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HomeMy WebLinkAboutOrdinance 4374 ORDINANCE NO. 4374 AN ORDINANCE TO WAIVE FORMAL COMPETITIVE BIDDING REQUIREMENTS AND TO APPROVE A CONTRACTUAL AGREEMENT WITH TELE-WORKS, INC. IN THE AMOUNT OF $96,994.00 TO PURCHASE AN AUTOMATED CITIZEN INFORMATION SYSTEM AND A PREPAID TWO YEAR EXTENDED MAINTENANCE AGREEMENT IN THE AMOUNT OF $21,100.00 WHEREAS, the City of Fayetteville sent out Requests For Information (RFI) concerning an automated citizen information system on January 11, 2002, and advertised this RFI in the Arkansas Democrat-Gazette on January 13, 2002; and WHEREAS, only Tele-works, Inc. responded with a proposal that met all specifications required in the RFI so that it was the only responding source for this required service and system. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1 . That the City Council of the City of Fayetteville, Arkansas hereby determines that this is an exceptional circumstance in which normal competitive bidding is not feasible or practical in that Tele-Works, Inc. is the sole source for the automated citizen information system with all specifications needed by the City . Therefore, the City Council hereby waives the normal competitive bidding requirements and agrees to the Contractual Agreement with Tele-Works, Inc. attached as Exhibit A which includes both purchase 4 Ord . 4374 of this system and two years extended maintenance agreement at a total price of $118,094.00 (which includes a contingent amount of $8,818 .00) . Section 2. That the City Council of the City of Fayetteville, Arkansas hereby authorizes Mayor Coody to sign this Contractual Agreement. PASSED and APPROVED this the 5th day of March, 2002. APPROVED: By: & 6�� DAN COODY, yor AI yr Y, ` z Glier Woodruff, City Jerk � . r 0 r NAME OF FILE: Ordinance No. 4374 CROSS REFERENCE: 03/05/02 Ordinance No. 4374 03/05/02 Contractual Agreement with Tele-Works, Inc. to purchase an automated citizen information system. 02/ 12/02 Memo to Fayetteville City Council thru Mayor Coody, Gary Dumas, General Services Director, from Sharon Crosson, Telecommunications Manager, regarding a request for approval of bid waiver and contract award to Tele-Works, Inc. Appendix A (Tele-Works Overview and System Description) Appendix B (Schematic ofACCeS Project) Appendix C (Sole Source Information/Justification) Appendix D (Project Pricing Summary) Appendix E (Contract(s) 02/ 15/02 Copy of Purchase Requisition ($79,076.44)(Automated Citizen Information System) 02/15/02 Copy of Purchase Requisition ($21 , 100.00)(2-Year Maintenance Contract) 03/05/02 Staff Review Form 03/07/02 Memo to Sharon Crosson, Telecommunications Manager, from Heather Woodruff, City Clerk NOTES : C � Ra . 0107./ CONTRACTUAL AGREEMENT To Furnish Engineering. Consulting, Installation Services and Hardware and Software to The City of Fayetteville for Tele-Works Voice Response Development for Integrated Voice and Web Application THIS AGREEMENT, made and entered into this - Loo;L his - 002 between the City of Fayetteville, hereinafter called the "City", and Tele-Works, lncorpo a d, hereinafter called the "Consultant" as follows: WHEREAS, the City wishes to suitably and responsibly implement an interactive telephone and transactional web service which will allow citizens to interact with dynamic, data-driven web services through standard touchtone telephones and PC/browsers: and WHEREAS, the City desires to engage the Consultant to render the professional and technical services (collectively referred to as "Services") and provide hardware, software and other materials (collectively referred to as "Products") as described in this Agreement and the Consultant is qualified and willing to perform such Services and provide such Products; and WHEREAS, sufficient authority exists in law and sufficient funds have been budgeted for these purposes and are available and other necessary approvals have been obtained; NOW, THEREFORE, in consideration of the mutual understandings and agreements set forth, the City and the Consultant agree as follows: I. THE PROJECT The Project consists of: Programming and Development fora Tele-Works Voice Response Application which will reside at the City of Fayetteville to be made available to customers via the telephone and web browser. ll. CONSULTANTS RESPONSIBILITIES The Consultant will perform Services and provide Products to include: A. The professional and technical services and assistance; and B. All necessary hardware, software, services and other materials for the implementation of the public service described herein and as specified in Attachment A: Scope of Work incorporated herein by reference. III. CONSULTANT'S FEE & PAYMENT TERMS As compensation for all Services and Products described in this Agreement, the Consultant shall be paid a fee of $75, 150 which shall constitute full and complete payment for said Services, Products, and other expenditures which may be made and expenses incurred, except as otherwise expressly provided in this Agreement. Payment terms are associated with Project events as detailed in Attachment B: ACIS/TVR Primary Task List and Timetable incorporated herein by reference. 1 0 0 Compensation will be paid to the Consultant according to the following terms: • 35% upon Notice to Proceed/Contract Signing/at issuance of Purchase Order • 55% upon Installation and Training • 10% upon the earlier of Completion of the Consultant's responsibilities under this Agreement or one-year from the date of the Agreement when the City fails to perform its obligations in accordance with the timeline outlined in Attachment B. IV. COMMENCEMENT & COMPLETION OF SERVICES The Consultant understands and agrees that time is an essential requirement of this Agreement. The Services and Products shall be completed and provided in accordance with the task list and schedule detailed in Attachment B. In any event, afterthe Consultant receives notice to proceed, any failing on the part of the City to adequately provide for responsibilities documented in Attachment B that adversely affects the Project timeline or creates delays forthe Consultant and are beyond the control of the Consultant, will not affect Project associated payment terms. Neither party will be liable for any failure or delay in the performance of its obligations under this Agreement (and the failure or delay will not be deemed a default of this Agreement or grounds for termination) if both of the following conditions are satisfied: (1 ) the failure or delay could not have been prevented by reasonable precautions, and cannot reasonably be circumvented by the nonperforming party through the use of alternate sources, work-around plans, or other means; and (2) the failure or delay is caused, directly or indirectly, by fire, flood, earthquake, hurricane, elements of nature or acts of God, acts of war, terrorism, riots, civil disorders, rebellions or revolutions, court order, or other circumstances beyond the nonperforming party's control (excluding acts of omissions of the nonperforming party's vendors or subcontractors). V. TERMINATION A. This Agreement may be terminated by either party upon thirty (30) days prior written notice to the other party in the event of a material default by the other party to fulfill its obligations under this Agreement through no fault of the terminating party. B. This Agreement may be terminated by the City for its convenience upon thirty (30) days prior written notice to the Consultant. C. In the event of termination as provided in this Article, the City shall pay the Consultant in full for Services performed and Products up to and including the termination date and for Services performed and Products provided from the date of notice of termination plus any Services or Products the City deems necessary during the notice period. Said compensation shall be paid upon the Consultant's delivering or otherwise making available to the City all data, schematics, specifications, reports, estimates, summaries and such other information and materials (collectively referred to as "Project Documentation") as may have been accumulated by the Consultant in performing the Services or Products included in this Agreement, whether completed or in progress. 2 VI. INSURANCE During the course of the Project, the Consultant shall maintain Worker's Compensation Insurance in accordance with the Worker's Compensation laws of the State of Virginia, and Comprehensive General Liability of $4,000,000 aggregate/$2,000,000 per occurrence. The City will be an additional insured under the Consultant's Comprehensive General Liability coverages. If requested by the City, the Consultant shall provide proof of insurance with certificates, naming City as additionally insured, of insurance to the City indicating compliance with this paragraph. VII . EQUAL EMPLOYMENT OPPORTUNITY In connection with the execution of this Agreement, the Consultant shall not discriminate against any employee or applicant for employment because of race, religion, color, gender, sexual orientation, national origin, or disability. Such actions shall include, but not be limited to the following: employment; upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. VIII. PROHIBITED INTEREST A. The Consultant agrees that it presently has no interest and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of its responsibilities hereunder. The Consultant further agrees that in the performance of the Agreement, no person having any such interests shall be employed. B. No official or employee of the City shall have any interest, direct or indirect, in this Agreement or the proceeds thereof. IX. GENERAL PROVISIONS A. Independent Contractor. In the performance of this Agreement, the Consultant shall act as an independent contractor and not as agent of the City except to the extent the Consultant is specifically authorized to act as agent of the City. B. Books and Records. The Consultant's books and records with respect to the Services and Products and reimbursable costs shall be kept in accordance with recognized accounting principles and practices, consistently applied, and will be made available forthe City's inspection at all reasonable times at the places where the same may be kept. The Consultant shall not be required to retain such books and records for more than three (3) years after completion of the Project. C. Ownership of Proiect Documentation. All plans, schematics, specifications and the like relating to the Project shall be the joint property of the City and Consultant. Upon completion of the Project, or at such other time as the City may require, the Consultant shall deliver to the City any Project Documentation and additional copies thereof as the City may request, correct as of the date of the request or the completion of the Project. D. Responsibility; Liabili . 1 . Professional Liability. The Consultant shall exercise in its completion of the Project the standard of care normally exercised by nationally recognized businesses engaged in performing comparable services. The Consultant shall be liable to the City for any loss, damages or costs incurred by the City for the repair, replacement or correction of any part of the Project which is 3 0 0 deficient or defective as a result of any failure of the Consultant to comply with this standard. 2. Indemnification. The Consultant shall indemnify and hold harmless the City and its agents and employees from and against all claims, damages, losses and expenses, including but not limited to attomeys' fees, arising out of or resulting from the performance of the Project, provided that any such claim, damage, loss or expense (1 ) is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the Project itself) including the loss of use resulting therefrom, and (2) is caused in whole or in part by any negligent act or omission of the Consultant, any subcontractor of the Consultant, anyone directly or indirectly employed by any of them or anyone for whose acts any of them maybe liable. Such obligation shall not be construed to negate, abridge, or otherwise reduce any other right or obligation of indemnity which would otherwise exist as to any party or person described in this paragraph D.2. In any and all claims against the City or any of its agents or employees by any employee of the Consultant, any subcontractor of the Consultant, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, the indemnification obligation under this paragraph D.2 shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for the Consultant or any subcontractor under worker's compensation acts, disability benefit acts or other employee benefit acts. In the event it becomes necessary for the City to bring an action to enforce any provision of this Agreement or to recover any damages the City may incur as a result of the breach of this Agreement, including, but not limited to defective work, and the City prevails in such litigation, the Consultant shall pay the City its reasonable attorney fees as determined by the Court. E. Communications. All communications relating to the day-today activities for the Project shall be exchanged between the respective Project representatives of the City and the Consultant who will be designated by the parties promptly upon commencement of the Project. All other written notices required or permitted hereunder shall be delivered personally to the respective representatives of the City and the Consultant set forth below or shall be mailed by certified mail, postage prepaid, return receipt requested, or a nationally recognized overnight courier to the parties at their addresses shown herein. Notices hereunder shall be effective ten (10) days after mailing. F. Warran Consultant shall warrant its Services and Products and shall provide maintenance as described in Attachment D: Warranty and Maintenance Agreement incorporated herein by reference. G. Assignment. The Consultant shall not assign this Agreement in whole or in part, including the Consultant's right to receive compensation hereunder, without the priorwritten consent of the City; provided, however, that such consent shall not be unreasonably withheld with respect to assignments to the Consultant's affiliated or subsidiary companies, and provided, further, that any such assignment shall not relieve the Consultant of any of its obligations under this Agreement. This restriction on assignment includes, without limitation, assignment of the Consultant's right to payment to its surety or lender. H. Applicable Laws. This Agreement, and all questions concerning the execution, validity or invalidity, capacity of the parties, and the performance of this Agreement, shall be interpreted in all respects in accordance with the laws of the State of Arkansas. I. Entire Agreement. This Agreement shall constitute the entire agreement between the parties hereto and shall supersede all prior contracts, proposals, representations, negotiations and 4 0 0 i letters of intent, whether written or oral, pertaining to the Services and Products of the Project. 5 0 0 TELE-WORKS, INCORPORATED THE CITY FAYETTEVILLE By: Chris Schellhammer C0QAY President 0 5baZ Date Date ADDRESS: ADDRESS: 210 Prices Fork Road, Suite C City of Fayetteville P.O. Box M Blacksburg, VA 24063-1027 Fayetteville, AR 72701 ATTEST: ATTEST: µ 'l (Print/Type Name & Title) (Print/Type Name & I itle) _ APPROVED AS TO LEGAL FORM By Title 6 • 0 TELE-WORKS, INC: WARRANTY & MAINTENANCE AGREEMENT DOLLAR AMOUNT: $ 20,000 START DATE: END DATE: AGENCY NAME: The City of Fayetteville STATE: AR This Warranty and Maintenance Agreement (Agreement) covers the following terms and conditions for a period of one year from the time the products and services are first installed (Warranty) or for the contracted period defined above (Maintenance). Tele-Works, Incorporated, (Warrantor) 210 Prices Fork Road, Suite C, P.O. Box 663, Blacksburg, VA 24063, warrants to the City of Fayetteville (Warrantee) that the products and services provided to the Warrantee pursuant to any agreement for the Tele-Works Automated Citizens Information System (ACIS) and/or Tele-Works Voice Response (TVR), to include all hardware and software, shall be free of defects, be in a merchantable condition, and operate in conformance to industry standards for the type of goods and services provided. In the event of a defect, malfunction, or other failure of the product not caused by any misuse or damage to the product while in the possession of the Warrantee, or not caused by changes to database structure, technical configuration or operations of the Warrantee, Warrantor shall repair or replace such product within a reasonable time of notice of such problem, all at Warrantor's sole cost and expense. This warranty specifically covers parts, labor, and service. 1 . Warrantor will provide telephone technical support Monday-Friday from 8:30 am to 6:00 pm EST to diagnose problems with the warranted system. Warrantor recognizes most Federal holidays. 2. Warrantor will replace defective components of the warranted system. If a complete system is necessary, Warrantor will ship a replacement within 3 business days of receiving the streaming tape backup and damaged system. Warrantor will provide these replacements at no cost to the Warrantee except where damage has been caused by fire, flood, lightning or other catastrophic event, natural disaster, act of God, act of war or terrorism, riot, civil disorder, rebellion or revolution, court order, or other circumstances beyond the Warrantor's control. If the damage is the result of any of these listed causes, Warrantor responsibility will be limited to temporary replacement of defective items (not to exceed 30 days) or permanent replacement at a charge to the Warrantee not to exceed Warrantor's cost of the items including shipping and reimbursement for any travel expenses incurred by Tele-Works employees. 3. The Warrantee is responsible for maintaining a current software/message backup using the streaming tape drive provided with the system. 4. Warrantor will offer free services during the period of time covered by this Agreement that include but are not limited to: a) free access to the on-line Customer Service Center, including the Scriptwarem template library; b) free Monthly Graphical Statistical Report and Evaluation; c) 1 free day of retraining for system administrator(s) when Tele-Works staff is in the immediate locale. 5. Warrantor will provide discounted pricing of certain applications and services during the period of time covered by this Agreement that includes but is not limited to: a) 25% discount for pre-developed application programs and port expansions and a 50% discount for recordings; b) discounted labor rates for site visits and customized programming performed on a contract basis. 6. The maintenance amount extends the first year warranty period and is _% of the base market price, plus any added applications. Applications purchased during any expiring year will result in an increase to the annual maintenance cost at the next renewal. For technical support to continue uninterrupted, this signed Agreement must be received along with payment or Purchase O r prior to the expir tion of t .existing Agreement. I, certify that The City Fayetteville (Signature of Oc 1) agrees to the terms described all Tele-Works, In r o ted, X1y: /q1 Signature Kl VhyZQ/ 611 Date � 02 ATTACHMENT A SCOPE OF WORK PRODUCTS, SERVICES & OPTIONS SPECIFICATIONS LISTING FOR THE CITY OF FAYETTEVILLE 4-PORT HARDWARE, ACTS, TVR, and E-PAYMENT SOFTWARE AND SERVICES Introduction : The Products and Services described below will allow citizens of the City of Fayetteville ("City") to access pre-recorded answers to frequently asked questions and general City information via telephone, fax and the web. Additionally, the Products and Services will allow citizens of the City to access departmental data hosts for interactive and transactional voice and web services. Section 1 : Tele-Works Telephony Platform Server and Enterprise Software Section 2: Automated Citizen Information System ("ACIS") and Services Section 3: Tele-Works Voice Response ("TVR") Application Development Section 4: Utility Billing TVR Application Development Section 5: Building Inspections TVR Application Development Section 6: Services and Warranty Invoices and deliverables are provided according to the accompanying Task List and Timetable (Attachment B). As the entire scope of this project includes multiple departmental and enterprise level solutions, application development and deliverables will be decided by the City in cooperation with Tele-Works. Each application diagram for TVR Application Development is subject to final approval by the City prior to application development. Tele-Works will provide a one-year warranty on all parts and labor and extended warranty (maintenance agreement) as described under Attachment D. Tele-Works will provide complete installation and training associated with each aspect of this Scope of Work. Section 1 : Tele-Works Telephony Platform Server and Enterprise Software Hardware: The physical dimensions, operating environment and the exact specifications of the server platform are described in Exhibit A. 1 . These specifications are subject to change to provide the most up-to-date configuration for the City. The system shall operate in a normal office environment, use standard telephone and network connections, and shall operate in a stand- alone rack mountable or desktop chassis. The specified platform will be delivered with 4-Ports of public access capacity. The specifications can be expanded as specified per the City's request for additional access capacity and performance. Software: 1 . Automated Citizens Information System ("ACIS") enterprise software version 4.x allows: Public access and interaction via touchtone telephones • Fax documents to accompany the pre-recorded audio information • Emergency Services Message function • Statistical capabilities • Expansion capabilities • All required system administrator functions via i. The platform workstation ii. Standard touchtone telephones iii. Fax machines iv. Networked workstations (with pcAnywhere client) 2. Tele-Works Voice Response ("TVR") Software - 4-Port License allows callers on every port of the system to interact with telephony compliant web applications, termed "TVR Application" and specified under subsequent sections. The City is required to sign the Tele-Works, Inc. License Agreement provided in Attachment C. TVR licensing provides four (4) concurrent text-to-speech instances for which the City is required to sign the DECtalk Text-to-Speech Software end user agreement provided in Attachment E. This provides the Web-to-Voice functionality for any web-based information that is not recorded in natural voice. 3. E-Payment Module — One user license allows e-Commerce and Payment Processing capabilities for all transactional web applications, termed "TVR Application" and specified under subsequent sections. This module is responsible for secure transactions, account verification, and the authorization of payments from customer cardholder financial institutions. Payment amounts will be reserved for the City upon authorization of payment, and will be transferred in batch processes from cardholder accounts to the City's Merchant Account(s). Simultaneously, upon verification and transaction authorization, a confirmation or transaction number is provided to the customer. Payment information will be routed back through the application to be posted to the appropriate data host(s) as specified in the corresponding TVR application(s). 4. Print Capture — Converts any digital document into the proper digital fax format for the ACIS. The document may then be moved over the City's network to the ACIS or copied via diskette. Note: Includes 10 user licenses. 5. Call-Out — Performs Outbound Calling in either an Emergency situation or to survey citizens. 6. Call Transfer — Allows the caller to transfer to an internal or external phone extension. 7. Fax Broadcast — Allows system administrators to create or import a directory of fax numbers to transmit an outbound fax to an unlimited number of list members. 8. Enhanced CRM (e-CRM) — Allows caller to be prompted up to 9 times to leave specific information concerning an issue or problem. The verbal response messages are automatically converted into an email attachment and sent to the designated staff member.