CM-2024-089 - 3/15/2024CITY OF ROUND ROCK AGREEMENT FOR
PROFESSIONAL CONSULTING SERVICES RELATED TO
THE FY 2025 RATE STUDY UPDATE
WITH
RAFTELIS FINANCIAL CONSULTANTS, INC.
THE STATE OF TEXAS
§
THE CITY OF ROUND ROCK
§ KNOW ALL BY THESE PRESENTS
COUNTY OF WILLIAMSON
§
COUNTY OF TRAVIS
§
THIS AGREEMENT for professional consultine serylices relate t the Fi cal Year 2025
rate study update (the "Agreement'), is made on this ay of , 2024, by
and between the CITY OF ROUND ROCK, a Texas home -rule municipal corporation with
offices located at 221 East Main Street, Round Rock, Texas 78664-5299 (the "City"), and
RAFTELIS FINANCIAL CONSULTANTS, INC., located at 3755 Capital of Texas Highway,
Suite 290, Austin, Texas 78740 (the "Consultant").
RECITALS:
WHEREAS, professional services related to Fiscal Year 2025 rate study update is
desired by the City; and
WHEREAS, City has determined that there is a need for the delineated services; and
WHEREAS, City desires to contract with Consultant for these services; and
WHEREAS, the parties desire to enter into this Agreement to set forth in writing their
respective rights, duties and obligations hereunder.
NOW, THEREFORE, WITNESSETH:
That for and in consideration of the mutual promises contained herein and other good and
valuable consideration, the sufficiency and receipt of which are hereby acknowledged, it is
mutually agreed between the parties as follows:
1.0 EFFECTIVE DATE, DURATION, AND TERM
A. This Agreement shall be effective on the date this Agreement has been signed by
each party hereto, and shall remain in full force and effect unless and until it expires by operation
of the term indicated herein, or is terminated as provided herein.
B. The term of this Agreement shall be until full and satisfactory completion of the
work specified herein is achieved, with an estimated completed date of June 2024.
C. City and the Consultant reserve the right to review the Agreement at any time and
may elect to terminate the Agreement with or without cause or may elect to continue.
2.0 SCOPE OF SERVICES
Consultant has issued its proposal for services, such proposal for services being attached
hereto as Exhibit "A" titled "Scope of Services," which shall be referred to as the Scope of
Services of this Agreement and incorporated herein by reference for all purposes.
Consultant shall satisfactorily provide all services described herein and as set forth in
Exhibit "A" according to the schedule set forth agreed upon by the parties. Consultant's
undertaking shall be limited to performing services for City and/or advising City concerning
those matters on which Consultant has been specifically engaged. Consultant shall perform
services in accordance with this Agreement in a professional and workmanlike manner pursuant
to the Work Schedule attached hereto as Exhibit 'B," and incorporated herein by reference for all
purposes.
3.0 LIMITATION TO SCOPE OF SERVICES
Consultant's undertaking shall be limited to performing services for City and.'or advising
City concerning those matters on which Consultant has been specifically engaged. Consultant
and City agree that the Scope of Services to be performed is enumerated in Exhibit "A," and may
only be modified by a written Supplemental Agreement executed by both parties as described in
Section 9.0.
4.0 CONTRACT AMOUNT
In consideration for the consulting services Consultant shall be paid on the basis of actual
hours worked by employees performing work associated with this Agreement, in accordance
with the Fee Schedule attached hereto as Exhibit "C," and incorporated herein by reference for
all purposes.
Consultant's total compensation for consulting services hereunder shall not exceed
Seventy -Six Thousand Two Hundred Seventy -Nine and No/100 Dollars ($76,279.00). This
amount represents the absolute limit of City's liability to Consultant hereunder unless same shall
be changed by Supplemental Agreement, and City shall pay, strictly within the not -to -exceed
sum recited herein, Consultant's fees for work done on behalf of City.
5.0 INVOICE REQUIREMENTS AND TERMS OF PAYMENT
Invoices: To receive payment, Consultant shall prepare and submit detailed invoices to
the City, in accordance with the delineation contained herein, for services rendered. Such
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invoices for professional services shall track the referenced Scope of Work, and shall detail the
services performed, along with documentation for each service performed. Payment to
Consultant shall be made on the basis of the invoices submitted by Consultant and approved by
the City. Such invoices shall conform to the schedule of services and costs in connection
therewith.
Should additional backup material be requested by the City relative to service
deliverables, Consultant shall comply promptly. In this regard, should the City determine it
necessary, Consultant shall make all records and books relating to this Agreement available to
the City for inspection and auditing purposes.
Payment of Invoices: The City reserves the right to correct any error that may be
discovered in any invoice that may have been paid to Consultant and to adjust same to meet the
requirements of this Agreement. Following approval of an invoice, the City shall endeavor to pay
Consultant promptly, but no later than the time period required under the Texas Prompt Payment
Act described in Section 8.01 herein. Under no circumstances shall Consultant be entitled to
receive interest on payments which are late because of a good faith dispute between Consultant
and the City or because of amounts which the City has a right to withhold under this Agreement
or state law. The City shall be responsible for any sales, gross receipts or similar taxes
applicable to the services, but not for taxes based upon Consultant's net income.
6.0 INSURANCE
Consultant shall meet all City of Round Rock Insurance Requirements set forth at:
https://www.roundrocktexas.gov/wp-content/uploads/2014/12/corr insurance 07.20112.pdf
Consultant's Certificate of Insurance is attached as Exhibit "D," attached hereto and incorporated
herein by reference for all purposes.
7.0 PROMPT PAYMENT POLICY
In accordance with Chapter 2251, V.T.C.A., Texas Government Code, any payment to be
made by the City to Consultant will be made within thirty (30) days of the date the performance
of the services under this Agreement are completed, or the date the City receives a correct
invoice for the services, whichever is later. Consultant may charge interest on an overdue
payment at the "rate in effect" on September I of the fiscal year in which the payment becomes
overdue, in accordance with V.T.C.A., Texas Government Code, Section 2251.025(b). This
Prompt Payment Policy does not apply to payments made by the City in the event:
(a) There is a bona fide dispute between the City and Consultant, a contractor,
subcontractor, or supplier about the service performed that cause the payment
to be late; or
(b) There is a bona fide dispute between Consultant and a subcontractor or
between a subcontractor and its supplier about the service performed that
causes the payment to be late; or
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(c) The terms of a federal contract, grant, regulation, or statute prevent the City
from making a timely payment with federal funds; or
(d) The invoice is not mailed to the City in strict accordance with any instruction
on the purchase order relating to the payment.
8.0 NON -APPROPRIATION AND FISCAL FUNDING
This Agreement is a commitment of the City's current revenues only. It is understood and
agreed that the City shall have the right to terminate this Agreement at the end of any City fiscal
year if the governing body of the City does not appropriate funds sufficient to purchase the
services as determined by the City's budget for the fiscal year in question. The City may affect
such termination by giving Consultant a written notice of tenmination at the end of its then -
current fiscal year.
9.0 SUPPLEMENTAL AGREEMENT
The terms of this Agreement may be modified by written Supplemental Agreement
hereto, duly authorized by City Council or by the City Manager, if the City determines that there
has been a significant change in (1) the scope, complexity, or character of the services to be
performed; or (2) the duration of the work. Any such Supplemental Agreement must be
executed by both parties within the period specified as the term of this Agreement. Consultant
shall not perform any work or incur any additional costs prior to the execution, by both parties,
of such Supplemental Agreement. Consultant shall make no claim for extra work done or
materials furnished unless and until there is full execution of any Supplemental Agreement, and
the City shall not be responsible for actions by Consultant nor for any costs incurred by
Consultant relating to additional work not directly authorized by Supplemental Agreement.
10.0 TERMINATION AND DEFAULT
Termination: It is agreed and understood by Consultant that the City or Consultant may
terminate this Agreement for the convenience of the City or Consultant, upon thirty (30) days"
written notice to Consultant or City, with the understanding that immediately upon receipt of
said notice all work being performed under this Agreement shall cease. Consultant shall invoice
the City for work satisfactorily completed and shall be compensated in accordance with the terms
hereof for work accomplished prior to the receipt of said notice of termination. Consultant shall
not be entitled to any lost or anticipated profits for work terminated under this Agreement.
Unless otherwise specified in this Agreement, all data, information, and work product related to
this Project shall become the property of the City upon termination of this Agreement, and shall
be promptly delivered to the City in a reasonably organized form without restriction on future
use. Should the City subsequently contract with a new consultant for continuation of service on
the Project, Consultant shall cooperate in providing information.
Termination of this Agreement shall extinguish all rights, duties, and obligations of the
terminating party and the terminated party to fulfill contractual obligations. Termination under
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this section shall not relieve the terminated party of any obligations or liabilities which occurred
prior to termination.
Nothing contained in this section shall require the City to pay for any work which it
deems unsatisfactory or which is not performed in compliance with the terms of this Agreement.
Default: Either party may terminate this Agreement, in whole or in part, for default if
the Party provides the other Party with written notice of such default and the other fails to
satisfactorily cure such default within ten (10) business days of receipt of such notice (or a
greater time if agreed upon between the Parties).
If default results in termination of this Agreement, then the City shall give consideration
to the actual costs incurred by Consultant in performing the work to the date of default. The cost
of the work that is useable to the City, the cost to the City of employing another firm to complete
the useable work, and other factors will affect the value to the City of the work performed at the
time of default. Neither party shall be entitled to any lost or anticipated profits for work
terminated for default hereunder.
The termination of this Agreement for default shall extinguish all rights, duties, and
obligations of the terminating Party and the terminated Party to fulfill contractual obligations.
Termination under this section shall not relieve the terminated party of any obligations or
liabilities which occurred prior to termination.
Nothing contained in this section shall require the City to pay for any work which it
deems unsatisfactory, or which is not performed in compliance with the terms of this Agreement.
11.0 NON -SOLICITATION
Except as may be otherwise agreed in writing, during the term of this Agreement and for
twelve (12) months thereafter, neither the City nor Consultant shall offer employment to or shall
employ any person employed then or within the preceding twelve (12) months by the other or
any affiliate of the other if such person was involved, directly or indirectly, in the performance of
this Agreement. This provision shall not prohibit the hiring of any person who was solicited
solely through a newspaper advertisement or other general solicitation.
12.0 INDEPENDENT CONTRACTOR STATUS
Consultant is an independent contractor, and is not the City's employee. Consultant's
employees or subcontractors are not the City's employees. This Agreement does not create a
partnership, employer -employee, or joint venture relationship. No party has authority to enter
into contracts as agent for the other party. Consultant and the City agree to the following rights
consistent with an independent contractor relationship:
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(1) Consultant has the right to perform services for others during the term hereof.
(2) Consultant has the sole right to control and direct the means, manner and method
by which it performs its services required by this Agreement.
(3) Consultant has the right to hire assistants as subcontractors, or to use employees
to provide the services required by this Agreement.
(4) Consultant or its employees or subcontractors shall perform services required
hereunder, and the City shall not hire, supervise, or pay assistants to help
Consultant.
(5) Neither Consultant nor its employees or subcontractors shall receive training from
the City in skills necessary to perform services required by this Agreement.
(6) City shall not require Consultant or its employees or subcontractors to devote full
time to performing the services required by this Agreement.
(7) Neither Consultant nor its employees or subcontractors are eligible to participate
in any employee pension, health, vacation pay, sick pay, or other fringe benefit
plan of the City.
13.0 CONFIDENTIALITY AND MATERIALS OWNERSHIP
Any and all programs, data, or other materials furnished by the City for use by Consultant
in connection with services to be performed under this Agreement, and any and all data and
information gathered by Consultant, shall be held in confidence by Consultant as set forth
hereunder. Each party agrees to take reasonable measures to preserve the confidentiality of any
proprietary or confidential information relative to this Agreement, and to not make any use
thereof other than for the performance of this Agreement, provided that no claim may be made
for any failure to protect information that occurs more than three (3) years after the end of this
Agreement.
The parties recognize and understand that the City is subject to the Texas Public
Information Act and its duties run in accordance therewith.
All data relating specifically to the City's business and any other information which
reasonably should be understood to be confidential to City is confidential information of City.
Consultant's proprietary software, tools, methodologies, techniques, ideas, discoveries,
inventions, know-how, and any other information which reasonably should be understood to be
confidential to Consultant is confidential information of Consultant. The City's confidential
information and Consultant's confidential information is collectively referred to as "Confidential
Information." Each party shall use Confidential Information of the other party only in
furtherance of the purposes of this Agreement and shall not disclose such Confidential
Information to any third party without the other party's prior written consent, which consent
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shall not be unreasonably withheld. Each party agrees to take reasonable measures to protect the
confidentiality of the other party's Confidential Information and to advise their employees of the
confidential nature of the Confidential Information and of the prohibitions herein.
Notwithstanding anything to the contrary contained herein, neither party shall be
obligated to treat as confidential any information disclosed by the other party (the "Disclosing
Party") which: (1) is rightfully known to the recipient prior to its disclosure by the Disclosing
Party; (2) is released by the Disclosing Party to any other person or entity (including
governmental agencies) without restriction; (3) is independently developed by the recipient
without any reliance on Confidential Information; or (4) is or later becomes publicly available
without violation of this Agreement or may be lawfully obtained by a party from any non-party.
Notwithstanding the foregoing, either party will be entitled to disclose Confidential Information
of the other to a third party as may be required by law, statute, rule or regulation, including
subpoena or other similar form of process, provided that (without breaching any legal or
regulatory requirement) the party to whom the request is made provides the other with prompt
written notice and allows the other party to seek a restraining order or other appropriate relief.
Subject to Consultant's confidentiality obligations under this Agreement, nothing herein shall
preclude or limit Consultant from providing similar services for other clients.
Notwithstanding the foregoing, either party will be entitled to disclose Confidential
Information of the other to a third party as may be required by law, statute, rule or regulation,
including subpoena or other similar form of process, provided that (without breaching any legal
or regulatory requirement) the party to whom the request is made provides the other with prompt
written notice and allows the other party to seek a restraining order or other appropriate relief.
Subject to Consultant's confidentiality obligations under this Agreement, nothing herein shall
preclude or limit Consultant from providing similar services for other clients.
Neither the City nor Consultant will be liable to the other for inadvertent or accidental
disclosure of Confidential Information if the disclosure occurs notwithstanding the party's
exercise of the same level of protection and care that such party customarily uses in safeguarding
its own proprietary and confidential information.
Notwithstanding anything to the contrary in this Agreement, the City will own as its sole
property all written materials created, developed, gathered, or originally prepared expressly for
the City and delivered to the City under the terms of this Agreement (the "Deliverables"); and
Consultant shall own any general skills, know-how, expertise, ideas, concepts, methods,
techniques, processes, software, or other similar information which may have been discovered,
created, developed or derived by Consultant either prior to or as a result of its provision of
services under this Agreement (other than Deliverables). Consultant shall have the right to retain
copies of the Deliverables and other items for its archives. Consultant's working papers and
Consultant's Confidential Information (as described herein) shall belong exclusively to the
Consultant. "Working papers" shall mean those documents prepared by Consultant during the
course of performing the Project including, without limitation, schedules, analyses,
transcriptions, memos, designed and developed data visualization dashboards and working notes
that serve as the basis for or to substantiate the Project. In addition, Consultant shall retain sole
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and exclusive ownership of its know-how, concepts, techniques, methodologies, ideas, templates,
dashboards, code and tools discovered, created or developed by Consultant during the
performance of the Project that are of general application and that are not based on City's
Confidential Information hereunder (collectively, "Consultant's Building Blocks"). To the
extent any Deliverables incorporate Consultant's Building Blocks, Consultant gives City a non-
exclusive, non -transferable, royalty -free right to use such Building Blocks solely in connection
with the deliverables. Subject to the confidentiality restrictions mentioned above, Consultant
may use the deliverables and the Building Blocks for any purpose. Except to the extent required
by law or court order, City will not otherwise use, or sublicense or grant any other party any
rights to use, copy or otherwise exploit or create derivative works from Consultant's Building
Blocks.
City shall have a non-exclusive, non -transferable license to use Consultant's Confidential
Information for City's own internal use and only for the purposes for which they are delivered to
the extent that they form part of the Deliverables.
14.0 WARRANTIES
Consultant represents that all services performed hereunder shall be performed consistent
with generally prevailing professional or industrial standards, and shall be performed in a
professional and workmanlike manner. Consultant shall re -perform any work not in compliance
with this representation.
15.0 LIMITATION OF LIABILITY
Should any of Consultant's services not conform to the requirements of the City or of this
Agreement, then and in that event the City shall give written notification to Consultant;
thereafter, (a) Consultant shall either promptly re -perform such services to the City's reasonable
satisfaction at no additional charge, or (b) if such deficient services cannot be cured within the
cure period set forth herein, then this Agreement may be terminated for default.
In no event will Consultant be liable for any loss, damage, cost or expense attributable to
negligence, willful misconduct or misrepresentations by the City, its directors, employees or
agents.
Neither party's liability, in contract, tort (including negligence) or any other legal or
equitable theory, (a) shall exceed the professional fees paid or due to Consultant pursuant to this
Agreement or (b) include any indirect, incidental, special, punitive or consequential damages,
even if such party has been advised of the possibility of such damages. Such excluded damages
include, without limitation, loss of data, loss of profits and loss of savings of revenue.
16.0 INDEMNIFICATION
Consultant shall save and hold harmless City and its officers and employees from all
claims and liabilities due to activities of his!herlitself and his/her/its agents or employees,
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performed under this Agreement, which are caused by or which result from the negligent error,
omission, or negligent act of Consultant or of any person employed by Consultant or under
Consultant's direction or control.
Consultant shall also save and hold City harmless from any and all expenses, including
but not limited to reasonable attorneys' fees which may be incurred by City in litigation or
otherwise defending claims or liabilities which may be imposed on City as a result of such
negligent activities by Consultant, its agents, or employees.
17.0 ASSIGNMENT AND DELEGATION
The parties each hereby bind themselves, their successors, assigns and legal
representatives to each other with respect to the terms of this Agreement. Neither party may
assign any rights or delegate any duties under this Agreement without the other party's prior
written approval, which approval shall not be unreasonably withheld.
18.0 LOCAL, STATE, AND FEDERAL TAXES
Consultant shall pay all income taxes, and FICA (Social Security and Medicare taxes)
incurred while performing services under this Agreement. The City will not do the following:
(1) Withhold FICA from Consultant's payments or make FICA payments on its
behalf,
(2) Make state and/or federal unemployment compensation contributions on
Consultant's behalf; or
(3) Withhold state or federal income tax from any of Consultant's payments.
If requested, the City shall provide Consultant with a certificate from the Texas State
Comptroller indicating that the City is a non-profit corporation and not subject to State of Texas
Sales and Use Tax.
19.0 COMPLIANCE WITH LAWS, CHARTER, AND ORDINANCES
A. Consultant, its consultants, agents, employees and subcontractors shall use best
efforts to comply with all applicable federal and state laws, the Charter and Ordinances of the
City of Round Rock, as amended, and with all applicable rules and regulations promulgated by
local, state and national boards, bureaus and agencies. Consultant shall further obtain all permits,
licenses, trademarks, or copyrights required in the performance of the services contracted for
herein, and same shall belong solely to the City at the expiration of the term of this Agreement.
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B. In accordance with Chapter 2271, Texas Government Code, a governmental entity
may not enter into a contract with a company for goods and services unless the contract contains
written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott
Israel during the term of a contract. The signatory executing this Agreement on behalf of
Consultant verifies Consultant does not boycott Israel and will not boycott Israel during the term
of this Agreement.
C. In accordance with Chapter 2274, Texas Government Code, a governmental entity
may not enter into a contract with a company with at least ten (10) full-time employees for a
value of at least One Hundred Thousand and No! 100 Dollars ($100,000.00) unless the contract
has a provision verifying that it: (1) does not have a practice, policy, guidance, or directive that
discriminates against a firearm entity or firearm trade association; and (2) will not discriminate
during the term of the contract against a firearm entity or firearm trade association. The signatory
executing this Agreement on behalf of Consultant verifies Consultant does not have a practice,
policy, guidance, or directive that discriminates against a firearm entity or firearm trade
association, and it will not discriminate during the term of this Agreement against a firearm
entity or firearm trade association.
D. In accordance with Chapter 2274, Texas Government Code, a governmental entity
may not enter into a contract with a company with at least ten (10) full-time employees for a
value of at least One Hundred Thousand and N000 Dollars ($100,000.00) unless the contract
has a provision verifying that it: (1) does not boycott energy companies; and (2) will not boycott
energy companies during the term of this Agreement. The signatory executing this Agreement on
behalf of Consultant verifies Consultant does not boycott energy companies, and it will not
boycott energy companies during the term of this Agreement.
20.0 FINANCIAL INTEREST PROHIBITED
Consultant covenants and represents that Consultant, its officers, employees, agents,
consultants and subcontractors will have no financial interest, direct or indirect, in the purchase
or sale of any product, materials or equipment that will be recommended or required hereunder.
21.0 DESIGNATION OF REPRESENTATIVES
The City hereby designates the following representative authorized to act on its behalf
with regard to this Agreement:
Michael Thane
Utilities Director
Utilities and Environmental Services
3400 Sunrise Road
Round Rock, TX 78665
(512) 218-3236
mthane(@roundrocktexas. og_v
IL
22.0 NOTICES
All notices and other communications in connection with this Agreement shall be in
writing and shall be considered given as follows:
(1) When delivered personally to recipient's address as stated herein; or
(2) Three (3) days after being deposited in the United States mail, with postage
prepaid to the recipient's address as stated in this Agreement.
Notice to Consultant:
Angie Flores
Vice President
Raftelis Financial Consultants, Inc.
3755 Capital of Texas Highway, Suite 290
Austin, TX 78740
(512) 790-2108
aflores@raftelis.com
Notice to City:
City Manager, City of Round Rock
221 East Main Street
Round Rock, TX 78664
AND TO:
Stephanie L. Sandre, City Attorney
309 East Main Street
Round Rock, TX 78664
Nothing contained in this section shall be construed to restrict the transmission of routine
communications between representatives of the City and Consultant.
23.0 APPLICABLE LAW, ENFORCEMENT, AND VENUE
This Agreement shall be enforceable in Round Rock, Texas, and if legal action is
necessary by either party with respect to the enforcement of any or all of the terms or conditions
herein, exclusive venue for same shall lie in Williamson County, Texas. This Agreement shall
be governed by and construed in accordance with the laws and court decisions of Texas.
24.0 EXCLUSIVE AGREEMENT
The terms and conditions of this Agreement, including exhibits, constitute the entire
agreement between the parties and supersede all previous communications, representations, and
agreements, either written or oral, with respect to the subject matter hereof. The parties
expressly agree that, in the event of any conflict between the terms of this Agreement and any
other writing, this Agreement shall prevail. No modifications of this Agreement will be binding
on any of the parties unless acknowledged in writing by the duly authorized governing body or
representative for each party.
25.0 DISPUTE RESOLUTION
The City and Consultant hereby expressly agree that no claims or disputes between the
parties arising out of or relating to this Agreement or a breach thereof shall be decided by any
arbitration proceeding, including without limitation, any proceeding under the Federal
Arbitration Act (9 USC Section 1-14) or any applicable state arbitration statute.
26.0 SEVERABILITY
The invalidity, illegality, or unenforceability of any provision of this Agreement or the
occurrence of any event rendering any portion of provision of this Agreement void shall in no
way affect the validity or enforceability of any other portion or provision of this Agreement. Any
void provision shall be deemed severed from this Agreement, and the balance of this Agreement
shall be construed and enforced as if this Agreement did not contain the particular portion of
provision held to be void. The parties further agree to amend this Agreement to replace any
stricken provision with a valid provision that comes as close as possible to the intent of the
stricken provision. The provisions of this Article shall not prevent this entire Agreement from
being void should a provision which is of the essence of this Agreement be determined void.
27.0 STANDARD OF CARE
Consultant represents that it is specially trained, experienced and competent to perform
all of the services, responsibilities and duties specified herein and that such services,
responsibilities and duties shall be performed, whether by Consultant or designated
subconsultants, in a manner acceptable to the City and according to generally accepted business
practices.
28.0 GRATUITIES AND BRIBES
City, may by written notice to Consultant, cancel this Agreement without incurring any
liability to Consultant if it is determined by City that gratuities or bribes in the form of
entertainment, gifts, or otherwise were offered or given by Consultant or its agents or
representatives to any City Officer, employee or elected representative with respect to the
performance of this Agreement. In addition, Consultant may be subject to penalties stated in
Title 8 of the Texas Penal Code.
29.0 RIGHT TO ASSURANCE
Whenever either party to this Agreement, in good faith, has reason to question the other
party's intent to perform hereunder, then demand may be made to the other party for written
assurance of the intent to perform. In the event that no written assurance is given within the
reasonable time specified when demand is made, then and in that event the demanding party may
treat such failure an anticipatory repudiation of this Agreement.
30.0 MISCELLANEOUS PROVISIONS
Time is of the Essence. Consultant agrees that time is of the essence and that any failure
of Consultant to complete the services for each Phase of this Agreement within the agreed
Project schedule may constitute a material breach of the Agreement.
Consultant shall be fully responsible for its delays or for failures to use reasonable efforts
in accordance with the terms of this Agreement. Where damage is caused to City due to
Consultant's failure to perform in these circumstances, City may withhold, to the extent of such
damage, Consultant's payments hereunder without a waiver of any of City's additional legal
rights or remedies. City shall render decisions pertaining to Consultant's work promptly to avoid
unreasonable delays in the orderly progress of Consultant's work.
Force Majeure. Notwithstanding any other provisions hereof to the contrary, no failure,
delay or default in performance of any obligation hereunder shall constitute an event of default
or breach of this Agreement, only to the extent that such failure to perform, delay or default
arises out of causes beyond control and without the fault or negligence of the party otherwise
chargeable with failure, delay or default; including but not limited to acts of God, acts of public
enemy, civil war, insurrection, riots, fires, floods, explosion, theft, earthquakes, natural disasters
or other casualties, strikes or other labor troubles, which in any way restrict the performance
under this Agreement by the parties.
Section Numbers. The section numbers and headings contained herein are provided for
convenience only and shall have no substantive effect on construction of this Agreement.
Waiver. No delay or omission by either party in exercising any right or power shall
impair such right or power or be construed to be a waiver. A waiver by either party of any of the
covenants to be performed by the other or any breach thereof shall not be construed to be a
waiver of any succeeding breach or of any other covenant. No waiver of discharge shall be valid
unless in writing and signed by an authorized representative of the party against whom such
waiver or discharge is sought to be enforced.
Multiple Counterparts. This Agreement may be executed in multiple counterparts,
which taken together shall be considered one original. The City agrees to provide Consultant
with one fully executed original.
[Signatures on the following page.]
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IN WITNESS WHEREOF, the parties have executed this Agreement on the dates
hereafter indicated.
City of Round Rock, Texas
By:
Printed Name: ��c "A"
Title: AD- `
Date Signed: 3 0
For City, Attest:
ByAMeagan
Spin , City Ci k
For City, Approved as to Form:
By: -
Step ante L. Sandre, City Attorney
II
Raftelis Financial Consultants, Inc.
Printed Name: Angie Flores
Title: Vice President
Date Signed: 317/2024
R RAFTELIS
EXHIBIT A
SCOPE OF SERVICES
Project Work Plan
The tasks of our proposed project scope are summarized below and based on our understanding of the project
expectations for the Utility Cost of Service Rate Study. Although we have listed these tasks consecutively, many
will overlap and be conducted concurrently.
Task 1: Project Development and Management
This task provides a solid foundation for the project. During the kick-off meeting, all aspects of the project will
be discussed, including the primary objectives of the City, final deliverables, and ongoing project management.
In addition, Raftelis will discuss the pricing and rate -setting objectives to understand better what the City would
like to achieve through its rate structure.
The proposed project approach entails several interrelated work efforts that will require effective coordination
between the Project Team and the utility staff. Our project management approach stresses communication,
teamwork, objectivity, and accountability for meeting project objectives. This includes general administrative
duties, including client correspondence, billing, project documentation, and administration of the study control
plan. This provides consistent and competent project management to ensure that all deadlines and objectives are
promptly and efficiently met. We believe in a no -surprises approach so that the client is always aware of the
status of the project.
Task 2: Financial Planning and Rate Model Update (includes Water, Wastewater, and Drainage)
Raftelis will use the most recent model developed for the FY 2024 rate case. This will minimize the cost of
developing a new model. The FY 2024 rate case model is populated with the FY 2024 budget, actual expenses
through the end of FY 2022, debt service for all bond issues issued through FY 2022, and the FY 2022 Capital
Improvement Plan. For this update, the actual O&M and capital (CIP) expenses, debt service, and retail
consumption will be updated through the end of FY 2022. Actual revenues from the wholesale class will also be
updated for purposes of establishing the retail revenue requirement.
For drainage, Raftelis will use the most recent model developed in 2017. The update will consider the FY 2025
budget. Raftelis will discuss the appropriate historical data to be included in the model with the City.
Task 3: Comprehensive Financial Planning and Revenue Requirement Determination (includes Water,
Wastewater and Drainage)
Raftelis will collect, analyze, and forecast all operating expenditures, capital expenditures, debt service, and
miscellaneous items to be included in comprehensive ten-year water, wastewater, and stormwater financial
plans for the ten-year study period 2025 — 2034. The projections in each financial plan will be developed in
consultation with the utility and will focus on determining the rate revenue required to fund utility operations,
meet target reserve balances, comply with debt service coverage rates, and ensure long-term financial viability.
The financial plan will be incorporated as a module in the Rate Model, discussed in Task 2.
3755 S. Capital of Texas Highway, Suite 290, Austin, TX 78704
www.raftelis.:::.M
q RAFTELIS
Task 4: Water Cost Allocation and Rate Development
Raftelis will review existing methodologies for compliance with industry -accepted approaches during this task.
In our own analysis, Raftelis will use a multi -step cost allocation methodology based on AWWA standard
processes to allocate FY 2025, FY 2026, and FY 2027 water utility revenue requirements to each water
customer class based on the proportionate demands they impose on the water utility system and to determine
the specific revenue requirement for each water service customer class.
Additionally, the existing demand and financial relationships, such as subsidies, between classes will be
reviewed and will be determined if existing practices should continue or be revised to reflect new objectives or
data -driven changes.
A customer impact analysis will be completed to compare existing and proposed rates.
Task 5: Wastewater Cost Allocation and Rate Development
Similarly, Raftelis will review the existing wastewater allocation. For an updated calculation of wastewater cost
of service, Raftelis will conduct a multi -step cost allocation methodology based on WEF standard processes to
allocate FY 2025, FY 2026, and FY 2027 wastewater utility revenue requirements to each customer class based
on the proportionate demands they impose on the wastewater utility system and determine the specific revenue
requirement for each wastewater service customer class. Similar to the water cost allocation, Raftelis will
examine existing customer classes and review the existing relationships between customer classes.
A customer impact analysis will be completed to compare existing and proposed rates.
Task 7: Benchmarking Study
The Study will include a benchmarking analysis to compare and benchmark the proposed rate structure and
rates developed for the City with relevant neighboring communities and utilities of comparable size and service
characteristics. Raftelis will use the list from the last study and any additional communities identified by the
City.
Task S: Study Deliverables and Presentation of Results
Raftelis will document the Study's methodology and results in a formal report. Raftelis will assist the City in
drafting relevant policy and procedural language should any changes be necessary. As previously stated, the
Rate Model will be a formal deliverable and accompany the final report. Raftelis will create a PowerPoint
presentation summarizing the study results and will present it to the City Council.
3755 S. Capital of Texas Highway, Suite 290, Austin, TX 78704
www.rattelis : om
R RAFTELIS
TASKS
1. Project Development and
Management
2. Financial Planning and Rate
Model Update (WIWW/Drainage)
3. Comprehensive Financial
Planning and Revenue
Requirement (WIWW/Drainage)
4. Water Cost Allocation and Rate
Development
S. Wastewater Cost Allocation and
Rate Development
7. Benchmarking Study
8. Study Deliverables and
Presentation of Results
In -person Meetings
— Web Meetings
— Detiverabtes
EXHIBIT B
WORK SCHEDULE
2024
FEB MAR APR MAY
r - -
JUN JUL AUG SEP
3755 S. Capital of Texas Highway, Suite 290, Austin, TX 78704
www.raftelis cam
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EXHIBIT C
FEE SCHEDULE
Haura
Web In -person
Tasks
Meetings ; Meetings
AF
JR
CONS Total
1. Project Development and
1
S
3
4 16
Management
I
2. Financial Planning and Rate Model
1
2
16
32 50
Update (WANWIDrainage)
3. Comprehensive Financial Planning
and Revenue Requirement
2
2
as
IA y0
(WAMWIDrainage)
4. Water Cost Allocation and Rate
2
2
B
20
Development
.30
5. Wastewater Cost Allocation and Rate
2
2
Development
6
20 3a
7. Benchmarking Study
2
9 1C
8. Study Deliverables and Presentation
2 i
6
1a
N 04
of Results
Total Meetings l Hour
10 1
24
94
172 290
Hourly Billing Rate
$360
$285
$220
Total Professional Fees
$0,640
$26,790
$37.840 $73,270
AF - Angre Flores
Total Fees
JR - Justin Rasor
CONS - Consultant
Total Expenses
Total Fees & Expenses
Total Fees &
Expenses
$6,060
$12.820
$22,640
$7,700
$7,700
$2,430
$18,029
$73,270
$3,009
3755 S. Capital of Texas Highway, Suite 290, Austin, Tx 78704
www raftelis Com
q RAFTELIS
HOURLY RATES
Position
Hourly Rate
Chairman of the Board
$500
Chief Executive Officer
$450
Executive Vice President
$400
Vice President
$360
Senior Manager
$320
Principal Consultant
$295
Manager
$285
Software Developer/Manager
$285
Senior Consultant
$250
Senior Software Developer
$250
Consultant
$220
Software Developer 1 Consultant
$220
Creative Director
$220
Junior Software Developer 1 Associate
$185
Associate Consultant
$185
Visual Facilitator
$220
Graphic Designer
$160
Analyst
$135
GIS Specialist
$115
Administration
$100
3765 S. Capital of Texas Highway, Suite 290, Austin, TX 78704
www_raftelis.com
EXHIBIT D
CERTIFICATE OF INSURANCE
Client#: 1722483
RAFTEFIN
ACORD. CERTIFICATE OF LIABILITY INSURANCE
DTr
1/09/2100fYYYY)
/09/2024
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must have ADDITIONAL INSURED provisions or be endorsed.
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on
this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s).
PRODUCER
USI Insurance Svcs, Charlotte
6100 Fairview Road Ste 1400
CONTACT
NAME: Brad Christensen
PHONE
A+ No Ext : A!C No):
E-MAIL ADDRESS: brad.christensen@usi.com
Charlotte, NC 28210
800 868-8834
INSURER(S) AFFORDING COVERAGE
NAIC N
INSURER A: National Fire Insurance Co. of Hartford
20478
INSURED
Raftelis Financial Consultants, Inc.
227 West Trade Street, Ste. 1400
Charlotte, NC 28202
INSURER B : Continental Insurance Company
35289
INSURER C : American Casualty Company of Reading PA
20427
Continental Casuals Company
INSURER D : Y P Y
20443
INSURER E
INSURER F
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
LTRR
TYPE OF INSURANCE
ADDLSUBR
N R
WVD
POLICY NUMBER
MMIUIDiYYYY
MMLDDJYYYY
LIMITS
A
X
COMMERCIAL GENERAL LIABILITY
6076000011
D1/21/2024
01/21/2025
EACH OCCURRENCE
$1 000 000
CLAIMS. MADE [ X OCCUR
PREMISES Eaotturrence
$500000
MED EXP (Any one person)
$15,000
PERSONAL $ ADV INJURY
$ I ,000,000
GEN'L
AGGREGATE LIMIT APPLIES PER,
GENERAL AGGREGATE
$ 2,000,000
POLICY E � I f LOG
PRODUCTS - COMPIOP AGO
s2,000,000
$
OTHER:
D
AUTOMOBILE
LIABILITY
BUA6076000025
1/21/2024
01/21/202
COMBINED SINGLE LIMIT
Ea accident
1,000,000
BODILY INJURY (Per person)
$
ANY AUTO
OWNED SCHEDULED
AUTOS ONLY AUTOS
NON -OWNED
AUTOS ONLY Ix AUTOS ONLY
X
BODILY INJURY (Per accident)
$
PROPERTY DAMAGE
Per acpdenl
$
$
B
X
UMBRELLA LIAR NX
OCCUR
CUE6076000039
1/21/2024
01/21/202
EACH OCCURRENCE
$5 000 000
AGGREGATE
$5,000,000
EXCESS LIAB
CLAIMS -MADE
DED I X I RETENTION $10000
$
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY
ANY PROPRIETORIPARTNERIEXECUTIVE Y I N
OFFICERVEMBER EXCLUDED?
N A
01/21/202
01121 /202
X IsPTEARTuIE OTH
_
C
WC6076305637
WC6076000042 - CA
1/21/2024
1/21/2024
E L EACH ACCIDENT
$1 OOO,OOO
E L DISEASE EA EMPLOYEE
(Mandatory in NH)
$1 000 000
II yes. describe under
DESCRIPTION OF OPERATIONS below
E L DISEASE - POLICY LIMIT
$1 ,000,000
D
Professional
652071235
1/21/2024
01/21/2025
$5,000,000 Aggregate
$5,000,000 Occurrence
�
-
3/4/1994 Retro Date
_L
DESCRIPTION OF OPERATIONS! LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be stlached It more apace Is required)
City of Round Rock is included as additional insured with respect to General Liability, Automobile
Liability and umbrella will follow form. 30 day notice of cancellation will be given except for non-payment
of premium will be 10 days if required by written contract.
City Manager
City of Round Rock
221 E. Main Street
Round Rock, TX 78664
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORIZED REPRESENTATIVE
paw 4- 9
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