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HomeMy WebLinkAbout20242442.tiffRESOLUTION RE: APPROVE PROFESSIONAL SERVICES AGREEMENT FOR WORKDAY FINANCIALS CONSULTANT AND AUTHORIZE CHAIR PRO-TEM TO SIGN - KNOWBRIST CORP, DBA THREE LINK SOLUTIONS WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to Colorado statute and the Weld County Home Rule Charter, is vested with the authority of administering the affairs of Weld County, Colorado, and WHEREAS, the Board has been presented with a Professional Services Agreement for a Workday Financials Consultant between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the Finance Department, and Knowbrist Corp, dba Three Link Solutions, with further terms and conditions being as stated in said agreement, and WHEREAS, after review, the Board deems it advisable to approve said agreement, a copy of which is attached hereto and incorporated herein by reference. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that the Professional Services Agreement for a Workday Financials Consultant between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the Finance Department, and Knowbrist Corp, dba Three Link Solutions, be, and hereby is, approved. BE IT FURTHER RESOLVED by the Board that the Chair Pro-Tem be, and hereby is, authorized to sign said agreement and the associated statement of work. The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 16th day of September, A.D., 2024. BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO ATTEST: dam,;ys4J Weld County Clerk to the Board BY m . ed0u16) 114.- Deputy Clerk to the Board APPRO ED ounty A = ey 11/7d Date of signature: EXCUSED Kevi!3, rfloss, Chair Perry L. B�uf�k, Pro-Tem - : Mike ' reeman ri Saine CC:FI.(CP/ /ao),ITCMT) 04/24/29 2024-2442 FI0080 Con -1 --a c+ "VD # t BOARD OF COUNTY COMMISSIONERS PASS -AROUND REVIEW PASS -AROUND TITLE: Finance Functional Lead Consultant Contract DEPARTMENT: Finance DATE: 9/8/24 PERSON REQUESTING: Cheryl Pattelli Brief description of the problem/issue: The Board approved the Enterprise Resource Planning (ERP) project budget via pass -around dated 1/19/23. Included in that budget was an external finance resource estimated at $353,600. The finance functional lead consultant is a critical role in the ERP project and will work with the CFO and county staff to ensure successful implementation of Phase 2 Financials. A more detailed description of job duties for this position can be found in Addendum A of Attachment A. The consultant position is needed because of staff's limited bandwidth and lack of ERP implementation experience. A second finance consultant was approved by the Board in 2024; however, we do plan on waiting to hire that role once we determine to what extent it is needed for the project. Staff went through a thorough process when choosing finance functional lead consultant. We worked with 4 placement firms and were provided approximately 10 resumes. The CFO conducted the first round of interviews with 8 of the consultants. The CFO, ERP Project Manager, Controller, and HRIS Manager conducted the second round of interviews with the top consultant. There was unanimous consensus on the consultant chosen by the interview panel. The CFO checked references of the consultant and negotiated the hourly rate down to $170/hour, or $353,600 annually based on 2,080 hours. The expected length of the consultant's engagement is from September 24, 2024 to February 28, 2026 (go - live is January 2026), or 75 weeks. Total cost of the 75 weeks would be $482,800 based on 40 hours a week. The placement firm, ThreeLink, receives a small portion of the $170/hour as their placement fee. The hourly rate is very competitive with the other consultants we interviewed. What options exist for the Board? (Include consequences, impacts, costs, etc. of options): Approve the staff request to approve the contract with ThreeLink (Attachment A) to hire a Finance Functional Lead consultant at an hourly rate of $170/hour. . Decline the request Recommendation: Staff recommends approving the contract with ThreeLink. Approve Schedule Recommendation Work Session Other/Comments: Perry L. Buck, Pro-Tem Mike Freeman Scott K. James Kevin D. Ross , Chair Lori Saine 0/ T 2024-2442 '3'1/ I Cc F- Ioo-o PROFESSIONAL SERVICES AGREEMENT This Professional Services Agreement (the "Agreement") made this %61ay of September, 2024 (the "Effective Date") by and between Weld County Colorado ("Customer") with a principal place of business at 1150 0 Street, Greeley, Colorado 80631 and Knowbrist Corp, doing business as Three Link Solutions ("TLS"), 409 Majestic Court, Keller, Texas 76248 for the provision of personnel to perform professional services as more fully set forth in the attached Addendum A ("Statement of Work"). Any Services, as defined below, requested subsequent to the Effective Date of the Agreement or individual amendments to the provisions herein, will be set forth in additional Amendments, which will be agreed to and acknowledged, in writing, by both parties. 1. Independent Contractor Status TLS is an independent contractor of Customer, and the persons provided hereunder by TLS to Customer are TLS's employees, or, in certain circumstances, independent contractors who have contracted with TLS ("Consultants"). TLS will notify Customer affirmatively in the applicable Statement of Work if such Consultant is an independent contractor. 2. Performance of Services TLS will provide Customer with Consultants to perform professional services on a project or engagement basis ("Services"). A Statement of Work will summarize the scope of the engagement and any special services provisions. Customer is responsible for defining the scope and nature of the Services, providing overall direction to the Consultants, and for managing the projects and engagements under this Agreement. As such, Customer agrees to provide a safe working environment and reasonable working space and materials to the Consultants which may be necessary in connection with the performance of Services hereunder. Any working papers prepared by TLS in connection with the performance of Services will be the property of Customer. Consultants will not have the authority to act as an officer or director of Customer or to represent or obligate Customer in any manner. The Services will not (i) constitute an engagement to provide independent audit or attestation services; (ii) result in the issuance of any written or oral opinions or other communications by TLS or its Consultants to Customer or any third party expressing a conclusion or any form of assurance with respect to financial data or internal controls; or (iii) result in the issuance of any written or oral communications by TLS or its Consultants to Customer or any third party expressing a conclusion of law or any form of legal opinion. 3. Services Agreement This is a services agreement. TLS warrants it will perform its obligations hereunder in good faith, on a professional best efforts basis in a workmanlike and expeditious manner. As Customer will direct and manage the Services provided hereunder, TLS makes no additional warranties, whether express, implied, statutory or otherwise including, without limitation, warranties of merchantability, fitness for a particular purpose, quality, suitability or otherwise with respect to any Services performed by its Consultants in connection with the Agreement, except as set forth in Section 4 below. Rev 01.24 4. Representations and Warranties TLS further represents and warrants as follows: (a) TLS will have sole responsibility to recruit, interview, qualify, select, hire or contract with, counsel, discipline, evaluate and terminate the Consultants. TLS, at the request of Customer for any reason that is not unlawful, will remove any of its Consultants assigned to perform Services for Customer. This in no way affects the right of TLS to contract with, assign and reassign its Consultants or, in its sole discretion as employer, to hire and/or terminate the employment of its employees. (b) Consultants have the capability, experience and means necessary to perform the Services in a diligent manner in accordance with accepted professional practices. If such Services are not performed satisfactorily, Customer will notify TLS, within ten (10) business days of Customer's determination of such unsatisfactory performance, to replace the Consultant, re -perform the Services or negotiate an appropriate credit, if any, of the fees incurred. (c) TLS will comply with all applicable federal, state, and local laws, rules, regulations, codes, ordinances and orders, including but not limited to all laws and regulations applicable to Consultants. TLS and its Consultants have in effect and will maintain in effect all permits, licenses, and other authorizations necessary for the performance of the Services. (d) TLS and its Consultants will observe Customer's policies and practices as the same are disclosed, in writing, to TLS, including without limitation, those policies and practices involving health, safety, the environment, and security, when working at or around any of Customer's facilities. 5. Mutual Indemnification Subject to the limitations set forth in Section 6 below, TLS and Customer (each an "Indemnifying Party") agree to indemnify and hold harmless the other party and its affiliate, parent and subsidiary companies and including the officers, directors, employees, and agents of all such companies, (the "Indemnified Party") from and against any and all actions, losses, damages, claims, liabilities, costs or expenses (including, without limitation, court costs and reasonable legal and professional fees) arising out of or relating to the Agreement and based on any negligent act or omission or intentional misconduct of the Indemnifying Party or a breach of a warranty, obligation, or representation in this Agreement. The Indemnifying Party's obligations hereunder are conditioned upon the Indemnified Party providing the Indemnifying Party with: (i) prompt written notification of the claim; (ii) all reasonable information and assistance, at the Indemnifying Party's expense, to defend or settle such a claim; and (iii) sole control of the defense or settlement of such claim. Notwithstanding clause 5(iii) above, the Indemnified Party reserves the right to retain counsel, at the Indemnified Party's expense, and to participate in the defense and settlement of any such claim. The provisions of this paragraph shall survive the completion or termination of the Agreement. 6. Limitations of Liability Rev 01.24 2 Notwithstanding any other provision hereof: a) neither TLS nor Customer will be liable for consequential, special, indirect, incidental, punitive, or exemplary loss, damage, cost or expense (including, without limitation, lost profits and opportunity costs); and b) TLS and Customer understand and expressly agree that the maximum total liability of each party, its agents, parent, affiliates, and subsidiaries, to the other for any actions, losses, damages, claims, liabilities, costs or expenses in any way arising out of or relating to the Agreement, will not exceed one million dollars ($1,000,000); provided that such limitation shall not apply to any claims related to willfull misconduct, gross negligence and/or fraud. The provisions of this paragraph will survive the completion or termination of the Agreement. 7. Confidentiality TLS and its Consultants will hold confidential any and all information obtained by it that contains confidential, proprietary or private information about Customer. TLS has in place with each Consultant a confidentiality agreement which protects the confidentiality of Customer's information. Customer will hold in a confidential manner any and all information obtained by it that contains confidential, proprietary or private information about TLS or its employees or independent contractors including, but not limited to, bill rates, background information, background screening results, and social security numbers, regardless of whether such private information was obtained through TLS or through Customer's own means. TLS and Customer agree that the most secure method of performing Services for Customer is to access and work with Customer's confidential information exclusively from Customer's own secure information technology environment. TLS and Consultants are responsible for complying with Customer's data security protocols. Should Customer wish to authorize remote access to its systems, Customer will provide TLS with express written authorization to do so and Customer will be responsible for providing all necessary and appropriate security safeguards. Except as may be otherwise provided by Customer's written policies or required by law, the obligations of confidentiality will not apply to information which (i) is or becomes publicly available by means other than a breach hereof (including, without limitation, any information filed with any governmental agency and available to the public); (ii) is known to, or rightfully in the possession of, the recipient at the time of disclosure without breach or violation of any confidentiality agreement; (iii) thereafter becomes known to or comes into the possession of the recipient from a third party that is not under any obligation of confidentiality to the disclosing party and is lawfully in the possession of such information; (iv) is developed by the recipient independently of any disclosures previously made by the disclosing party to the recipient and without use of any of disclosing party's information; or (v) is required to be disclosed by order, or the process, of a court of competent jurisdiction, administrative agency or governmental body, or by subpoena, summons or other legal process, provided that prior to such disclosure by the recipient the disclosing party is given reasonable advance notice of such order or legal process and an opportunity to object to such disclosure. 8. Payment for Services Fees for the Services provided hereunder are based on the billing rates set forth in the applicable Statement of Work. Customer will reimburse TLS for reasonable expenses Rev 01.24 3 incurred by Consultants in connection with the performance of Services. Fees and applicable expenses will be billed bi-weekly, payable thirty (30) days after receipt of undisputed invoice. Should Customer dispute the amount of any fees or expenses, resolution of the disputed amount will not delay payment of the remaining undisputed amount of such invoice. TLS reserves the right to collect interest or other penalty from Customer for promptly submitted invoices or, in the event of a dispute, for the undisputed portion thereof, upon which payment is not received within thirty (30) days of Customer's receipt of such invoice (i.e. Net 30). Specifically, TLS will be entitled to a late charge of the lesser of (i) 1'%% per month or (ii) the highest rate allowable by law, in each case compounded monthly to the extent allowable by law. TLS further reserves the right to withdraw all Consultants provided to Customer and to cease performing Services hereunder if any undisputed portion of an invoice is not promptly paid when due. 9. Taxes on the Purchase of Services Customer will reimburse TLS, pay directly to the appropriate taxing authority, or timely file a valid tax exemption certificate for all sales or use taxes legally imposed upon the transactions arising hereunder. All taxes due by Customer become due when billed by TLS to Customer, or when assessed, levied or billed by the appropriate taxing authority, even though such billing occurs subsequent to expiration of the Agreement. 10. Assignment and Delegation Neither party will assign or delegate the Agreement or any rights, duties or obligations hereunder without the express written consent of the other, which shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, either party may assign this Agreement, without the other party's consent, to its parent company or to any purchaser of all or substantially all of such party's assets, or to any successor by way of merger, consolidation or similar transaction. Subject to the foregoing, the Agreement will inure to the benefit of and be binding upon the successors, legal representatives and permitted assignees of the parties hereto. 11. Insurance TLS is insured under the following polices and in the amounts listed below: Policy Type Limit Commercial General Liability $2,000,000 per claim and $2,000,000 aggregate Employment Practices Liability (EPL1) $1,000,000 per occurrence and $1,000,000 aggregate Comprehensive Automobile Liability $1,000,000 per occurrence Umbrella Liability $5,000,000 in excess of and on a following form basis to the primary liability coverages listed above Rev 01.24 4 Excess Liability $4,000,000 in excess of and on a following form basis to the Umbrella liability coverage listed above Workers' Compensation Meets or exceeds statutory requirements Crime Policy $5,000,000 per claim Cyber Liability (with Technology Errors and Omissions included) $10,000,000 aggregate during this Agreement and three (3) years following termination to respond to privacy, network security liability claims Upon request, a Certificate of Insurance will be provided. 12. Record Retention, Audits and Inspections TLS will make all accounting, operational and business records, which are in TLS's possession or under its control and which are necessary to verify the basis for all charges billed to Customer hereunder, available for Customer's examination upon at least five (5) business days prior written notice, during TLS's regular business hours, during the term of the Agreement and for a period of three (3) years after its completion or termination. 13. Non -Solicitation Both TLS and Customer agree not to directly solicit for employment or offer employment, employ, whether as an employee or independent contractor, or offer other forms of compensation to other Party's employees or contractors for a term of six (6) months following the date of the last invoice with Customer. Should either party violate this provision, it shall pay to the other Party a fee equal to fifty percent (50%) of the first -year compensation or contract value for any employee hired or directly contracted in violation of this clause. 14. Non -Exclusive Rights Nothing in the Agreement will preclude or limit either party from independently acquiring or developing competitive products or services for itself or its customers, or from providing competitive products or services to its customers, so long as such party does not breach the obligations it has assumed hereunder, including the confidentiality obligations, or otherwise violate the rights of the other party. 15. Termination of the Agreement The Agreement may be terminated by either party upon thirty (30) days prior written notice to the other party; provided at any time, however, Section 5 (Mutual Indemnification); Section 6 (Limitations of Liability); Section 7 (Confidentiality); Section 9 (Taxes on the Purchase of Services); Section 12 (Record Retention, Audit and Inspection); and Section 13 (Non - Solicitation) will survive the termination of the Agreement in accordance with the terms of such Sections. 16. Acceptance Rev 01.24 5 By accepting the Services of Consultants hereunder, Customer is deemed to have consented to the material terms set forth herein. 17. Modifications The terms of the Agreement may be modified only by a writing signed by both parties. 18. Notice Any notice required to be given hereunder will be delivered personally or sent by telecopy, overnight courier or first class mail, postage prepaid, to the following address (or to the address listed above if none is provided here): To: Three Link Solutions 409 Majestic Ct. Keller, TX 76248-3942 Attn: Greg Knowlton To: Weld County Colorado 1150 O Street Greeley, Colorado 80631 Attn: Legal Department 19. Waiver No waiver of or failure to enforce any term of the Agreement or a Statement of Work will affect or limit a party's right thereafter to enforce and compel strict compliance with every term thereof. 20. Headings The headings herein are for the purposes of convenience and ready reference only and will not be deemed to expand or limit the particular sections to which they pertain. 21. Severability In the event any part of the Agreement is judged invalid or unenforceable, such invalidity or unenforceability shall not affect the remaining provisions hereof. 22. Entire Agreement The Agreement and Addendum A, the Statement(s) of Work hereto represent the entire understanding between the parties. In the event of any conflict between the terms of the Agreement and any Statement of Work, the terms of the governing Statement of Work will control. 23. Governing Law This Agreement and Services rendered with regard to the Agreement shall be governed by and construed in accordance with the laws of the State of Texas, without regard to any Rev 01.24 6 conflicts of laws principles thereof. Jurisidction and venue for any legal action relating to this Agreement shall be in the appropriate state or federal courts located in Fort Worth, Texas. The parties expressly hereby submit to the jurisdiction of such courts and waive any objection on the basis of inconvenient forum. IN WITNESS WHEREOF, the parties hereto do hereby execute the Agreement as of the Effective Date. Weld County Colorado Signature: Name Perry L. Buck Pro-Tem, Board of Weld Title County Commissioners Date SEP 1 6 2024 Email: pbuck@weld.gov Rev 01.24 Three Link Solutions Signature: Name Greg Knowlton Title Founding Partner Date September 6, 2024 Email: greg.knowlton@threelink.com Addendum A: STATEMENT OF WORK CUSTOMER: Weld County Colorado REQUEST SUMMARY: Workday Financials Consultant D A T E: September 4, 2024 PREFERRED START: September 24, 2024 Customer Contact: Cheryl Pattelli Phone Number: (970) 400-4451 Email Address: cpattelli@weldgov.com This Statement of Work ("SOW") is appended to and governed by the Professional Services Agreement by and between Weld County Colorado ("Weld County" or "Customer") and Knowbrist Corp, doing business as Three Link Solutions ("TLS") dated as of September 4, 2024. This SOW is executed with the intent of establishing a binding agreement between the Parties, which will be effective on the date of execution of this SOW by the last party listed below. In the event of a conflict between the terms of this SOW and the terms of the Professional Services Agreement, the terms of the SOW shall prevail. All capitalized terms not otherwise defined herein shall have the same meaning as in the Professional Services Agreement. NOW THEREFORE, in consideration of the premises and of the covenants set forth herein, TLS and Customer agree as follows: PROJECT DESCRIPTION TLS will provide functional FINS expertise, guidance and support to Weld County's Workday Implementation effort. The project will be delivered as defined in the workstream(s) and will be referred to as "Scope". • Staff Augmentation, Workday Financials (FINS) Consultant 1 Workday Financials Support Scone Provide client -side support for phase 2 of Workday Financials deployment specifically around Grants and A/R Modules Deliverables • Serve as Customer Advisor and interface with internal Weld County teams, Workday, Workday Partner (Cognizant), and third -party 09/24/2024 to 02/27/2026 1 vendors to ensure project success • Provide "hands-on" functional Workday FINS configuration expertise and best practices including Grants and Accounts Receivable • Review and provide feedback and guidance in regard to the detailed documents developed by Weld County including: o Business Requirements / Workbook; o Data conversion strategy; o Testing Strategy; o Archiving Strategy; and o Approach to impacted systems • Lead/assist with Customer testing effort • Facilitate Knowledge Transfer between consultants and Weld County Finance team(s) • Provide information to the Weld County PM on a weekly basis (at a minimum) to report the current status, issues, and upcoming activities. This information will be compiled into the weekly Program Status Report • Assist in all other Workday implementation project and FINS -centric duties as assigned 2 1 RATES, HOURS AND PAYMENT TERMS 2.1 This is a Time and Materials SOW. All amounts are estimates. Estimates are subject to change upon further discovery and as new information is gathered throughout the project lifecycle, and will be reviewed with the designated Customer contact. The Schedule below provides the fees and billing rates agreed to by the Parties, as well as the anticipated project costs. Actual hours will be used for all billing purposes. Workday Financials Consultant Sierra Eeson (Independent Contractor) Project assumes an average of 40 hours per week (or 2,840 total hours) over this seventy-five (75) week engagment $170.00 $482,800.00 ESTIMATED GRAND TOTAL: $482,800.00 2.2 Professional service fees will be billed based on actual hours worked. Hours will be invoiced on a bi- weekly basis, based on payment terms defined in Section 8 of the Professional Services Agreement. 2.3 In consideration of the provision of the Services by TLS and the rights granted to Customer under 2 this SOW, Customer shall pay the fees set out in this SOW. Payment to TLS of such fees and the reimbursement of expenses pursuant to Section 8 shall constitute payment in full for the performance of the Services. 2.4 This SOW does not include any travel and expense cost estimates, and those costs will be additional to the stated estimated consulting fees shown above. If applicable, Customer shall reimburse TLS for all reasonable, pre -approved additional expenses incurred in accordance with the Agreement. 3 1 OTHER ASSUMPTIONS AND NOTES 3.1 Any changes in scope will require a Change Order, which the TLS project manager will complete. The TLS project manager will advise the Customer of the change in scope/estimate and gain written approval from the designated Customer contact prior to proceeding with work. A completed change order form includes a description of the requested change, the impact on the current engagement, and the estimated resources and time to complete the additional work. TLS will submit the completed Change Order Form to the Customer for review and approval. 3.2 TLS corporate office hours are 8:00am to 5:30pm Central Time, Monday through Friday, excluding Federal holidays. 4 1 GENERAL 4.1 The offer set forth in this SOW is valid only through September 30, 2024, and in the event this SOW is not executed by such date, the offer may be rescinded, in which case, all terms are null and void, and neither party shall have any obligation in relation hereto. 4.2 Customer acknowledges and agrees that the avoidance of project delays caused by Customer is material to TLS's ability to provide the Services. The Parties each represent, covenant, and warrant that each has actual authority and power to sign this SOW and to be bound by the terms and conditions hereof. 4.3 Except for the deliverables agreed upon at the beginning of the Workday Financials Phase 2 support engagement, Customer acknowledges that this is a support only effort for TLS. TLS has no explicit or implied warranty with regard to acceptable functionality or timeline considerations. Weld County C rado L Three Link Solutions t3ed Signature: Signature:.J_ 1- '� ` 4 ---- Name: Perry L. Buck Name: Greg Knowlton Pro-Tem, Board of Weld Title: County Commissioners Title: Founding Partner Date: SEP 1 6 2024 Date: September 6, 2024 Email: pbuck@weld.gov Email: greg.knowlton@threelink.com 3 Entity Information Entity Name THREE LINK SOLUTIONS Entity ID" @00049031 Contract Name PROFESSIONAL SERVICES AGREEMENT - FINANCIAL FUNCTIONAL LEAD CONSULTANT CONTRACT Contract Status CTB REVIEW (� New Entity? Contract ID 8710 Contract Lead CPATTELLI Contract Lead Email cpattelli@weld.gov Parent Contract ID Requires Board Approval YES Department Project # Contract Description * FINANCIAL FUNCTIONAL LEAD CONSULTANT CONTRACT FOR WORKDAY ERP PROJECT Contract Description 2 Contract Type * AGREEMENT Amount* $482,800.00 Renewable NO Automatic Renewal Grant IGA Department FINANCE Department Email CM- Finance@weldgov.com Department Head Email CM-Finance- DeptHead@weldgov.com County Attorney GENERAL COUNTY ATTORNEY EMAIL County Attorney Email CM- COUNTYATTORNEY@WEL D.GOV Requested BOCC Agenda Due Date Date* 09/12/2024 09/16/2024 Will a work session with BOCC be required?* NO Does Contract require Purchasing Dept. to be included? If this is a renewal enter previous Contract ID If this is part of a MSA enter MSA Contract ID Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in OnBase Contract Dates Effective Date Termination Notice Period Contact Information Contact Info Review Date * 09/10/2024 Committed Delivery Date Renewal Date Expiration Date* 02/27/2026 Contact Name Contact Type Contact Email Contact Phone 1 Contact Phone 2 Purchasing Purchasing Approver Approval Process Department Head CHERYL PATTELLI DH Approved Date 09/10/2024 Final Approval BOCC Approved BOCC Signed Date BOCC Agenda Date 09/16/2024 Finance Approver CHERYL PATTELLI Purchasing Approved Date Legal Counsel BYRON HOWELL Finance Approved Date Legal Counsel Approved Date 09/10/2024 09/10/2024 Tyler Ref # AG 091624 Originator CPATTELLI Hello