Advanced Distribution Management System (ADMS) Program Management and Organizational Change Management

CITY OF TACOMA / TACOMA PUBLIC UTILITIES / TRANSMISSION & DISTRIBUTION REQUEST FOR PROPOSAL ADVANCED DISTRIBUTION MANAGEMENT SYSTEM (ADMS) PROGRAM MANAGEMENT AND ORGANIZATIONAL CHANGE MANAGEMENT SPECIFICATION NO. PI23-0149F City of Tacoma TACOMA PUBLIC UTILITIES / TRANSMISSION & DISTRIBUTION REQUEST FOR PROPOSALS PI23-0149F ADVANCED DISTRIBUTION MANAGEMENT SYSTEM (ADMS) PROGRAM MANAGEMENT AND ORGANIZATIONAL CHANGE MANAGEMENT Submittal Deadline: 11:00 a.m., Pacific Time, Tuesday, April 23, 2024 Submittals must be received by the City’s Procurement and Payables Division prior to 11:00 a.m. Pacific Time. For electronic submittals, the City of Tacoma will designate the time of receipt recorded by our email, sendbid@cityoftacoma.org, as the official time of receipt. This clock will be used as the official time of receipt of all parts of electronic bid submittals. For in person submittals, the City of Tacoma will designate the

time of receipt recorded by the timestamp located at the lobby security desk, as the official time of receipt. Late submittals will be returned unopened and rejected as non-responsive. Submittal Delivery: Sealed submittals will be received as follows: By Email: sendbid@cityoftacoma.org Maximum file size: 35 MB. Multiple emails may be sent for each submittal Bid Opening: Submittals must be received by the City’s Procurement and Payables Division prior to 11:00 a.m. Pacific Time. Sealed submittals in response to a RFB will be opened Tuesday’s at 11:15 a.m. by a purchasing representative and read aloud during a public bid opening held at the Tacoma Public Utilities Administrative Building North, 3628 S. 35th Street, Tacoma, WA 98409, conference room M-1, located on the main floor. They will also be held virtually Tuesday’s at 11:15 a.m. Attend via this link or call 1 (253) 215 8782. Submittals in response to an RFP, RFQ or RFI will be recorded as received. As soon as possible, after 1:00 PM, on the day of submittal deadline, preliminary results will be posted to www.TacomaPurchasing.org. Solicitation Documents: An electronic copy of the complete solicitation documents may be viewed and obtained by accessing the City of Tacoma Purchasing website at www.TacomaPurchasing.org. • Register for the Bid Holders List to receive notices of addenda, questions and answers and related updates. • Click here to see a list of vendors registered for this solicitation. Pre-Proposal Meeting: A pre-proposal meeting will not be held. Project Scope: This RFP has two related scopes that can be bid on together or separately. 1- A Program Manager to assist in managing Tacoma Power’s Advanced Distribution Management System (ADMS program) and associated workstreams 2- A vendor to provide Organizational Change Management (OCM) services to Tacoma related to the ADMS program. Estimate: N/A Paid Sick Leave: The City of Tacoma requires all employers to provide paid sick leave in accordance with State of Washington law. Americans with Disabilities Act (ADA Information: The City of Tacoma, in accordance with Section 504 of the Rehabilitation Act (Section 504) and the Americans with Disabilities Act (ADA), commits to nondiscrimination on the basis of disability, in all of its programs and activities. Specification materials can be made available in an alternate format by emailing the contact listed below in the Additional Information section. PI23-0149F 2 mailto:sendbid@cityoftacoma.org mailto:sendbid@cityoftacoma.org https://us06web.zoom.us/j/88402680573?pwd=eThSaXZxNER0TWRhUGx6U0F2cURMZz09 https://www.cityoftacoma.org/cms/One.aspx?portalId=169&pageId=22848 http://www.tacomapurchasing.org/ http://www.ci.tacoma.wa.us/45bidsapps/PlanholderRegister.aspx http://www.ci.tacoma.wa.us/45bidsapps/PlanholderList.aspx Title VI Information: “The City of Tacoma” in accordance with provisions of Title VI of the Civil Rights Act of 1964, (78 Stat. 252, 42 U.S.C. sections 2000d to 2000d-4) and the Regulations, hereby notifies all bidders that it will affirmatively ensure that in any contract entered into pursuant to this advertisement, disadvantaged business enterprises will be afforded full and fair opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, national origin in consideration of award. Additional Information: Requests for information regarding the specifications may be obtained by contacting Tina Eide by email to teide@cityoftacoma.org. Protest Policy: City of Tacoma protest policy, located at www.tacomapurchasing.org, specifies procedures for protests submitted prior to and after submittal deadline. Meeting sites are accessible to persons with disabilities. Reasonable accommodations for persons with disabilities can be arranged with 48 hours advance notice by calling 253-502-8468. PI23-0149F 3 mailto:teide@cityoftacoma.org http://cms.cityoftacoma.org/Purchasing/CandA/ProtestPolicy052711.pdf http://www.tacomapurchasing.org/ Table of Contents SUBMITTAL CHECK LIST ............................................................................................................ 5 1. BACKGROUND ..................................................................................................................... 6 2. MINIMUM REQUIREMENTS ................................................................................................. 8 3. SCOPE OF SERVICES AND DELIVERABLES .................................................................. 10 4. CONTRACT TERM .............................................................................................................. 18 5. CALENDAR OF EVENTS .................................................................................................... 18 6. INQUIRIES .......................................................................................................................... 18 7. PRE-PROPOSAL MEETING ............................................................................................... 19 8. DISCLAIMER ....................................................................................................................... 19 9. EVALUATION CRITERIA .................................................................................................... 19 10. CONTENT TO BE SUBMITTED – This section represents 100% of the possible scoring criteria. ........................................................................................................................................ 20 11. INTERVIEWS / ORAL PRESENTATIONS ....................................................................... 22 12. RESPONSIVENESS ........................................................................................................ 23 13. ACCEPTANCE / REJECTION OF SUBMITTALS ............................................................ 23 14. CONTRACT OBLIGATION .............................................................................................. 23 15. STANDARD TERMS AND CONDITIONS ........................................................................ 24 16. INSURANCE REQUIREMENTS ...................................................................................... 24 17. PAID LEAVE .................................................................................................................... 24 18. PARTNERSHIPS ............................................................................................................. 24 19. COMMITMENT OF FIRM KEY PERSONNEL ................................................................. 24 20. AWARD ............................................................................................................................ 24 21. ENVIRONMENTALLY PREFERABLE PROCUREMENT ................................................ 25 22. PROPRIETARY OR CONFIDENTIAL INFORMATION .................................................... 25 23. ADDENDUMS .................................................................................................................. 25 24. LEAP REQUIREMENTS .................................................................................................. 25 25. EQUITY IN CONTRACTING ............................................................................................ 26 APPENDIX A .............................................................................................................................. 27 APPENDIX B .............................................................................................................................. 30 APPENDIX C .............................................................................................................................. 63 APPENDIX D .............................................................................................................................. 64 PI23-0149F 4 SUBMITTAL CHECK LIST This checklist identifies items to be included with your submittal. Any submittal received without these required items may be deemed non-responsive and not be considered for award. Submittals must be received by the City of Tacoma Purchasing Division by the date and time specified in the Request for Proposal page. The following items make up your submittal package: One electronic copy emailed to sendbid@cityoftacoma.org of your complete submittal package Signature Page (Appendix A) Price Proposal Form (Appendix A) Information in Section 10 After award, the following documents will be executed: Services Contract Certificate of Insurance and related endorsements PI23-0149F 5 1. BACKGROUND About Tacoma Public Utilities (TPU) and Tacoma Power Tacoma Public Utilities, as a department of the City of Tacoma, provides key utility services to Tacoma and the surrounding area. In addition to Water, Environmental Services and Rail utility services, TPU also provides electric and power services. Tacoma Power, a division of 810 TPU employees, is a medium sized electric utility that owns and operates generation, transmission, and distribution networks providing electricity to approximately 180,000 customers across 180 square miles of service territory. Tacoma Power is comprised of six sections: • Power Management • Rates, Planning, and Analysis • Generation • Utility Technology Services • Shared Services • Transmission and Distribution This project will fall under the supervision of Utility Technology Services for implementation to initially target Transmission and Distribution (T&D). To learn more about the City of Tacoma, visit www.cityoftacoma.org. To learn more about Tacoma Public Utilities, visit www.mytpu.org. Advanced Distribution Management System (ADMS) Program engagement overview The scope of this engagement corresponds to a Tacoma Power program that is replacing the Outage Management System (OMS) with an Advanced Distribution Management System (ADMS). This includes implementing a simulation environment (Phase 0) and replacement of the current OMS (Phase 1). The time-period expected for this program is Quarter 1, 2024 to Quarter 2, 2026 (approximately 30 months). There will also be Program Management and OCM tasks for associated workstreams with a “Historian” implementation, an Operations, Reporting, Control and Analysis System (ORCAS) implementation and an Energy Management System (EMS) refresh initiative. See the following timeline chart for context. • The Historian implementation will aim to replace our existing Chronus Historian tool with a best of breed standalone solution. • The ORCAS project will implement a best of breed standalone solution for Logging, Switching and System Operations Workflow. • The EMS refresh will include a system hardware upgrade and solution version upgrade. PI23-0149F 6 http://www.cityoftacoma.org/ http://www.mytpu.org/ The City may extend the contract to include Phase 2 and Phase 3 after a potential schedule gap between Phase 1 and Phase 2. The expected schedule gap might be 6 to 24 months and will be determined at a future date. • Scope and work for Phase 2 and Phase 3 will be determined at a future time. • This request for proposal does not require the vendor to estimate work for Phase 2 or Phase 3. If responses are provided for Phases 2 and 3, please be clear to identify the associated phase This program is envisioned to accomplish the following: Program Management: Provide a full-time (40-hour work week) Program Manager for the ADMS program and associated workstreams • TPU requires a single resource for this role. • Ideally, the program manager will commit to this role at least through Phase 1 (estimated go-live, Q1 2026). If transition of the role is required, TPU will participate in the selection of the replacement. • This person will act as Program Manager for all workstreams of the ADMS program, the Historian workstream, the ORCAS workstream and EMS Refresh workstream, including accountability for success of each phase. • The program manager will champion and advocate for the successful outcomes of the program and workstreams on behalf of TPU, providing unbiased perspectives and recommendations in the best interests of TPU. • This person will be self-driven and able to work with limited supervision, but also know when to engage TPU and vendors. • This person is expected to exercise financial discipline and accountability across the program and workstreams. • This person will align with TPU internal program and project processes. • This person will jointly lead ongoing planning sessions across the ADMS program and non-ADMS program but impacting projects. PI23-0149F 7 Organizational Change Management: Provide OCM services, including (but not limited to): • OCM Project Management, Administration and Coordination • Communication Plan and related Communication Deliverables • Training Course Development and Training Management and Delivery • Business Process Mapping (As-Is and To-Be) Down to Level 4/Desk Procedures • Building UAT Test Scripts 2. MINIMUM REQUIREMENTS Tacoma Power is seeking either a single or separately qualified vendors under one or two contracts with the following scopes of service. For each scope of service, the following are minimum qualifications. Vendors that are responding with a proposal for both of the scopes of service (Program Manager and OCM services) please submit your response with price proposal totals separating the cost for each service. Program Management The ADMS program manager will lead the implementation of the ADMS platform and associated workstreams for our utility. The program manager will be the driving force responsible for on- time/on-budget delivery of this key program. This critical role requires previous experience managing complex IT/OT system implementation projects from start to finish, as well as expertise in utility operations and a strong preference to candidates with ADMS implementation experience. Strong leadership is essential. At a minimum, the successful candidate will have: • 7-10 years of experience in delivering major IT/OT system implementation projects within utilities • Experience providing program management for a program of projects in the Power industry. • Experience implementing and providing project management for one or more implementations of a Power operational technology or technologies. • Examples of leadership experience over Power related organizations. Experience with System Operations leadership is preferable. • In-depth knowledge of electric utility operations, domain expertise in ADMS and deep knowledge of distribution management systems • Proven ability to motivate, lead and rally diverse cross-functional teams toward common goals, milestones and implementation timelines PI23-0149F 8 • Excellent program/project planning and organizational skills to coordinate multiple parallel workstreams • Excellent communication and presentation abilities to share information to utility leadership, program/project steering committees and stakeholders • Strong relationship-building skills to connect with leaders across the organization • Ability to facilitate and make difficult decisions with confidence during complex programs • Technical skills to manage and hold vendors accountable to contractual obligations Please refer to the ADMS Program RACI for additional details and expectations related to the Program Manager role. Organizational Change Management Proposing firms should have a staff with a combined minimum of ten (10) years of consulting experience in one or more appropriate areas, including Organization Effectiveness, Organization Development, Business Process Development and Organizational Change Management (OCM). Proposing firms are expected to work collaboratively with the ADMS program and project teams, as well as selected staff and management within the Tacoma Power Transmission and Distribution department - providing OCM strategic guidance and resources throughout the duration of the ADMS project Phase 0 and Phase 1. Those proposing firms having experience in consulting services for federal, state, county, or municipal government are preferred. Lead Consultant/OCM Resource should also have: • A minimum of five (5) years’ experience delivering Organizational Change Management services to mid-to-large companies. • Exceptional business communication skills in order to effectively relate information (e.g. findings and recommendations) with executive leaders. • While not a requirement, preference will be given to proposing firms listing a lead consultant/partner who serviced as a lead consultant in a similar or more complex engagement with at last one government agency within the past three years. OCM resources that will be a part of this project: • Must have NERC Certified System Operators familiar with Distribution Operations. • NERC certification may be current or expired. • OCM resources need to understand the dispatcher workflow when building the business process, testing collateral and training materials. PI23-0149F 9 3. SCOPE OF SERVICES AND DELIVERABLES The City will select a Program Manager and Organizational Change Management vendor based upon qualifications and abilities of the firm and key program/project individuals. The contract will be a fixed-bid contract that will incorporate either the Program Management or Organizational Change Management elements (or both) as detailed in this section. Services Matrix for Program Management and OCM Deliverables Program Workstreams Simulator (Phase 0) Outage Management System (Phase 1) ORCAS Logging and Switching (Phase 1) EMS Refresh Historian DSCADA (Phase 2) Distribution Management Tools (Phase 3) All Program Management Scope and Deliverables        OCM Deliverables Admin and Coordination        Communication Plan and Deliverables        Training Course Development, Management and Delivery      Business Process      Documentation      Test Scripts      Stakeholder Network (Optional)      Table Legend  Required deliverable Not applicable scope for identified project workstream 3.1 Program Manager Following are key activities and deliverables the program manager is expected to provide. See the ADMS RACI in the Appendix for additional information on related activities and role expectations. Program manager key activities and deliverables include: PI23-0149F 10 • Strategic/program planning and alignment o Partner with TPU leadership, strategy and operations to fully understand ADMS vision, objectives and priorities o Remain in close contact with TPU leadership and strategy teams for awareness and alignment of ADMS roadmap and the larger strategic Grid Modernization planning considerations o Ensure comprehensive program schedule and project plans for all workstreams to achieve business goals and outcomes • General administration o Documentation. Ensure that all aspects of the program, including processes, configurations, user procedures, etc. are well-documented for future reference and needs o Program reporting. Working with the PMO, establish key performance indicators and monitoring mechanisms to assess ongoing performance and effectiveness of the program o Continuous Improvement. Facilitate ongoing continuous improvement by gathering feedback from stakeholders and program/project teams to improve program and workstream performance. • Stakeholder management o Work with OCM program resources to identify all organizational groups impacted by ADMS implementation, determine engagement strategies and ensure development/execution of engagement plans o Lead regular engagements with executives, program and project steering teams, operation teams, technology staff and user groups • Vendor Selection, Contracting and Management o Oversee procurement processes, ensuring alignment with organizational procedures and policies o Lead the selection and contracting processes, facilitating and working closely with TPU business departments on establishing vendor agreements o Manage relationships with vendors, ensuring delivery meetings specifications and contractual agreements • Program Governance o Partner with the PMO to establish program and project organization structures with roles/responsibilities that span core project team, vendors, committees o Work closely with TPU leadership to develop escalation and decision frameworks for key program decisions and risks/issues • Scope and Requirements Management o Ensure workstreams are effectively capturing detailed process flows, related use cases, functional and technical specifications that align with business goals and operational needs o Ensure scope aligns with priorities, budget and expected outcomes • Risk Management o Develop a program risk, issue and escalation framework PI23-0149F 11 o Work with TPU program advisory team to develop and identify key activities and expectations for the Risk Manager program role o Identify, select and onboard program Risk Manager o Proactively work closely and frequently with Risk Manager and workstream project managers to ensure forward-looking risk and issue management • Budgeting and Resourcing o Create an overall program budget which is aligned to project workstream budgets and aligned to scope of work, cost of services/software. o Ensure management, accountability and reporting on program and project workstream actuals, planned expenditures and best-known forecasting o Ensuring workstreams are identifying resources effectively and engaging with resource managers to communicate and update resource demand requests and updates • Change Management o Accountable to ensure Organizational Change Management team/vendor has developed and effectively executes change management strategies to help stakeholders adapt to the new systems, to include business process design, training programs and communication plans • Quality Assurance o Implement quality assurance processes to ensure the ADMS workstreams and respective solutions meets established standards and specifications o Accountable to ensure comprehensive testing planning, procedures to validate the functionality, performance, and reliability of the program outcomes before deployment. • Team Leadership and Communication o Lead and motivate team members across the program and workstreams o Conduct regular program and team meetings, ensuring transparent communications • Go-Live Readiness and Support o Ensure workstream project managers have effectively prepared for go-live and cutovers including data readiness, production validation and operational support and procedures 3.2 Organizational Change Management 3.2.1 OCM Project Management, Administration and Coordination The OCM vendor shall ensure that they are tracking and scheduling all their work. The OCM vendor will be expected to self-manage as much as possible while driving completion of their goals. Activities include, but are not limited to: • Attending and presenting progress of OCM initiatives during Steering Committee monthly meetings • Scheduling meetings with stakeholders including other vendors as needed PI23-0149F 12 • Using a City of Tacoma account to access VPN, Microsoft SharePoint and Microsoft Teams locations • Communicating with project team via Email, MS Teams chats, as well as on-site when needed • Attending product demos and weekly project team meetings to provide input or collaborate with project team on deliverables • Organizing and providing documentation in a logical location within Tacoma Power’s SharePoint as determined by the project team Deliverables include, but are not limited to: • Maintaining a risk log and report at minimum, monthly to the ADMS project management team and TPU program risk manager • Providing a weekly report that provides progress on the previous week’s activities and deliverable status, including any expected deliverables not met, and the upcoming week’s expected activities and deliverables • Providing a monthly invoice that includes a timesheet report that identifies resources, activities and time spent on those activities 3.2.2 Communication Plan and related Communication Deliverables The OCM vendor will own developing and implementing communication related deliverables. Deliverables include, but are not limited to: • Communication Plan • Provide an ADMS Stakeholder Analysis and Communication Plan to the ADMS Program Management and the project workstream managers. • The Communication Plan should address, at a minimum:  The key messages appropriate for the stakeholders identified in the Stakeholder Analysis  Recommended content channels  Proposed schedule of each content type • Create Program Branding • Develop branding to ensure the stakeholders understand what official messaging is from the project team. (Minimum expected is a PowerPoint template and Newsletter template) • Outreach Communication • The OCM vendor will be responsible for ensuring we have the proper amount of outreach to each of the program and project stakeholders and leadership • ADMS Newsletter and other internal newsletters • The OCM vendor will facilitate the discussion of planned topics for each newsletter using scheduled meetings with project team and ADMS vendor(s). • The OCM vendor will get content from the program, project teams, software vendors, and system integrator to provide written updates on the progress of the program and project workstreams. In general, the newsletter should PI23-0149F 13 highlight or spotlight different aspects of the product, program and project events and activities, accomplishments, what is next or coming, team member or user spotlights, and/or other helpful topics. • The OCM vendor will create an ADMS Newsletter from content received. • The OCM vendor will distribute an ADMS Newsletter to the entire stakeholder audience at an appropriate cadence, determined by vendor and TPU program and project workstreams. On occasion, the OCM vendor will provide content to be distributed to other current newsletters (e.g., “T&D Between the Lines” or “Power Up Newsletter”). • Hypercare Updates • During Hypercare, which is the period immediately after go-live, the OCM vendor will provide daily updates. For the first two weeks after each release to end-users, the OCM vendor will gather feedback on the customer experience, identify key issues to the program and project teams, point to available resources and remind people of how to get support or training. • End User Engagements - Town Hall / T&D Round Table Meetings /Safety Meeting • Provide periodic updates at different meeting venues to keep the larger T&D organization apprised of the progress of the program and project workstreams. • Explain the benefits of the work and when they might need to participate in the next training. These meetings will give a high-level update on the project and the scheduled releases. • ADMS Program and Project Steering Committee Meetings • The monthly program and project workstream steering committees will be run by the program and project teams, with the OCM vendor providing an update to the respective steering committee during the meeting. • Leadership Communications • Create short videos with leadership and sponsors or use other appropriate opportunities to advocate for the program and the project teams. 3.2.3 Training Course Development and Training Management and Delivery The OCM vendor will coordinate the delivery of training and training materials to end users. Deliverables include, but are not limited to: • Training Materials • The OCM vendor will be responsible for consulting with System Operations and getting content from the ADMS software vendor and System Integrator and preparing the training course material. • Supported by TPU’s Transmission and Distribution (T&D) department, the OCM vendor will be responsible to place training content into T&D’s department training tool and repository for dispatcher training. • Training Strategy • The OCM vendor will provide a training strategy for each stakeholder group including scope of content, training format, appropriate members and PI23-0149F 14 coordination of schedule and location. Stakeholder groups include, but are not limited to:  Power Management  T&D System Planning  T&D Construction & Maintenance  Utility Technology Services (UTS) Business Integration and Digital Solutions (BIDS)  UTS Cybersecurity and Resiliency  UTS Operational Information Systems  System Operations (note, System Operations has a Training Coordinator that OCM vendor will work closely with for this team) • Attend Project Team Training • The software vendor(s) is responsible for providing the initial project team training. This training should provide enough guidance to the team on how the basic systems work. • The OCM vendor will participate in these sessions and collect the training information to incorporate into other training collateral. • Attend Functional Testing Training • The software vendor(s) and/or system integrators are responsible for providing training for each part of the system to each team member who will be functionally testing each system. This training should provide enough guidance for team members to perform functional testing. • The OCM vendor will participate in these sessions and collect the training information to incorporate into other training collateral. • Provide User Acceptance Testing Training • The OCM vendor shall provide training to the team members and Super Users who will be performing User Acceptance Testing. • Provide End User and Train the Trainer Training • The OCM vendor shall provide end user training to end users. • The OCM vendor will provide super user training to the System Operations Training Coordinator. • The OCM vendor will provide oversight to TPU led ‘On the Desk’ training. 3.2.4 Business Process The OCM vendor will create and provide Tacoma Power with Business Process documentation related to multiple systems incorporated by this project. This work is planned to occur early in the project as this information will impact future development and OCM goals. Deliverables include, but are not limited to: • Inventory of impacted existing Business Processes This involves performing an assessment and creating an inventory of all the Distribution Operators business processes related to: • Outage Management System (OMS) PI23-0149F 15 • Advanced Meter (AMI) • Existing SCADA support and work processes • Trouble crew call-outs • Direction of Substation Operators • Supporting customers with Advanced Meters • Switching coordination with the Transmission desk • Note: We have attempted to identify the scope of the necessary operations that will need process design, but we expect that there will be at least a few areas that we have not identified that will need this work. We anticipate approximately twenty existing Business Processes. • Documenting Existing As-Is Business Process(es) Based on the inventory above, develop: • Level 3 business process documentation that shows the roles, inputs, outputs and steps required to complete a specific process within an operational area • Level 4 Workflow diagrams that include Actors (System Operators, Engineers, Line Crew, etc.) and what systems (email, paper, EMS, OMS, Work Force Management, SAP, Sensus Advanced Meter, etc.) that are acting on. The workflow should clearly identify all process steps, decision points, feedback loops and who is taking each action. • These workflows should include a process summary, reference table, glossary of terms for Acronyms and their Definition, Revision History, Requirements, and a list of pain points (opportunities for improvement) related to the current process. There are numerous references that describe business process and commonly provide definition of what is typical for Levels 1 through 4. The following link from the Project Management Institute provides details aligned with TPUs understanding and expectations within each Level – “Global process unifying and standardization methodology.” • Documenting To-Be Business Process(es) The OCM vendor will collect details from Tacoma Power, the System Integrators, and the ADMS software provider and use them to document the business processes with the solutions in place. Many of the To-Be Business Process documents will be adapted from current Use Case documents developed internally which should provide the why and the what. Delivery from the OCM vendor includes: • Level 3 business process documentation that shows the roles, triggers, inputs, outputs and steps required to complete a specific process within an operational area • Level 4 Workflow diagrams that include Actors (System Operators, Engineers, Line Crew, etc.) and what systems (email, paper, EMS, OMS, PI23-0149F 16 https://www.pmi.org/learning/library/enterprise-wide-approach-process-models-6894#:%7E:text=Process%20framework%20is%20typically%20built%20in%20top-down%20mode%E2%80%94defining,as%20L0%20(Level%20Zero)%20to%20L4%20(Level%20Four). https://www.pmi.org/learning/library/enterprise-wide-approach-process-models-6894#:%7E:text=Process%20framework%20is%20typically%20built%20in%20top-down%20mode%E2%80%94defining,as%20L0%20(Level%20Zero)%20to%20L4%20(Level%20Four). Switching and Logging, Work Force Management, SAP, Sensus Advanced Meter, etc.) that are being acting upon. The workflow should clearly identify all process steps, decision points, feedback loops and who is taking each action. • These workflows should include a process summary, reference table, glossary of terms for Acronyms and their Definition, Revision History, Requirements, and a list of pain points (opportunities for improvement) related to the future to-be process. • We estimate approximately twenty of these processes. 3.2.5 UAT Test Scripts The OCM vendor will create and provide Tacoma Power with detailed Test Scripts for User Acceptance Testing using detailed requirements and the To-Be business process documentation delivered above. The OCM vendor will provide scripts that can be used by internal business-team testers and the Test Manager to validate that the system provides the functionality expected by the business processes. The document type and format in which the test scripts will be delivered in will be determined together with the OCM vendor and the TPU program team. The OCM vendor will consult with the various Solutions Integrators, the as well as the Business Owners to get any additional data needed for adequate test scripts. Deliverables include (specifics may be subject to adjustment), but are not limited to: • A test script created for each process, identified by a unique identifier • Each script will include the following: • Script ID • Description of Test Case • Prerequisites and Setup Condition • Traceability to requirements • Test case priority • Each step needed to complete the task with details appropriate to recreate that step • Expected results • Exceptions 3.2.6 OPTIONAL Stakeholder Network Tacoma Power would like to consider an optional item of the development and implementation of a stakeholder network. This stakeholder network would utilize employee’s technical know- how and existing relationships to build a social support network for the project. This would include, but is not limited to scheduling, communicating, facilitating, and training these stakeholders to amplify, advocate, and evangelize the project benefits to the Tacoma Power community. How this is structured and implemented can be determined together with the OCM vendor and project team. PI23-0149F 17 Please provide an estimate on how you may want to implement this effort and include the time and cost estimates as a separate value in your response. 4. CONTRACT TERM The contract will be for a three-year period with the option to renew the contract one additional two-year term. The City reserves the right to cancel the contract for any reason, by written notice, as stipulated in the contract. 5. CALENDAR OF EVENTS This is a tentative schedule only and may be altered at the sole discretion of the City. Contract may be issued after Public Utility Board approval. The anticipated schedule of events concerning this RFP is as follows: Publish and issue RFP: 3/13/2024 Pre-Submittal Questions: 3/25/2024 Response to Questions: 4/9/2024 Submittal Due Date: 4/23/2024 Submittal Evaluated: 5/6/2024 Interviews/presentations, on or about: 5/8/2024 Award Recommendation: 5/22/2024 Public Utility Board/City Council Approval: October 2024 6. INQUIRIES Questions should be submitted to Tina Eide via email to teide@cityoftacoma.org. Subject line to read: PI23-0149F – ADMS Program Management and Organizational Change Management – VENDOR NAME 6.1 Questions are due by 3 pm on the date included in the Calendar of Events section. Questions marked confidential will not be answered or included. The City reserves the discretion to group similar questions to provide a single answer or not to respond when the requested information is confidential. The answers are not typically considered an addendum. The City will not be responsible for unsuccessful submittal of questions. PI23-0149F 18 Written answers to questions will be posted alongside the specifications at www.tacomapurchasing.org 7. PRE-PROPOSAL MEETING No pre-proposal meeting will be held; however, questions and request for clarifications of the specifications may be submitted as stated in the inquiries section. 8. DISCLAIMER The City is not liable for any costs incurred by the Respondent for the preparation of materials or a submittal submitted in response to this RFP, for conducting any presentations to the City, or any other activities related to responding to this RFP, or to any subsequent requirements of the contract negotiation process. 9. EVALUATION CRITERIA As the Program Manager role will have a different type of responsibility than the overall OCM functions, Tacoma Power will evaluate submissions for Program Manager services differently than OCM services. If a vendor is submitting a response that includes both Program Manager and OCM services, Tacoma will be evaluating each part of the proposal independently using the criteria weights below. A Selection Advisory Committee (SAC) will review and evaluate submittals. The relative weight of each scoring criteria is indicated in the tables below. The following table is for the Program Manager scope only. Criteria Points Qualifications / Experience of Firm 10 Qualifications of Personnel 45 Approach/Methods used to Provide Services 20 Fees and Charges / Method of Billing / Hourly Rates 15 Sustainability 5 Equity in Contracting 5 Total 100 The following table is for the Organizational Change Management scope only. Criteria Points Qualifications / Experience of Firm 15 Qualifications of Personnel 25 Approach/Methods used to Provide Services 35 Fees and Charges / Method of Billing / Hourly Rates 15 Sustainability 5 Equity in Contracting 5 Total 100 PI23-0149F 19 http://www.tacomapurchasing.org/ After each evaluation, the SAC may conduct interviews of the most qualified Respondents before final selection. The SAC may select one or more respondent to provide the services required. The SAC may use references to clarify information in the submittals and interviews, if conducted, which may affect the rating. The City reserves the right to contact references other than those included in the submittal. A significant deficiency in any one criteria is grounds for rejection of the submittal as a whole. 10. CONTENT TO BE SUBMITTED – This section represents 100% of the possible scoring criteria. Proposals should formatted as 8 1⁄2” x 11”. A “page” is defined as one single-side of a document that has written text or graphics. The font should be Times New Roman or Arial with font size no smaller than 11 and the margins shall be 0.75” or greater. Submittals should be limited to a maximum of 10 pages, double-sided, or 20 pages total, excluding any required forms or resumes. All pages that exceed the specified page limit will not be part of the evaluation. Information that is confidential must be clearly marked and provide an index identifying the affected page number(s) and locations(s) of such identified materials. See Section 1 of the Standard Terms and Conditions – Solicitation 1.06 for Public Disclosure : Proprietary or Confidential Information. Respondents are to provide complete and detailed responses to all items. Submittals that are incomplete or conditioned in any way that contain alternatives or items not called for in this RFP, or not in conformity with law, may be rejected as being non-responsive. Submittals should present information in a straightforward and concise manner, while ensuring complete and detailed descriptions of the respondent’s/team’s abilities to meet the requirement of this RFP. Emphasis will be on completeness of content. The City reserves the right to request clarification of any aspect of a firm’s submittal, or request additional information that might be required to properly evaluate the submittal. A firm’s failure to respond to such a request may result in rejection of the firm’s submittal. Firms are required to provide responses to any request clarification within two (2) business days. Requests for clarification or additional information shall be made at the sole discretion of the City. The City’s retention of this right shall no way diminish a Proposer’s responsibility to submit a submittal that is current, clear, complete and accurate. 10.1 Qualifications/Experience of Firm Describe your company’s ability to provide the service. The Respondent must demonstrate the ability, once selected, to: PI23-0149F 20 a. Understand the needs required for organizational change related to the ADMS modernization program of Tacoma Power b. Identify key process steps to successfully implement the new ADMS platform, from organizational assessment through post-implementation support. c. Ability to demonstrate skills to assess and develop business process as-is and to-be documentation. d. Ability to develop communication and training materials to aid the transition. e. Identify areas of risk and recommended mitigation in the organizational change process. 10.2 Qualifications of Personnel List key personnel responsible for a successful engagement. The personnel listed must be committed to this project for the expected term of the agreement. Include a brief bio or resume outlining the experience of the key personnel that will be involved. Biographies and resume materials will be included in the page limitation. 10.3 Approach/Methods used to Provide Services Recommendations regarding scope of work and deliverables - Respondent shall include a clear, concise and well-organized narrative describing their understanding of the requested scope of services, and the recommended approach to providing this service and the expected deliverables. This includes providing the estimate for the optional Stakeholder Network referenced above. 10.4 Fees and Charges / Method of Billing / Hourly Rates Provide a cost of proposal including breakdown of fee structure, hourly rates, deliverables, etc. See Appendix A for a suggested price proposal form. 10.5 Sustainability Provide information on your company’s commitment to the environment. Include your sustainability statement and current practices. For more information, see our Respondents Guide. A. Does the Respondent have an organizational sustainability plan and/or policy? [ ] Yes [ ] No Provide additional information if checked "Yes," including whether it is made publicly available (provide link) and how it is communicated to employees. B. Does the Respondent have: • Greenhouse gas emission reduction targets? [ ] Yes [ ] No • Energy and water conservation targets? [ ] Yes [ ] No • Waste reduction targets? [ ] Yes [ ] No • Toxics use reduction targets? [ ] Yes [ ] No PI23-0149F 21 https://cityoftacoma.org/UserFiles/Servers/Server_6/file/cms/sustainability/Respondent%20Guide%20-KL%20June%2013,%202022.pdf https://cityoftacoma.org/UserFiles/Servers/Server_6/file/cms/sustainability/Respondent%20Guide%20-KL%20June%2013,%202022.pdf • Pollution reduction targets? [ ] Yes [ ] No • Measure progress regularly and publicly? [ ] Yes [ ] No C. How will the Respondent, through service delivery and/or their own operations during the contract period: • Minimize greenhouse gas emissions? • Minimize polluted stormwater runoff in Tacoma? • Minimize waste generation? • Minimize toxic use and/or generation? • Minimize air pollution in Tacoma? • Minimize resource extraction? D. Demonstrate industry leadership across these areas? Is the Respondent an EnviroStars recognized business? Provide any relevant certifications and/or verified results. 10.6 Equity in Contracting Is your firm, or the firm you are partnering with, certified with Washington State for any of the below categories (select all that apply)? Selecting any item below will award all points for this category. ☐ Combination Business Enterprise (CBE) ☐ Disadvantaged Business Enterprise (DBE) ☐ Minority Business Enterprise (MBE) ☐ Minority/Women Business Enterprise (MWBE) ☐ Small Business Enterprise (SBE) ☐ Socially and Economically Disadvantaged Business Enterprise (SEDBE) ☐ Women Business Enterprise (WBE) 11. INTERVIEWS / ORAL PRESENTATIONS An invitation to interview may be extended to Respondents based on SAC review of the written submittals. The SAC reserves the right to adjust scoring based on additional information and/or clarifications provided during interviews. The SAC may determine additional scoring criteria for the interviews following evaluation of written submittals. The City reserves all rights to begin contract negotiations without conducting interviews. PI23-0149F 22 Respondents must be available to interview within five business days’ notice. If interviews are conducted, the SAC will schedule the interviews with the contact person provided in the SOQs. Additional interview information will be provided at the time of invitation. At this time, it is anticipated that the main objective of the interview will be for the SAC to meet the project manager and key personnel that will have direct involvement with the project and hear about their relevant experience and expertise. The City does not intend to meet with firm officials unless they are to be directly involved with the project. Following interviews, submittals will be rescored using the same criteria as in Section 9 above. 12. RESPONSIVENESS Respondents agree their submittal is valid until a contract(s) has been executed. All submittals will be reviewed by the City to determine compliance with the requirements and instructions specified in this RFP. The Respondent is specifically notified that failure to comply with any part of this RFP may result in rejection of the submittal as non-responsive. The City reserves the right, in its sole discretion, to waive irregularities deemed immaterial. The final selection, if any, will be that submittal which, after review of submissions and potential interviews, in the sole judgement of the City, best meets the requirements set forth in this RFP. 13. ACCEPTANCE / REJECTION OF SUBMITTALS Respondents are advised that the City reserves the right to cancel award of this Contract at any time before execution of the Contract by both parties if cancellation is deemed to be in the City’s best interest. In submitting a Submittal, Respondents agree that the City is not liable for any costs or damages for the cancellation of an award. The City reserves the right and holds at its discretion the following rights and options: • To waive any or all informalities • To award one or more contracts • To not award a contract • To issue subsequent solicitation 14. CONTRACT OBLIGATION Awardee shall be required to comply with 2 CFR part 25, and obtain a unique entity identifier and/or be registered in the federal System for Award Management as appropriate. The selected Respondent(s) will be expected to execute a contract with the City. As part of the negotiation process, Respondents may propose amendments to the contract, but the City, at its sole option, will decide whether to open discussion on each proposed amendment and determine the final contract to be used. At a minimum, any contract will incorporate the terms PI23-0149F 23 and conditions contained herein. The Submittal contents of the successful Respondent may become contractual obligations if a contract ensues. 15. STANDARD TERMS AND CONDITIONS City of Tacoma Standard Terms and Conditions apply. 16. INSURANCE REQUIREMENTS Successful proposer will provide proof of and maintain the insurance coverage in the amounts and in the manner specified in the City of Tacoma Insurance Requirements contained in this solicitation. Please see Appendix D. 17. PAID LEAVE Effective February 1, 2016, the City of Tacoma requires all employers to provide Paid Leave and Minimum Wage, as set forth in Title 18 of the Tacoma Municipal Code. For more information visit http://www.cityoftacoma.org/employmentstandards. 18. PARTNERSHIPS The City will allow firms to partner in order to respond to this RFP. Respondents may team under a Prime Respondent’s submittal in order to provide responses to all sections in a single submission; however, each Respondent’s participation must be clearly delineated by section. The Prime Respondent will be considered the responding vendor and the responsible party at contract award. All contract negotiations will be conducted only with the Prime Respondent. All contract payments will be made only to the Prime Respondent. Any agreements between the Prime Respondent and other companies will not be a part of the agreement between the City and the Prime Respondent. The City reserves the right to select more than one Prime Respondent. 19. COMMITMENT OF FIRM KEY PERSONNEL The Respondent agrees that key personnel identified in its submittal or during contract negotiations as committed to this project will, in fact, be the key personnel to perform during the life of this contract. Should key personnel become unavailable for any reason, the selected Respondent shall provide suitable replacement personnel, subject to the approval of the City. Substantial organizational or personnel changes within the agency are expected to be communicated immediately. Failure to do so could result in cancellation of the Contract. 20. AWARD After the Respondent(s) is selected by the SAC and prior to award, all other Respondents will be notified via email by the Purchasing Division. Once a finalist (or finalists) has been selected by the Selection Advisory Committee, contract negotiations with that finalist will begin, and if a contract is successfully negotiated, it will, if required, be submitted for final approval by the Public Utility Board and/or City Council. PI23-0149F 24 https://cms.cityoftacoma.org/purchasing/StandardTermsandConditions.pdf http://www.cityoftacoma.org/employmentstandards 21. ENVIRONMENTALLY PREFERABLE PROCUREMENT In accordance with the City’s Sustainable Procurement Policy and Climate Action Plan, it is the policy of the City of Tacoma to encourage the use of products or services that help to minimize the environmental and human health impacts of City Operations. Respondents are encouraged to incorporate environmentally preferable products or services that have a lesser or reduced effect on human health and the environment when compared with competing products or services that serve the same purpose. This comparison may consider raw materials acquisition, products, manufacturing, packaging, distribution reuse, operation, maintenance or disposal of the product or service. The City of Tacoma encourages the use of sustainability practices and desires any awarded contractor(s) to assist in efforts to address such factors when feasible for: • Durability, reusability, or refillable; • Pollutant releases, especially persistent bioaccumulative toxins (PBTs), low volatile organic compounds (VOCs), and air quality and stormwater impacts; • Toxicity of products used; • Greenhouse gas emissions, including transportation of products and services, and embodied carbon • Recycled content; • Energy and water resource efficiency; 22. PROPRIETARY OR CONFIDENTIAL INFORMATION The Washington State Public Disclosure Act (RCW 42.56 et seq.) requires public agencies in Washington make public records available for inspection and copying unless they fall within the specified exemptions contained in the Act, or are otherwise privileged. Documents submitted under this RFP shall be considered public records and, with limited exceptions, will be made available for inspection and copying by the public. Information that is confidential or proprietary must be clearly marked. Further, an index must be provided indicating the affected page number(s) and location(s) of all such identified material. Information not included in said index will not be reviewed for confidentiality or as proprietary before release. 23. ADDENDUMS In the event it becomes necessary to revise any part of this RFP, an addendum will be posted alongside specifications at www.tacomapurchasing.org. Failure to acknowledge addendum(s) on the required Signature Page may result in a submittal being deemed non-responsive by the City. 24. LEAP REQUIREMENTS This project has no LEAP requirements, however, the City of Tacoma is committed to equality in employment for WA-State approved Apprentices, City of Tacoma residents, residents of local PI23-0149F 25 http://cms.cityoftacoma.org/sustainability/resolution38248-PurchasingPolicy.pdf https://www.cityoftacoma.org/UserFiles/Servers/Server_6/File/cms/enviro/Sustain/CAP%20Final/Tacoma%20CAP.pdf https://apps.leg.wa.gov/RCW/default.aspx?cite=42.56 http://www.tacomapurchasing.org/ economically distressed areas, youth, veterans, minorities, and women. Please contact the LEAP Office for assistance in locating qualified employees. Visit the LEAP website for more information. 25. EQUITY IN CONTRACTING This project has no EIC requirements, however, the City of Tacoma is committed to encouraging firms certified through the Washington State Office of Minority and Women’s Business Enterprise to participate in City contracting opportunities. See TMC 1.07 Equity in Contracting Policy at the City’s Equity in Contracting Program website. PI23-0149F 26 mailto:leap@cityoftacoma.org https://www.cityoftacoma.org/government/city_departments/community_and_economic_development/local_employment_apprenticeship_training_program https://omwbe.diversitycompliance.com/ https://omwbe.diversitycompliance.com/ https://cityoftacoma.org/government/city_departments/community_and_economic_development/equity_in_contracting APPENDIX A Signature Page Suggested Price Proposal Form PI23-0149F 27 SIGNATURE PAGE CITY OF TACOMA TACOMA PUBLIC UTILITIES / TRANSMISSION & DISTRIBUTION All submittals must be in ink or typewritten, executed by a duly authorized officer or representative of the bidding/proposing entity, and received and time stamped as directed in the Request for Proposals page near the beginning of the specification. If the bidder/proposer is a subsidiary or doing business on behalf of another entity, so state, and provide the firm name under which business is hereby transacted. REQUEST FOR PROPOSALS SPECIFICATION NO. PI23-0149F ADVANCED DISTRIBUTION MANAGEMENT SYSTEM (ADMS) PROGRAM MANAGEMENT AND ORGANIZATIONAL CHANGE MANAGEMENT The undersigned bidder/proposer hereby agrees to execute the proposed contract and furnish all materials, labor, tools, equipment and all other facilities and services in accordance with these specifications. The bidder/proposer agrees, by submitting a bid/proposal under these specifications, that in the event any litigation should arise concerning the submission of bids/proposals or the award of contract under this specification, Request for Bids, Request for Proposals or Request for Qualifications, the venue of such action or litigation shall be in the Superior Court of the State of Washington, in and for the County of Pierce. Non-Collusion Declaration The undersigned bidder/proposer hereby certifies under penalty of perjury that this bid/proposal is genuine and not a sham or collusive bid/proposal, or made in the interests or on behalf of any person or entity not herein named; and that said bidder/proposer has not directly or indirectly induced or solicited any contractor or supplier on the above work to put in a sham bid/proposal or any person or entity to refrain from submitting a bid/proposal; and that said bidder/proposer has not, in any manner, sought by collusion to secure to itself an advantage over any other contractor(s) or person(s). Bidder/Proposer’s Registered Name Address City, State, Zip Authorized Signatory E-Mail Address E.I.No. / Federal Social Security Number Used on Quarterly Federal Tax Return, U.S. Treasury Dept. Form 941 E-Mail Address for Communications Signature of Person Authorized to Enter Date into Contracts for Bidder/Proposer Printed Name and Title (Area Code) Telephone Number / Fax Number State Business License Number in WA, also known as UBI (Unified Business Identifier) Number State Contractor’s License Number (See Ch. 18.27, R.C.W.) Addendum acknowledgement #1_____ #2_____ #3_____ #4_____ #5_____ THIS PAGE MUST BE SIGNED AND RETURNED WITH SUBMITTAL. PI23-0149F 28 SUGGESTED PRICE PROPOSAL FORM Program Manager Scope: Work Product explained Estimated Hours Rate Sub Total TOTAL Organizational Change Management Scope: Work Product explained Estimated Hours Rate Sub Total TOTAL PI23-0149F 29 APPENDIX B Sample Contract Sample Task Authorization Form PI23-0149F 30 SERVICES CONTRACT THIS CONTRACT, made and entered into effective as of [Month] [Day], [Year] (“EFFECTIVE DATE”), by and between the CITY OF TACOMA, a municipal corporation of the State of Washington (hereinafter referred to as the “CITY”), and [INSERT legal name of Supplier exactly as it appears in Ariba including any dbas or trade names], (hereinafter may be referred to as “CONTRACTOR” or “SUPPLIER”); In consideration of the mutual promises and obligations hereinafter set forth, the Parties hereto agree as follows: 1. Scope of Services The CONTRACTOR agrees to diligently and completely perform the services or deliverables consisting of [INSERT A BRIEF DESCRIPTION OF THE WORK TO BE PERFORMED] as is described in [Exhibit A, B, ETC., if needed] attached hereto and incorporated herein. 2. Order of Precedence To the extent there is any discrepancy or conflict between and/or amongst the terms of this Contract and Exhibit __________ and __________, the controlling terms for this Contract will be interpreted in the following order of precedence, with the first listed being the most controlling, and the last listed being the least controlling: Contract, Exhibit ___, Exhibit _____. [INSERT EXHIBIT REFERENCES IN ORDER OF WHICH IS MOST CONTROLLING] 3. Changes to Scope of Work The CITY shall have the right to make changes within the general scope of services or deliverables upon execution in writing of a change order or amendment hereto. If the changes will result in additional work effort by CONTRACTOR, the CITY will agree to reasonably compensate the CONTRACTOR for such additional effort up to the maximum amount specified herein or as otherwise provided by City Code. 4. Term All services shall be satisfactorily completed on or before [INSERT CONTRACT TERMINATION DATE] and this Contract shall expire on said date unless mutually extended by a written and executed Amendment to this Contract. 5. Delay Neither party shall be considered to be in default in the performance of this Contract to the extent such performance is prevented or delayed by any cause which is beyond the reasonable control of the affected party and, in such event, the time for performance shall be extended for a period equal to any time lost as a result thereof. In the event CONTRACTOR is unable to proceed due to a delay solely attributable to CITY, CONTRACTOR shall advise CITY of such delay in writing as soon as is practicable. 6. Compensation PI23-0149F 31 The CITY shall compensate the CONTRACTOR for the services and deliverables performed under this Contract [on the basis of] [EXHIBIT XXXX and/or a DESCRIPTION OF COMPENSATION ARRANGEMENTS –MILESTONES, TIME AND MATERIALS, LUMP SUM ETC.] 7. Prevailing Wages A. If federal, state, local, or any applicable law requires CONTRACTOR to pay prevailing wages in connection with this Contract, and CONTRACTOR is so notified by the CITY, then CONTRACTOR shall pay applicable prevailing wages and otherwise comply with the Washington State Prevailing Wage Act (RCW 39.12) in the performance of this Contract. B. If applicable, a Schedule of Prevailing Wage Rates and/or the current prevailing wage determination made by the Secretary of Labor for the locality or localities where the Contract will be performed is made of part of the Contract by this reference. If prevailing wages apply to the Contract, CONTRACTOR and its subcontractors shall: 1. Be bound by and perform all transactions regarding the Contract relating to prevailing wages and the usual fringe benefits in compliance with the provisions of Chapter 39.12 RCW, as amended, the Washington State Prevailing Wage Act and/or the Davis-Bacon Act (40 U.S.C. 3141- 3144, and 3146-3148) and the requirements of 29 C.F.R. pt. 5 as may be applicable, including the federal requirement to pay wages not less than once a week. 2. Ensure that no worker, laborer or mechanic employed in the performance of any part of the Contract shall be paid less than the prevailing rate of wage specified on that Schedule and/or specified in a wage determination made by the Secretary of Labor (unless specifically preempted by federal law, the higher of the Washington state prevailing wage or federal Davis-Bacon rate of wage must be paid. 3. Immediately upon award of the Contract, contact the Department of Labor and Industries, Prevailing Wages section, Olympia, Washington and/or the federal Department of Labor, to obtain full information, forms and procedures relating to these matters. Per such procedures, a Statement of Intent to Pay Prevailing Wages and/or other or additional documentation required by applicable federal law, must be submitted by CONTRACTOR and its subcontractors to the CITY, in the manner requested by the CITY, prior to any payment by the CITY hereunder, and an Affidavit of Wages Paid and/or other or additional documentation required by federal law must be received or verified by the CITY prior to final Contract payment. 8. Not to Exceed Amount The total price to be paid by CITY for CONTRACTOR’S full and complete performance of the Scope of Work hereunder shall not exceed $ [INSERT TOTAL AMOUNT OF PI23-0149F 32 CONTRACT] plus applicable taxes without a written and executed Amendment to this Contract. Said price shall be the total compensation for CONTRACTOR’S performance hereunder including, but not limited to, all work, deliverables, materials, supplies, equipment, subcontractor’s fees, and all reimbursable travel and miscellaneous or incidental expenses to be incurred by CONTRACTOR. In the event the CONTRACTOR incurs cost in excess of the sum authorized for service under this Contract, the CONTRACTOR shall pay such excess from its own funds, and the CITY shall not be required to pay any part of such excess, and the CONTRACTOR shall have no claim against the CITY on account thereof. 9. Payment CONTRACTOR shall submit [Pick one of the following monthly, weekly, annual, Contract milestone, other (describe in detail)] invoices for services completed and/or deliverables furnished during the invoice period. Upon CITY’S request, CONTRACTOR shall submit necessary and appropriate documentation, as determined by the CITY, for all invoiced services and deliverables. For transactions conducted in SAP Ariba, invoices shall be submitted directly through Ariba. For invoices paid by ACH or by check, unless stated otherwise, invoices shall be electronically submitted by email with corresponding PO number or other identifying number listed in the subject line to accountspayable@cityoftacoma.org. Payment shall be made through the CITY’S ordinary payment process, and shall be considered timely if made within 30 days of receipt of a properly completed invoice. All payments shall be subject to adjustment for any amounts, upon audit or otherwise, determined to have been improperly invoiced. The CITY may withhold payment to the CONTRACTOR for any services or deliverables not performed as required hereunder until such time as the CONTRACTOR modifies such services or deliverables to the satisfaction of the CITY. 10. Payment Method The City’s preferred method of payment is by ePayables (Payment Plus), followed by credit card (aka procurement card), then Electronic Funds Transfer (EFT) by Automated Clearing House (ACH), then check or other cash equivalent. CONTRACTOR may be required to have the capability of accepting the City’s ePayables or credit card methods of payment. The City, in its sole discretion, will determine the method of payment for this Contract. 11. Independent Contractor Status The services and deliverables shall be furnished by the CONTRACTOR as an independent Contractor, and nothing herein contained shall be construed to create an employer and employee relationship. The CONTRACTOR shall provide at its sole expense all materials, office space, and other necessities to perform its duties under this Contract, unless stated otherwise in this Contract. No payroll or employment taxes of any kind shall be withheld or paid by the CITY with respect to payments to CONTRACTOR. The payroll or employment taxes that are the subject of this paragraph include, but are not limited to, FICA, FUTA, federal income tax, state personal income tax, state disability insurance tax and state unemployment insurance tax. By reason of PI23-0149F 33 CONTRACTOR’s status as an independent Contractor hereunder, no workers' compensation insurance has been or will be obtained by the CITY on account of CONTRACTOR. CONTRACTOR may be required to provide the CITY proof of payment of these said taxes and benefits. If the CITY is assessed or deemed liable in any manner for those charges or taxes, the CONTRACTOR agrees to hold the CITY harmless from those costs, including attorney’s fees. 12. Services Warranty The CONTRACTOR warrants that all services performed pursuant to this Contract shall be generally suitable for the use to which CITY intends to use said services and deliverables as expressed in the Scope of Work. In the performance of services under this Contract, the CONTRACTOR and its employees further agree to exercise the degree of skill and care required by customarily accepted good practices and procedures followed by professionals or service providers rendering the same or similar type of service. All obligations and services of the CONTRACTOR hereunder shall be performed diligently and completely according to such professional standards. 13. Reliance on CITY Provided Data or Information If CONTRACTOR intends to rely on information or data supplied by CITY, other CITY contractors or other generally reputable sources without independent verification, such intent shall be brought to the attention of CITY. 14. Contract Administration [INSERT NAME TITLE AND DEPARTMENT OF CONTRACT ADMINISTRATOR] for the CITY shall have primary responsibility for contract administration and approval of services to be performed by the CONTRACTOR, and shall coordinate all communications between the CONTRACTOR and the CITY. 15. Specific Personnel If before, during, or after the execution of this Contract, CONTRACTOR represents to the CITY that certain personnel would or will be responsible for performing services and deliverables under this Contract, then the CONTRACTOR is obligated to ensure that said personnel perform said Contract services to the maximum extent permitted by law. This Contract provision shall only be waived by written authorization by the CITY, and on a case-by-case basis. 16. Records Related to Performance of Contract Upon CITY's request, CONTRACTOR shall make available to CITY all accounts, records and documents related to the performance of this Contract for CITY's inspection, auditing or evaluation during normal business hours as reasonably needed by CITY to assess performance, compliance and quality assurance under this Contract. Upon City’s request CONTRACTOR shall provide to CITY any and all records or documents related to the performance of this Contract that CITY deems to be public records responsive to a request made to the CITY pursuant to the Washington State Public Records Act, Chapter 42.56 Revised Code of Washington. 17. Records Retention PI23-0149F 34 The CONTRACTOR shall establish and maintain records in accordance with requirements prescribed by the CITY, with respect to all matters related to the performance of this Contract. Except as otherwise authorized by the CITY, the CONTRACTOR shall retain such records for a period of six (6) years after receipt of the final payment under this Contract or termination of this Contract. If CONTRACTOR retains any City records or data hosted in a Cloud Service. CITY shall have the ability to access its records hosted in a Cloud Service at any time during the Term of this Contract. CITY may export and retrieve its records during the Term of the Contract and, no later than 30 days from the termination of this Contract, CONTRACTOR shall export CITY records to City's custody and control. 18. Notices Except for routine operational communications, which may be delivered personally or transmitted by electronic mail all notices required hereunder shall be in writing and shall be deemed to have been duly given if delivered personally or mailed first-class mail, postage prepaid, to the parties at the following addresses: CITY: Name: Title: Address: Telephone No.: E-mail: CONTRACTOR: Name: Title: Address: Telephone No.: E-mail: 19. Termination A. Except as otherwise provided herein, the CITY may terminate this Contract at any time, for CITY’s own reasons and without cause, by giving ten (10) business days written notice to CONTRACTOR. In the event of termination, all finished and unfinished work prepared by the CONTRACTOR pursuant to this Contract shall be provided to the CITY. CITY may terminate this Contract in the event of any material breach of any of the terms and conditions of this Contract if CONTRACTOR’s breach continues in effect after written notice of breach and 30 days to cure such breach and fails to cure such breach. B. In the event CITY terminates this Contract due to the CITY’s own reasons and without cause due to the CONTRACTOR’s actions or omissions, the CITY shall pay the CONTRACTOR the amount due for actual work and services necessarily performed under this Contract up to the effective date of termination, not to exceed the total compensation set forth herein. C. In the event of material default or breach by CONTRACTOR of any of the terms or conditions of the Contract, CITY may, at its election, procure services and deliverables under this CONTRACT from other sources, and may deduct from the PI23-0149F 35 unpaid balance due CONTRACTOR, or collect against the bond or security (if any), or may invoice and recover from CONTRACTOR all costs paid in excess of the price(s) set forth in the Contract. D. Termination of this Contract by CITY shall not constitute a waiver of any claims or remaining rights the CITY may have against CONTRACTOR relative to performance hereunder. 20. Suspension The CITY may suspend this Contract, at its sole discretion, upon seven (7) business days’ written notice to the CONTRACTOR. Such notice shall indicate the anticipated period of suspension. Any reimbursement for expenses incurred due to the suspension shall be limited to the CONTRACTOR’S reasonable expenses and shall be subject to verification. The CONTRACTOR shall resume performance of services under this Contract without delay when the suspension period ends. Suspension of this Contract by CITY shall not constitute a waiver of any claims or remaining rights the CITY may have against CONTRACTOR relative to performance hereunder. 21. Federal Funds If federal funds will be used to fund, pay or reimburse all or a portion of the services or deliverables provided under the Contract, the terms and conditions set forth at Appendix A to this Contract are incorporated into and made part of this Contract and CONTRACTOR will comply with all applicable provisions of Appendix A and with all applicable federal laws, regulations, executive orders, policies, procedures, and directives in the performance of this Contract. If CONTRACTOR’s receipt of federal funds under this Contract is as a sub-recipient, Appendix B, “Sub-recipient Information and Requirements” must be completed and incorporated into and made part of this Contract. 22. Taxes Unless stated otherwise herein, CONTRACTOR is responsible for the payment of all charges and taxes applicable to the services performed under this Contract, and CONTRACTOR agrees to comply with all applicable laws regarding the reporting of income, maintenance of records, and all other requirements and obligations imposed pursuant to applicable law. If the CITY is assessed, made liable, or responsible in any manner for such charges or taxes, the CONTRACTOR holds CITY harmless from such costs, including attorney's fees. If CONTRACTOR fails to pay any taxes, assessments, penalties, or fees imposed by any governmental body, including by Tacoma City ordinance, and including by a court of law, CITY will deduct and withhold or pay over to the appropriate governmental body those unpaid amounts upon demand by the governmental body. Any such payments shall be deducted from the CONTRACTOR’s total compensation. 23. Licenses and Permits PI23-0149F 36 The CONTRACTOR, at its expense, shall obtain and keep in force any and all necessary licenses and permits. The CONTRACTOR shall obtain a business license as required by Tacoma Municipal Code Subtitle 6B.20 and shall pay business and occupation taxes as required by Tacoma Municipal Code Subtitle 6A.30. If applicable, CONTRACTOR must have a Washington state business license. 24. Indemnification CONTRACTOR shall indemnify, defend, and hold harmless the CITY, its officials, officers, agents, employees, and volunteers, from any and all claims, demands, damages, lawsuits, liabilities, losses, liens, expenses and costs arising out of the subject matter of this Contract; provided that this provision shall not apply to the extent that damage or injury results from the sole negligence of the CITY, or its officers, agents, or employees. This indemnification shall extend to and include attorneys’ fees and the cost of establishing the right of indemnification hereunder in favor of the CITY. This indemnification shall survive the termination of this Contract. It is expressly agreed that with respect to design professional services performed by CONTRACTOR herein, CONTRACTOR's duty of indemnification, including the duty and cost to defend, against liability for damages arising out of such services or out of bodily injury to persons or damage to property shall, as provided in RCW 4.24.115 apply only to the extent of CONTRACTOR's negligence. CONTRACTOR hereby warrants and represents CONTRACTOR is owner of any products, solutions or deliverables provided and licensed under this Contract or otherwise has the right to grant to CITY the licensed rights under this Contract, without violating the rights of any third party worldwide. CONTRACTOR shall, at its expense, defend, indemnify and hold harmless CITY and its employees, officers, directors, contractors, agents and volunteers from any claim or action against CITY which is based on a claim against CITY for infringement of a patent, copyright, trademark, or other propriety right or appropriation of a trade secret. 25. Title 51 Waiver CONTRACTOR specifically assumes potential liability for actions brought by the CONTRACTOR’S own employees against the CITY and, solely for the purpose of this indemnification and defense, the CONTRACTOR specifically waives any immunity under the state industrial insurance law, Title 51 RCW. THE CONTRACTOR RECOGNIZES THAT THIS WAIVER WAS THE SUBJECT OF MUTUAL NEGOTIATION. 26. Insurance During the course and performance of the services herein specified, CONTRACTOR will maintain the insurance coverage in the amounts and in the manner specified in the City of Tacoma Insurance Requirements as is applicable to the services and deliverables provided under this Contract. The City of Tacoma Insurance Requirements documents are fully incorporated herein by reference. PI23-0149F 37 Failure by CITY to identify a deficiency in the insurance documentation provided by CONTRACTOR or failure of CITY to demand verification of coverage or compliance by CONTRACTOR with these insurance requirements shall not be construed as a waiver of CONTRACTOR’s obligation to maintain such insurance. 27. Nondiscrimination The CONTRACTOR agrees to take all steps necessary to comply with all federal, state, and City laws and policies regarding non-discrimination and equal employment opportunities. The CONTRACTOR shall not discriminate in any employment action because of race, religion, creed, color, national origin or ancestry, sex, gender identity, sexual orientation, age, marital status, familial status, veteran or military status, the presence of any sensory, mental or physical disability or the use of a trained dog guide or service animal by a disabled person. In the event of non-compliance by the CONTRACTOR with any of the non-discrimination provisions of this Contract, the CITY shall be deemed to have cause to terminate this Contract, in whole or in part. 28. Conflict of Interest No officer, employee, or agent of the CITY, nor any member of the immediate family of any such officer, employee, or agent as defined by City ordinance, shall have any personal financial interest, direct or indirect, in this Contract, either in fact or in appearance. The CONTRACTOR shall comply with all federal, state, and City conflict of interest laws, statutes, and regulations. The CONTRACTOR represents that the CONTRACTOR presently has no interest and shall not acquire any interest, direct or indirect, in the program to which this Contract pertains which would conflict in any manner or degree with the performance of the CONTRACTOR’S services and obligations hereunder. The CONTRACTOR further covenants that, in performance of this Contract, no person having any such interest shall be employed. The CONTRACTOR also agrees that its violation of the CITY’S Code of Ethics contained in Chapter 1.46 of the Tacoma Municipal Code shall constitute a breach of this Contract subjecting the Contract to termination. 29. City ownership of Work/Rights in Data and Publications To the extent CONTRACTOR creates any Work subject to the protections of the Copyright Act (Title 17 U.S.C) in its performance of this Contract, CONTRACTOR agrees to the following: The Work has been specially ordered and commissioned by CITY. CONTRACTOR agrees that the Work is a "work made for hire" for copyright purposes, with all copyrights in the Work owned by CITY. To the extent that the Work does not qualify as a work made for hire under applicable law, and to the extent that the Work includes material subject to copyright, CONTRACTOR hereby assigns to CITY, its successors and assigns, all right, title and interest in and to the Work, including but not limited to, all patent, trade secret, and other proprietary rights and all rights, title and interest in and to any inventions and designs embodied in the Work or developed during the course of CONTRACTOR'S creation of the Work. CONTRACTOR shall execute and deliver such instruments and take such other action as may be required and requested by CITY to carry out the assignment made pursuant to this section. Any documents, magnetically or optically encoded media, or other materials created by CONTRACTOR pursuant to this Contract shall be owned by CITY and subject to the terms of this sub- PI23-0149F 38 section. To the maximum extent permitted by law, CONTRACTOR waives all moral rights in the Work. The rights granted hereby to CITY shall survive the expiration or termination of this Contract. CONTRACTOR shall be solely responsible for obtaining releases for the performance, display, recreation, or use of copyrighted materials. 30. Public Disclosure This Contract and documents provided to the CITY by CONTRACTOR hereunder are deemed public records subject to disclosure under the Washington State Public Records Act, Chapter 42.56 RCW (Public Records Act). Thus, the CITY may be required, upon request, to disclose this Contract and documents related to it unless an exemption under the Public Records Act or other laws applies. In the event CITY receives a request for such disclosure, determines in its legal judgment that no applicable exemption to disclosure applies, and CONTRACTOR has complied with the requirements herein to mark all content considered to be confidential or proprietary, CITY agrees to provide CONTRACTOR ten (10) days written notice of impending release. Should legal action thereafter be initiated by CONTRACTOR to enjoin or otherwise prevent such release, all expense of any such litigation shall be borne by CONTRACTOR, including any damages, attorneys fees or costs awarded by reason of having opposed disclosure. CITY shall not be liable for any release where notice was provided and CONTRACTOR took no action to oppose the release of information. Notice of any proposed release of information pursuant to Chapter 42.56 RCW, shall be provided to CONTRACTOR according to the “Notices” provision herein. 31. Confidential or Proprietary Records Must be Marked If CONTRACTOR provides the CITY with records that CONTRACTOR considers confidential or proprietary, CONTRACTOR must mark all applicable pages of said record(s) as “Confidential” or “Proprietary.” If CONTRACTOR fails to so mark record(s), then (1) the CITY, upon request, may release said record(s) without the need to satisfy the notice requirements above; and (2) the CONTRACTOR expressly waives its right to allege any kind of civil action or claim against the CITY pertaining to the release of said record(s). 32. Duty of Confidentiality CONTRACTOR acknowledges that unauthorized disclosure of information or documentation concerning the Scope of Work hereunder may cause substantial economic loss or harm to the CITY. Except for disclosure of information and documents to CONTRACTOR's employees, agents, or subcontractors who have a substantial need to know such information in connection with CONTRACTOR's performance of obligations under this Contract, the CONTRACTOR shall not without prior written authorization by the CITY allow the release, dissemination, distribution, sharing, or other publication or disclosure of information or documentation obtained, discovered, shared or produced pursuant to this Contract. CONTRACTOR shall inform its employees, agents, and subcontractors of the confidentiality obligations under this Contract and instruct them so as to ensure such PI23-0149F 39 obligations are met. If so requested by the CITY, the CONTRACTOR further agrees to require all such individuals and entities performing services pursuant to this Contract to execute a Confidentiality and Non-Disclosure Agreement in a form acceptable to CITY. This Section shall survive for six (6) years after the termination or expiration of this Contract. 33. Approval for Release of Information Related to Contract If requested by CITY, CONTRACTOR shall not release any information or documentation concerning the work under this Contract or any part thereof for marketing, advertising, or other commercial activities or publication including, but not limited to, news releases or professional articles without CITY’s prior written approval. CONTRACTOR may submit at any time for review and approval a generic abstract describing the component parts of the completed Scope of Services (“Project Abstract”). After receiving written approval of the Project Abstract from the CITY, the CONTRACTOR may make minor insignificant changes to the Project Abstract and use all or parts of the Project Abstract in proposals. This Section shall survive for six (6) years after the termination or expiration of this Contract. 34. Dispute Resolution In the event of a dispute pertaining to this Contract, the parties agree to attempt to negotiate in good faith an acceptable resolution. If a resolution cannot be negotiated, then the parties agree to submit the dispute to voluntary non-binding mediation before pursuing other remedies. This provision does not limit the CITY’S right to terminate authorized by this Contract. 35. Miscellaneous Provisions Governing Law and Venue Washington law shall govern the interpretation of this Contract. Pierce County shall be the venue of any mediation, arbitration, or litigation arising out of this Contract. Assignment The CONTRACTOR shall not assign, subcontract, delegate, or transfer any obligation, interest or claim to or under this Contract or for any of the compensation due hereunder without the prior written consent of the CITY. No Third Party Beneficiaries This Contract shall be for the sole benefit of the parties hereto, and nothing contained herein shall create a contractual relationship with, or create a cause of action in favor of, a third party against either party hereto. Waiver PI23-0149F 40 A waiver or failure by either party to enforce any provision of this Contract shall not be construed as a continuing waiver of such provisions, nor shall the same constitute a waiver of any other provision of this Contract. Severability and Survival If any term, condition or provision of this Contract is declared void or unenforceable or limited in its application or effect, such event shall not affect any other provisions hereof and all other provisions shall remain fully enforceable. The provisions of this Contract, which by their sense and context are reasonably intended to survive the completion, expiration or cancellation of this Contract, shall survive termination of this Contract. Entire Agreement This Contract and the attached Exhibits and Appendices, as modified herein, contain the entire agreement between the parties as to the services to be rendered hereunder. All previous and contemporaneous agreements, representations or promises and conditions relating to the subject matter of this Contract are superseded hereby. The Parties hereto mutually acknowledge, understand and agree that the terms and conditions set forth herein shall control and prevail over any conflicting terms and conditions stated in any attachments hereto. Modification No modification or amendment of this Contract shall be effective unless set forth in a written and executed Amendment to this Contract. PI23-0149F 41 IN WITNESS WHEREOF, the Parties hereto have accepted and executed this Contract, as of the Effective Date stated above, which shall be Effective Date for bonding purposes as applicable. The undersigned Contractor representative, by signature below, represents and warrants they are duly authorized to execute this legally binding Contract for and on behalf of Contractor and further represents and warrants that Contractor is not suspended, debarred, or otherwise disqualified under federal, state, or local law from participating in this Contract. CITY OF TACOMA: CONTRACTOR: Signature: Signature: Name: Name: Title: Title: (City of Tacoma use only - blank lines are intentional) Director of Finance: ______________________________________________________________ Deputy/City Attorney (approved as to form): _________________________________________________ Approved By: ___________________________________________________________________ Approved By: ___________________________________________________________________ Approved By: ___________________________________________________________________ Approved By: ___________________________________________________________________ Approved By: ___________________________________________________________________ Approved By: ___________________________________________________________________ Approved By: ___________________________________________________________________ Approved By: ___________________________________________________________________ PI23-0149F 42 APPENDIX A FEDERAL FUNDING 1. COPELAND ANTI-KICKBACK ACT For Contracts subject to Davis Bacon Act the following clauses will be incorporated into the Contract: A. CONTRACTOR shall comply with 18 U.S.C. § 874, 40 U.S.C. § 3145, and the requirements of 29 C.F.R. pt. 3 as may be applicable, which are incorporated by reference into this Contract. B. CONTRACTOR or subcontractor shall insert in any subcontracts the clause above and such other clauses federal agencies may by appropriate instructions require, and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for the compliance by any subcontractor or lower tier subcontractor with all of these Contract clauses. C. Breach. A breach of the contract clauses above may be grounds for termination of the contract, and for debarment as a contractor and subcontractor as provided in 29 C.F.R. § 5.12. 2. EQUAL EMPLOYMENT OPPORTUNITY During the performance of this Contract, CONTRACTOR will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. If the CONTRACTOR does over $10,000 in business a year that is funded, paid or reimbursed with federal funds, CONTRACTOR will take specific and affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: A. 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. CONTRACTOR agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. B. CONTRACTOR will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. C. CONTRACTOR will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to PI23-0149F 43 instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the Contractor's legal duty to furnish information. D. CONTRACTOR will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. E. CONTRACTOR will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. G. In the event of CONTRACTOR’s noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this Contract may be canceled, terminated, or suspended in whole or in part and the CONTRACTOR may be declared ineligible for further federally funded contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. H. CONTRACTOR will include the portion of the sentence immediately preceding paragraph (A) and the provisions of paragraphs (A) through (G) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. CONTRACTOR will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event CONTRACTOR becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the CONTRACTOR may request the United States to enter into such litigation to protect the interests of the United States. 3. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT A. Overtime requirements. Neither CONTRACTOR or subcontractor contracting for any part of the Contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay PI23-0149F 44 for all hours worked in excess of forty hours in such workweek. B. Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set