refer to Service B.3 - Internet On-

Boarding/Enrollment Pages.g. Notifications: Notifications to employees and benefits

administrators on pending or incomplete enrollments.h. Setup and Configuration details.i. eSignatures on eBenefits.j. Payroll Processing Changes, if any.k. Employee Termination.l. Recommendation on Integration to Benefit Providers.

City will approve functional specifications.

B.2.3 On-Site Functional Support on Setup and Configuration

Upon approval of the specifications, the successful Proposer will start the

setup and configuration changes on the development environment.

All system configuration changes on the systems will be done by CitysFunctional team with the guidance of the successful Proposer on the testand production environments.

The benefits administration setup and processing will include:

a. Scheduled open enrollment for new hires, promotions, etc.b. Event creation and processing.c. Notifications to employees and benefits administrators.d. eSignatures on eBenefits setup.e. Personal information management.


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f. Review of CalPERS XML customized functions.g. New or modified payroll processes affected.h. Other setup or processes that will complete benefits

enrollment, administration and processing.


The successful Proposers technical resource will start development workon changes to programs, processes and reports in accordance to theapproved functional specifications. For support, see Technical Supportunder Section D - Assumptions.

Service B.3 Internet On-Boarding/Enrollment Pages

Proposer QualificationsThe successful Proposer will deploy resources with expertise onPeopleSoft plug-ins, Oracle Forms, and document repository solutions.


The successful Proposer will provide functional guidance and technicaldevelopment in displaying and updating employee information for NewHire On-Boarding, Open Enrollment, Family Status Changes, andPeopleSoft Self-Service. This work will be developed for the Citysinternet web page. The Citys website provider is CivicPlus.

B.3.1 ESS Internet Pages ReviewThe Citys Functional and IT teams have completed the high level desiredlook of the Citys ESS Internet pages. The design will be reviewed withthe successful Proposer and joint recommendations for the approach indesigning the web pages will made. See Section F - Reference 1 for draftof high level pages.

B.3.2 ESS Internet Pages Functional Specifications

The successful Proposer will document the agreed-upon design for theESS Internet pages. The New Hire On-Boarding/Enrollment pages willhave several portlets or links that will allow employees to access andupdate benefit enrollments, policy agreements, completing requireddocuments and other links to employee resources available on the Citysinternet and intranet sites.

The successful Proposer will be responsible for the following three criticaldeliverables:


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a. Direct link to PeopleSoft: Every link from the pages willconnect to a specific page in PeopleSoft. For, example, if anemployee wants to sign up for direct deposit, the link directlytakes the employee to the Direct Deposit page only. There areseveral requirements on the portal that specifically serve upto a PeopleSoft functionality such as eBenefits for benefitsenrollment and family status changes, direct deposit, Federalwithholding (W-4), personal, dependents, beneficiaries andemergency information. There will also be a direct link toPeopleSoft Self Service options to view compensation, W2s,leave accruals, and others.

b. Enable the forgotten password link.c. Security: All documents and links to PeopleSoft will be

documented and the security will be according to Citys ITSpolicies and practices.

The design of the ESS Internet pages will allow the followingfeatures in Phase 2 (Phase 2 is not currently part of thisScope of Services):

i. Single Sign-on login page: To access the New Hire On-Boarding Page, a single sign-on page will be developed.

ii. Required Documents and eSignatures: Some of therequired documents will be created as on-line fillabledocuments. All required fillable documents and policy

agreements will have eSignatures for the employee.iii.Repository for Required Documents: The signed

documents will be attached to the employees record.Specification includes the identification anddevelopment of the repository of these documents, i.e.PeopleSoft HR Attachments feature. This will allow anemployee to view his/her documents and HR to viewthe employees documents.

iv.Completed Requirements: A check box for each of therequirements will also be automatically populated asthe requirements are completed and submitted.Employee should have an option to Save and SubmitLater and option to Submit when done.


The successful Proposer will commence development when the Cityapproves the functional specifications. The successful Proposerstechnical resource will develop the links to PeopleSoft. The technical


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resource will have access to CivicPlus support and the Citys Internetweb authors to complete the ESS Internet pages.

Service B.4 NeoGov Integration to PeopleSoft


The successful Proposer will provide functional and developmentexpertise with the integration between the online NeoGov recruitmentsystem and PeopleSoft.

B.4.1 NeoGov Integration to PeopleSoft Review

In sessions with the Citys Functional and IT teams, the successfulProposer will review the current practices and future requirements and

make joint recommendations on the approach for delivering the interfaceand document the recommendations. The City will provide access toNeoGov support.

B.4.2 NeoGov Integration to PeopleSoft Functional Specifications

The successful Proposer will deliver the functional specifications to mapall processes from the time a position requisition is created to when theposition is filled.

The successful Proposer will be responsible for the following three criticaldeliverables:

a. Robust Integration: Wherever feasible, the successful Proposer willuse current integration tools to allow for:

i. Transferring position information between NeoGov andPeopleSoft. This action will be triggered by an approvedposition in NeoGov.

ii. Synchronizing NeoGov with position information fromPeopleSoft.

iii.Generating Personal, Job, and initial Username/Passwordinformation in PeopleSoft. This is triggered by a hire inNeoGov.

b. Dynamic Username/Password creation. When an applicant ishired in NeoGov, PeopleSoft will automatically generate a newusername/password.

c. Notifications after the Username/Password creation: HR, ITHelpdesk, and the hiring manager will be notified.

B.4.3 Functional and Technical Support


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Upon approval of the specification, the successful Proposer willcommence the setup and development. For support, see TechnicalSupport under Section D - Assumptions.

Service B.5 Technical Staff Augmentation

Proposer Qualifications

The successful Proposer will deploy a technical resource with expertiseon Peopletools and PeopleSoft HCM. Qualifications should include thedegree of experience in Peopletools 8.51/8.52, Setup HRMS, Payroll forNorth America, SQR Reporting and Reporting Tools including Query, BIPublisher/XML and Report Manager. Peopletools experience includesapplication designer, security specific to roles, permission lists and query

access.

B.5.1 Development Specification Review

The successful Proposers technical resource and the Citys Functionaland IT teams will review outstanding HR/Payroll service requests. TheCitys IT System Administrator will be responsible for the work of thetechnical resource.

B.5.2 On-Site Design and Development Support

The technical resource will be on-site to deliver the following four highpriority tasks below and other service requests/tasks as assigned:

a. Create Paperless Report Distribution: Design and develop thestructure in generating reports and automatic distribution ofreports to departments or groups. Reports will be e-mailedautomatically or can be accessed through PeopleSoft Self Service,i.e. View Leave Accruals by Pay Period. Access will be restrictedby departments or groups. Design should utilize the BIPublisher/XML and Report Manager features in PeopleSoft.

b. Improve query access groups to ensure restriction of users seeingcertain rows of data.

c. Enable Component Interface feature and assist City Functionaland IT teams in Microsoft Excel interface functionality to Payrolland Job data.

d. Modify existing queries, reports and page designs to align with newagreements and new accruals.

C. Business Systems Development Standards

C.1 Documentation


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The successful Proposer shall write functional specifications that willinclude workflow processes/diagrams as necessary.

The City uses the Oracle User Productivity Kit (UPK) for any contractedservices. The successful Proposer is expected to document its work(setups, processes, steps) using UPK. Projects will not be migrated withUPK documentation. The successful Proposer will complete the ITSChange Management form prior to migration to the User AcceptanceTesting (UAT) or quality assurance (QA) environments.

The City will review and approve all documentation.

C.2 Training

Proposer QualificationsThe successful Proposer will deploy technical resources who haveexperience with PeopleSoft Test Framework or UPK.

Description of TrainingThe successful Proposer will provide training and knowledge transfer tothe Citys Functional and IT teams using UPK documentation. All setupand configuration in the test and production environments will be doneby the Citys Functional team with the assistance of the successfulProposer.

The successful Proposer will provide knowledge transfer to the Citys ITteam on new programs or revised programs during migration to the UATenvironment.

C.3 TestingThe successful Proposer will develop test plans with the Citys Functionaland IT teams. The test plans will include detailed test scripts includingrelated interface test scripts. The successful Proposer will generate testscripts preferably using PeopleSoft Test Framework. The successfulProposer will assist executing the test plans during UAT and QA.

The successful Proposer will provide guidance to the City during UATincluding the integration testing to ensure interfaces are working asexpected.

The successful Proposer will log and document all issues identifiedduring testing with information on the steps that caused the issue,resolution to the issue, and re-testing of the issue. The successful


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Proposers technical resources will make all fixes to programs for any bugissues related to variances with specification or coding errors. Thesuccessful Proposer will provide knowledge transfer of these resolutionsto the Citys Functional and IT teams. The successful Proposer willupdate UPK documentation on any changes to processes due to issuesexperienced.

C.4 Production Migration SupportThe successful Proposer will be available via telephone to support theCity during migration of programs from the QA/testing environment tothe Citys production system. The successful Proposer will also beavailable during the setup of required configurations on go-live.

C.5 Post-Production SupportThe successful Proposer will warranty services for two months after thego-live date for each service. The successful Proposer will be availablevia telephone for issue resolution and/or production support, i.e.answering questions during this two-month period on an ad-hoc basis.

The successful Proposer will develop a detailed time reporting rolloutplan during which telephone support will be important.

New issues during the two-month post-production period will be loggedand documented with information on the steps that caused the issue,

resolution to the issue, and re-testing of the issue. The successfulProposer will update UPK documentation and provide knowledge transferto Citys Functional and IT teams.

C.6 Critical Process ReviewCritical processes and interfaces to the Citys system must continue tofunction correctly after the implementation of services. For example:

1. Payroll processing after benefits administration implementation.2. CalPERS XML interfaces after benefits administration

implementation.3.Time and Labor approval by batch or approval by employee after

AWE implementation.4. Load Time and Labor after AWE implementation.

D. Assumptions

D.1 On-Site Functional SupportD.1.1 The successful Proposer will work at the direction of the City and


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will focus on the review of current processes, identification of desiredbusiness processes, development of functional specifications, test plan,UPK documentation, training and configuration changes to support theservices identified in Section B - Detailed Scope of Services.

D.1.2 The successful Proposer will have access to all existingspecifications documentation on current processes.

D.1.3 The successful Proposer will have access to subject matterexperts at the City who are involved in automating benefits enrollment,integration with NeoGov, time reporting, Citys internet and all other HRand payroll outstanding service requests. No technical developmentactivities and functional system configuration will commence until the

City has approved the Functional Design Specifications developed by thesuccessful Proposer.

D.1.4 The City will provide access to the Citys PeopleSoft developmentand testing environments to the successful Proposer with security suchthat assignments can be completed.

D.1.5 The successful Proposer will complete unit testing in thedevelopment environment.

D.2 Technical Support

D.2.1 The successful Proposer will work at the direction of the City.The successful Proposers technical resources will prepare a technicaldesign specification as part of this development process. Prior tobeginning code development, the technical design will be submitted toCity for approval. Upon approval by City, the successful Proposerstechnical resources will complete code development and unit testing ofprograms.

D.2.2 The successful Proposers technical resources will have access toany technical design and/or code that is available.

D.2.3 Development may include technical coding on new design orrevision of existing coding and report development of new design orrevision of reporting.

D.2.4 With the guidance of the successful Proposer, the City willconduct full UAT once the successful Proposer has completeddevelopment and successfully unit tested them. The successfulProposers technical resources will provide any programming changes


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and documentation updates identified during the Citys user UAT whereprograms developed do not meet the approved functional or technicalspecifications. Coding changes required due to changes in theinterpretation of requirements or errors made by City subject matterexperts may be subject to the Change Control process.

D.2.5 The successful Proposers technical resources will complete theirwork in a test/development environment. The successful Proposer willcomplete the IT Change migration form. The Citys ITS Department willbe responsible for the migration of development work. The successfulProposer will provide telephone support to the City during this processshould it be required.

D.2.6 The successful Proposers technical resources may require VPNaccess to a development/test (non-production) environment and suchaccess that will enable them to complete the necessary development andunit testing work.

E. Project Timeline

It is expected that work will begin in July 2012 (after the contract isawarded and Service Agreement is executed by both parties). Proposersshall include a timeline for each of the components or phases of theProject in its Proposal Exhibit A, Scope of Services.


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F. References

Reference 1 - ESS Benefits Web Pages

City of Fremont: Employee Self Service Benefits Pages Draft 03/21/2012


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Employee Benefits Open Enrollment and Family Status Changes:

New Hire:


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New Hire Orientation:


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Required Documents:

Policy Agreements:


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PeopleSoft eBenefits:

PeopleSoft Self Service:


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Employee Resources:


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Reference 2 - Future State Benefits Enrollment


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APPENDIX A-1 PROPOSER RESPONSE PAGESFORM 1, Page 1 of 1 PROPOSER CHECKLIST

This checklist has been provided to assist Proposer in complying with RFPrequirements. All items listed must be included with the proposal. To assist inproposal evaluation, Proposer shall cross-reference the required item with theapplicable page in the proposal.

Proposer shall check off each item as it is assembled into the proposal, enterthe page number where the item can be found in the proposal, detach thechecklist from the RFP and submit it as part of the proposal.

ItemNo.

Description Format ProposalPage

Original marked MASTER COPY+ 3 Printed Copies

As specified in RFP

Proposer Checklist Appendix A-1, Form 1Cover Letter with Signature AttachmentCollusion Statement (Section G,page 4 of RFP)

Attachment

Scope of Services, includingTimeline, Proposal Exhibit A

Attachment

Billing Rates/Pricing Pages,Proposal Exhibit B

Appendix A-1, Form 2

Proposer Background Information,Proposal Exhibit C

Appendix A-1, Form 3

Statement of Qualifications,Proposal Exhibit C

Narrative

List of Exceptions, ProposalExhibit D

Attachment


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APPENDIX A-1 PROPOSER RESPONSE PAGESFORM 2, Page 1 of 3 PRICING PAGES

The Pricing Pages must itemize the cost to the City for all services to performthe scope of services for selected Project Initiatives or for all of the ProjectInitiatives described in Exhibit 1. A narrative may be attached to clarify anypricing data submitted.

PROJECT COST

1. Service B.1 Employee Self-Service Time Entry

Name/Title of TechnicalResources

TotalEstimated #of Hours

HourlyRate

Total Cost

Totals Service B.1 Hours $

2. Service B.2 Benefits Enrollment



HourlyRate

Total Cost



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3. Service B.3 Internet On-Boarding/Enrollment Pages



HourlyRate

Total Cost


4. Service B.4 NeoGov Integration to PeopleSoft



HourlyRate

Total Cost


5. Service B.5 Technical Staff Augmentation



HourlyRate

Total Cost



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6. Other Costs

Description/Technical Resource TotalEstimated #of Hours (ifapplicable)

HourlyRate

Total Cost

A Training

B Documentation

C Travel Expenses (not-to-exceed)

D Other Miscellaneous Expenses

Totals Other Costs Hours $

7. SUMMARY OF TOTAL PROJECT COST

Description TotalEstimated #of Hours

Total Cost

1 Service B.1 - Employee Self-Service Time Entry $2 Service B.2 - Benefits Enrollment $3 Service B.3 - Internet On-Boarding/Enrollment

Pages

$

4 Service B.4 - NeoGov Integration for PeopleSoft $5 Service B.5 - Technical Staff Augmentation $6 Other Costs $

TOTAL PROJECT COST NOT-TO-EXCEED Hours $


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APPENDIX A-1 PROPOSER RESPONSE PAGESFORM 3, Page 1 of 9 PROPOSER BACKGROUND INFORMATION

A. Company Background

1. How many years has the company activelyprovided consulting services for PeopleSoftHCM 9.1 similar to the services specifiedin this RFP? _________ Years

2. Number of total office locations _________ Locations

Locations (Street Address/City/State/Zip):

____________________________ ______________________________________________________ __________________________

____________________________ ______________________________________________________ __________________________

3. Location of office from which service willbe provided to the City of Fremont.__________________________________________________________

4. How many years has the office that willserve the City been open? _________ Years

5. Companys normal business hours(Pacific Standard Time) for office servingthe City: _______________________a. Days of week available _______________________

6. Please list the number of current employees.a. Nationwide: ___________ Employees

b. Office serving the City: ___________ Employeesc. Total number of clients currentlysupported by office that will servethe City: ___________ Clients


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A. Company Background (continued)

7. Please provide the following summary of qualifications for theProposers principals, employees, agents, and subconsultants whowill be assigned to this Project. Make additional copies of thesepages if necessary. Attach resumes for each individual listed.

Technical Resource 1

Name:Title:

Role in Project:

Type of Work to bePerformed:

Approximate Number ofHours to Devote to Project:

Home Office Location:

Education:

Training:

Certifications/Licenses:

Experience:


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Name:Title:

Role in Project:




Education:

Training:


Experience:


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Name:Title:

Role in Project:




Education:

Training:


Experience:


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Name:Title:

Role in Project:




Education:

Training:


Experience:


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8. Please complete the following information for projects of a similarsize, scope, and complexity to the scope of services described inthis RFP. Detailed references for recent projects completed similarto the scope of services in this RFP should be provided in SectionB.

PLEASE SUBMIT A COMPLETE LIST OF AT LEAST SIX CLIENTS.

Client List

Name Address Contact Name PhoneNumber

# of YearsPerformingServices

1.

2.

3.

4.

5.

6.

7.

8.

9.

10.

11.

12.


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B. References

Complete the following information for a minimum of three (3) companies(including any governmental agencies, which are highly desirable) forwhich Proposer has provided comparable consulting services for thePeopleSoft HCM system during the past three (3) years. References mayor may not be reviewed or contacted at the discretion of the City. TheCity reserves the right to contact references other than, and/or inaddition to, those provided by Proposers. The City shall not provideinformation received from references to Proposers.

Reference 1

Company/Agency Name:Department Name:

Address:

Contact Person:Title:

Telephone Number:E-mail Address:

PeopleSoft Version:

General Description of ServicesPerformed:

# of Years Providing SimilarServices to Company/Agency:Dollar Amount of Contract(s):

Dates of Performance (From/To):


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B. References(continued)

Reference 2


Address:

Contact Person:

Title:Telephone Number:

E-mail Address:PeopleSoft Version:

General Description ofServices Performed:




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B. References(continued)

Reference 3


Address:

Contact Person:

Title:Telephone Number:

E-mail Address:PeopleSoft Version:

General Description of ServicesPerformed:




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CITY OF FREMONT REQUEST FOR PROPOSALS

Consulting Services for PeopleSoft HCM 9.1 System

1Svc-Tech(2010-1)

EXHIBIT A

TECHNOLOGY SERVICE AGREEMENTConsulting Services for PeopleSoft Human Capital Management

(HCM 9.1) SystemThis Technology Service Agreement (hereinafter Agreement) is made and enteredinto by and between the CITY OF FREMONT, a municipal corporation (hereinafter"City"), and [***INSERT***name of business and description of legal entity, i.e. LLC,Partnership, Corporation, etc.]______________________, (hereinafter "Consultant).City and Consultant may be collectively referred to herein as the parties.

RECITALS

A. City requested a proposal from Consultant to perform the services generally

including: consulting services for the design and development of functionalrequirements and implementation of functions and features in the PeopleSoftHCM 9.1 system for four Project Initiatives: Employee Self-Service Time Entry,Benefits Enrollment and Internet On-Boarding/Enrollment Pages, NeoGovIntegration, and Technical Staff Augmentation.

B. In response to the Citys request, Consultant submitted a proposal, and, afternegotiations, Consultant agreed to perform the services more particularlydescribed on Exhibit A, in return for the compensation described in thisAgreement and Exhibit B.

C. In reliance upon Consultants documentation of its qualifications, as set forth inExhibit C, the City finds that Consultant has demonstrated the requisitequalifications, experience, training, and expertise to perform the requestedservices.

NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS ANDCONDITIONS IDENTIFIED HEREIN, THE PARTIES HEREBY AGREE ASFOLLOWS:

1. SCOPE OF SERVICES. Consultant shall perform the services described inExhibit A, attached hereto and incorporated herein by reference, in accordancewith the terms and conditions contained in this Agreement.

2. TIME FOR PERFORMANCE. Time is of the essence in the performance ofservices under this Agreement and the timing requirements set forth herein shallbe strictly adhered to unless otherwise modified in writing in accordance withthis Agreement. Consultant shall commence performance, and shall complete allrequired services no later than the dates set forth in Exhibit A. Any services forwhich times for performance are not specified in this Agreement shall be


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CITY OF FREMONT TECHNOLOGY SERVICE AGREEMENT[***INSERT TITLE***]

2Svc-Tech(2010-1)

commenced and completed by Consultant in a reasonably prompt and timelymanner based upon the circumstances and direction communicated to theConsultant. Consultant shall submit all requests for extensions of time to theCity in writing no later than ten (10) days after the start of the condition whichpurportedly caused the delay, and not later than the date on which performance

is due.

3. PAYMENT.

3(A).Billing. In order to request payment, Consultant shall submit invoicesto the City identifying the services performed in the billing period, milestonesachieved, and the charges therefor (including an identification of personnelwho performed the services, hours worked, hourly rates, and reimbursableexpenses), based upon the Consultants billing rates (set forth on Exhibit "B,attached hereto and incorporated herein by reference). The City shall makemonthly payments to Consultant for services which are performed inaccordance with this Agreement, to the satisfaction of the City.

3(B). Not to Exceed Compensation. The compensation payable toConsultant for the services identified in Exhibit A shall not exceed$[***INSERT***]_________. Consultant shall not perform any services beyondthe services identified in Exhibit A without prior written authorization fromthe Citys Authorized Representative. If the Citys Authorized Representativeprovides authorization for additional services, the total compensation to theConsultant under this Agreement shall not exceed $[***INSERT***]___________.

3(C). Consultants Failure to Perform. In the event that Consultantperforms services which do not comply with the requirements of thisAgreement, Consultant shall, upon receipt of written notice from the City, re-perform the services (without additional compensation to the Consultant). IfConsultants failure to perform in accordance with this Agreement causesdamages to the City, Consultant shall reimburse the City for the damagesincurred (which may be charged as an offset to Consultants payment).

4. AUTHORIZED REPRESENTATIVES.

4(A). Consultants Authorized Representative. Consultant understands

that, in entering into this Agreement, the City has relied upon Consultantsability to perform in accordance with its representations regarding thequalifications of the Consultant (including the qualifications of its AuthorizedRepresentative, its personnel, and its subconsultants, if any) identified inExhibit C, attached hereto and incorporated herein by reference. Therefore,Consultant shall not replace its Authorized Representative, or any of thepersonnel or subconsultants identified in Exhibit C, without the priorwritten consent of the City. All services under this Agreement shall beperformed by, or under the direct supervision of, Consultants Authorized


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Representative, as identified in Exhibit C.

4(B). Citys Authorized Representative. For the performance of servicesunder this Agreement, the Consultant shall take direction from the CitysAuthorized Representative: [***INSERT***]______________, unless otherwise

designated in writing by the Citys Authorized Representative or the CityManager.

5. INFORMATION AND DOCUMENTATION.

5(A).Information from City. City has made an effort to provide Consultantwith all information necessary for Consultants performance of services underthis Agreement. If Consultant believes additional information is required,Consultant shall promptly notify the City, and the City will provide toConsultant all relevant non-privileged information in City's possession.

5(B). Consultants Accounting Records. Consultant shall maintain allaccounting records related to this Agreement in accordance with generallyaccepted accounting principles and state law requirements, and in no eventfor less than four years. Consultants accounting records shall include, at aminimum, all documents which support Consultants costs and expensesrelated to this Agreement, including personnel, subconsultant invoices andpayments, and reimbursable expenses. Consultants accounting records shallbe made available to City within a reasonable time after Citys request, duringnormal business hours.

6. RELATIONSHIP BETWEEN THE PARTIES. Consultant is, and at all times shallremain, an independent contractor solely responsible for all acts of its employees,agents, or subconsultants, including any negligent acts or omissions. Consultantis not Citys agent, and shall have no authority to act on behalf of the City, or tobind the City to any obligation whatsoever, unless the City provides prior writtenauthorization to Consultant. Consultant is not an officer or employee of City, andConsultant shall not be entitled to any benefit, right, or compensation other thanthat provided in this Agreement.

7. CONFLICTS OF INTEREST PROHIBITED. Consultant (including its employees,agents, and subconsultants) shall not maintain or acquire any direct or indirect

interest that conflicts with the performance of this Agreement.

8. NONDISCRIMINATION. Consultant shall comply with all applicable federal,state, and local laws regarding nondiscriminatory employment practices, whetheror not said laws are expressly stated in this Agreement. Consultant shall notdiscriminate against any employee or applicant because of race, color, religiouscreed, national origin, physical disability, mental disability, medical condition,marital status, sexual orientation, or sex.


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9. COMPLIANCE WITH LAW AND STANDARD OF CARE. Consultant shall complywith all applicable legal requirements including all federal, state, and local laws(including ordinances and resolutions), whether or not said laws are expresslystated in this Agreement. Consultant shall perform services under this

Agreement using a standard of care equal to, or greater than, the degree of skilland diligence ordinarily used by reputable professionals, with a level ofexperience and training similar to Consultant, performing under circumstancessimilar to those required by this Agreement.

10. BUSINESS LICENSE. The Consultant shall apply for and pay the businesstax and registration tax for a business license, in accordance with FremontMunicipal Code Title V, Chapter 1, Section 5-1100, et seq.

11. INSURANCE. Consultant shall, throughout the duration of this Agreement,

maintain insurance to cover Consultant (including its agents, representatives,sub-consultants, and employees) in connection with the performance of servicesunder this Agreement. This Agreement identifies the minimum insurance levelswith which Consultant shall comply; however, the minimum insurance levelsshall not relieve Consultant of any other performance responsibilities under thisAgreement (including the indemnity requirements), and Consultant may carry, atits own expense, any additional insurance it deems necessary or prudent.Concurrently with the execution of this Agreement by the Consultant, and priorto the commencement of any services, the Consultant shall furnish written proofof insurance (certificates and endorsements), in a form acceptable to the City.Consultant shall provide substitute written proof of insurance no later than 30

days prior to the expiration date of any insurance policy required by thisAgreement.

11(A). Minimum Insurance Levels. Consultant shall maintain insurance atthe following minimum levels:

11(A)(1). Commercial General Liability (with coverage at least asbroad as ISO form CG 00 01 01 96) coverage in an amount not lessthan $2,000,000 general aggregate and $1,000,000 per occurrence forgeneral liability, bodily injury, personal injury, and property damage.11(A)(2). Automobile Liability (with coverage at least as broad as ISOform CA 00 01 07 97, for any auto) coverage in an amount not less

than $1,000,000 per accident for bodily injury and property damage.11(A)(3). Workers Compensation coverage as required by the State ofCalifornia.11(A)(4). Professional Liability coverage for damages that may be theresult of errors, omissions, or negligent acts of Consultant in anamount not less than $1,000,000 per claim.

11(B). Endorsements. The insurance policies shall be endorsed as follows:


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11(B)(1). For the commercial general liability insurance, the City(including its elected officials, employees, and agents) shall be named asadditional insured, and the policy shall be endorsed with a formequivalent to ISO form CG 20 10 11 85.11(B)(2). Consultant's insurance is primary to any other insurance

available to the City with respect to any claim arising out of thisAgreement. Any insurance maintained by the City shall be excess of theConsultants insurance and shall not contribute with it.11(B)(3). Consultants insurance will not be canceled, limited, orallowed to expire without renewal until after 30 days written notice hasbeen given to the City.

11(C). Qualifications of Insurers. All insurance companies providingcoverage to Consultant shall be insurance organizations authorized by theInsurance Commissioner of the State of California to transact the business ofinsurance in the State of California, and shall have an A.M Bests rating of notless than A:VII.

12. Confidential Information

12(A) The term Confidential Information shall mean any and allinformation which is disclosed by either party (Owner) to the other (Recipient)verbally, electronically, visually, or in a written or other tangible form which iseither identified or should be reasonably understood to be confidential orproprietary. Confidential Information includes, but is not limited to, trade secrets,computer programs, software, documentation, formulas, data, inventions,techniques, marketing plans, strategies, forecasts, customer lists, employee

information, financial information, confidential information concerning Ownersbusiness, as Owner has conducted it or as it may conduct itself in the future,confidential information concerning any of Owners past, current, or possible futureproducts or manufacturing or operational methods, including information aboutOwners research, development, engineering, purchasing, manufacturing,accounting, marketing, selling or leasing, and any software (including third partysoftware) provided by Owner. Owners Confidential Information shall be treated asstrictly confidential by Recipient and shall not be disclosed by Recipient except tothose third parties with a need to know and that are operating under aconfidentiality agreement with non-disclosure provisions no less restrictive thanthose set forth herein. This Agreement imposes no obligation upon the parties withrespect to Confidential Information which either party can establish by legallysufficient evidence: (a) was in the possession of, or was rightfully known by theRecipient without an obligation to maintain its confidentiality prior to receipt fromOwner; (b) is or becomes generally known to the public without violation of thisAgreement; (c) is obtained by Recipient in good faith from a third party having theright to disclose it without an obligation on confidentiality; (d) is independentlydeveloped by Recipient without the participation of individuals who have had accessto the Confidential Information or (e) is required to be disclosed by court order or


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applicable law, provided prior notice is given to the Owner. The Recipient shall notobtain, by virtue of this Agreement, any rights title or interest in any ConfidentialInformation of the Owner. Within fifteen (15) days after termination of thisAgreement, each party shall certify in writing to Owner that all copies of OwnersConfidential Information in any form, including partial copies, have beendestroyed or returned to Owner.

Consultant acknowledges that the CITY is a governmental agency and may berequired to release certain information under requests made according toprovisions of the Public Records Act.

12(B) Recipient shall protect the deliverables resulting from Services with atleast the same degree of care and confidentiality, but not less than a reasonablestandard of care, which Recipient utilizes for Recipients ConfidentialInformation.

12(C) The terms of this Section 12 shall survive termination of this Agreement.

13. REPORTING DAMAGES. If any damage (including death, personal injury orproperty damage) occurs in connection with the performance of this Agreement,Consultant shall immediately notify the City Risk Managers office by telephoneat 510-284-4050, and Consultant shall promptly submit to the Citys RiskManager and the Citys Authorized Representative, a written report (in a formacceptable to the City) with the following information: (a) name and address ofthe injured or deceased person(s), (b) name and address of witnesses, (c) nameand address of Consultant's insurance company, and (d) a detailed description of

the damage and whether any City property was involved.

14. INDEMNIFICATION.

14(A) Consultant shall indemnify, hold harmless, and defend the City(including its elected officials, officers, agents and employees) from andagainst any and all claims (including all litigation, demands, damages,liabilities, costs, and expenses, and including court costs and attorneys fees)resulting or arising from performance, or failure to perform, under thisAgreement.

14(B) Copyright and Patent Indemnification. Claims which triggerConsultants responsibility under Section 14 shall include any claims that thesoftware resulting from the provision of Services pursuant to the attachedExhibit A, Scope of Services, infringe any patent, copyright, or accidental orintentional violation of a trade secret or other intellectual property of a thirdparty not included in this Agreement. Consultant shall, in its reasonablejudgment and at its option and expense: (i) obtain for the City the right tocontinue using the deliverable; or (ii) replace or modify the deliverable so that


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it becomes non-infringing while giving equivalent performance. Consultantshall not have any liability for a claim alleging that any deliverable infringes apatent or copyright if the alleged infringement was developed based oninformation furnished by the City or if the alleged infringement is the result ofa modification made by the City.

15. TERM OF THE AGREEMENT.The term of this Agreement shall commence onthe date last signed by the parties, below, and shall continue until completion ofall services in accordance with the timing requirements set forth in Exhibit Aand paragraph 2 of this Agreement. This Agreement may be terminated by theCity without cause upon fifteen (15) days written notice to Consultant. If the Cityexercises its right to terminate this Agreement in accordance with thisparagraph, the City shall pay Consultant for all services satisfactorily performedin accordance with this Agreement, through and including the date oftermination, but not to exceed the payments according to the rates specified inExhibit B or the maximum amount authorized under paragraph 3 of this

Agreement.

16. DEFAULT. If either party (demanding party) has a good faith belief that theother party (defaulting party) is not complying with the terms of thisAgreement, the demanding party shall give written notice of the default (withreasonable specificity) to the defaulting party, and demand the default to becured within ten days of the notice. If: (a) the defaulting party fails to cure thedefault within ten days of the notice, or, (b) if more than ten days are reasonablyrequired to cure the default and the defaulting party fails to give adequatewritten assurance of due performance within ten days of the notice, then (c) the

demanding party may terminate this Agreement upon written notice to thedefaulting party.

17. NOTICES. All notices required or contemplated by this Agreement shall be inwriting and shall be delivered to the respective party as set forth in this section.Communications shall be deemed to be effective upon the first to occur of: (a)actual receipt by a partys Authorized Representative, or (b) actual receipt at theaddress designated below, or (c) three working days following deposit in theUnited States Mail of registered or certified mail sent to the address designatedbelow. The Authorized Representative of either party may modify their respectivecontact information identified in this section by providing notice to the other

party.

TO: City To: Consultant

Attn: [***INSERT***]__ Attn:[***INSERT***]___________________________ ___________________________________________________ ___________________________________________________ ___________________________________________________ _________________________


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18. HEADINGS. The heading titles for each paragraph of this Agreement areincluded only as a guide to the contents and are not to be considered ascontrolling, enlarging, or restricting the interpretation of the Agreement.

19. SEVERABILITY. If any term of this Agreement (including any phrase,

provision, covenant, or condition) is held by a court of competent jurisdiction tobe invalid or unenforceable, the Agreement shall be construed as not containingthat term, and the remainder of this Agreement shall remain in full force andeffect; provided, however, this paragraph shall not be applied to the extent that itwould result in a frustration of the parties intent under this Agreement.

20. GOVERNING LAW, JURISDICTION, AND VENUE. The interpretation,validity, and enforcement of this Agreement shall be governed by and interpretedin accordance with the laws of the State of California. Any suit, claim, or legalproceeding of any kind related to this Agreement shall be filed and heard in acourt of competent jurisdiction in the County of Alameda.

21. ATTORNEYS FEES. In the event any legal action is commenced to enforcethis Agreement, the prevailing party is entitled to reasonable attorneys fees,costs, and expenses incurred.

22. ASSIGNMENT AND DELEGATION. This Agreement, and any portion thereof,shall not be assigned or transferred, nor shall any of the Consultants duties bedelegated, without the written consent of the City. Any attempt to assign ordelegate this Agreement without the written consent of the City shall be void andof no force or effect. A consent by the City to one assignment shall not be

deemed to be a consent to any subsequent assignment.

23. MODIFICATIONS. This Agreement may not be modified orally or in anymanner other than by an agreement in writing signed by both parties.

24. WAIVERS. Waiver of a breach or default under this Agreement shall notconstitute a continuing waiver or a waiver of a subsequent breach of the same orany other provision of this Agreement.

25. CONFLICTS. If any conflicts arise between the terms and conditions of thisAgreement and the terms and conditions of the attached exhibits or any

documents expressly incorporated, the terms and conditions of this Agreementshall control.

26. ENTIRE AGREEMENT. This Agreement, including all documentsincorporated herein by reference, comprises the entire integrated understandingbetween the parties concerning the services described herein. This Agreementsupersedes all prior negotiations, agreements, and understandings regarding thismatter, whether written or oral. The documents incorporated by reference into


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this Agreement are complementary; what is called for in one is binding as ifcalled for in all.


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27. SIGNATURES. The individuals executing this Agreement represent andwarrant that they have the right, power, legal capacity, and authority to enterinto and to execute this Agreement on behalf of the respective legal entities of theConsultant and the City. This Agreement shall inure to the benefit of and be

binding upon the parties hereto and their respective successors and assigns.

IN WITNESS WHEREOF, the City and Consultant do hereby agree to the fullperformance of the terms set forth herein.

CITY OF FREMONT CONSULTANT

[***INSERT***]

____________________________ ____________________________By: [***INSERT***] By: [***INSERT***]

Title: [***INSERT***]______________ Title: [***INSERT***]______________

Date: [***INSERT***]______________ Date: [***INSERT***]______________

APPROVED AS TO FORM:

____________________________By: ____________________________

Title: City Attorney