request for proposals (rfp)...rfp closing date and time february 22, 2012 3:00:00pm local t ime...

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REQUEST FOR PROPOSALS (RFP)

Title: 2012 District of Mission Core Services Review

RFP Reference No.: 2012-001

Important dates and times to note:

RFP Issue Date January 24, 2012

Deadline for Enquiries February 10, 2012

RFP Closing Date and time February 22, 2012

3:00:00PM local time

Anticipated Contract Award March 12, 2012

Execution of the Core Services

Review

March 13, 2012 – June 13,

2012.

REQUEST FOR PROPOSAL No. 2012 – 001

2012 DISTRICT OF MISSION CORE SERVICES REVIEW

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TABLE OF CONTENTS

PART A — OVERVIEW OF PROJECT

1.0 Definitions ....................................................................................................................... 4 2.0 Overview ........................................................................................................................ 5 3.0 General Background and Objectives .............................................................................. 5 4.0 Project Budget ................................................................................................................ 6 5.0 Project Roles and Responsibilities .................................................................................. 6

PART B — INSTRUCTIONS TO PROPONENTS

1.0 Instructions to Proponents .............................................................................................. 7 2.0 Proposal Content and Format ......................................................................................... 9 3.0 Evaluation and Selection ................................................................................................ 9 4.0 Draft Contract Appended to this RFP .............................................................................12 5.0 General Terms and Conditions of this RFP ....................................................................12

APPENDIX:

Appendix “A” – Project Roles & Responsibilities ................................................................14

SCHEDULES:

Schedule “A” - Terms of Reference and Deliverables 1.0 District of Mission Background ...............................................................................15 2.0 Purpose of the Core Services Review ....................................................................15 3.0 Objectives of the Core Services Review ................................................................15 4.0 Project Workplan ...................................................................................................16 5.0 Base Terms of Reference ......................................................................................16 6.0 Value-Added Terms of Reference ..........................................................................17 7.0 Deliverables ...........................................................................................................18 8.0 Scope ....................................................................................................................18 9.0 District Support and Resources .............................................................................19 10.0 Consultant Services ...............................................................................................19 11.0 Schedule................................................................................................................20

Schedule “B” - Proposal Content and Format 1.0 Covering Letter .....................................................................................................21 2.0 Table of Contents .................................................................................................21 3.0 Company Profile ...................................................................................................21 4.0 Key Personnel and References ............................................................................21 5.0 Understanding of the Objectives of the Core Services Review ..............................21 6.0 Proposed Methodology .........................................................................................22 7.0 Detailed Project Workplan.....................................................................................22 8.0 District of Mission Resources Required.................................................................22 9.0 Other Schedules to be Submitted .........................................................................23 10.0 Value-Added Services ..........................................................................................23



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Schedule “C” – Financial Offering 1.0 Pricing ..................................................................................................................24

Schedule “D” – Statement of Deviations and/or Variations .................................................25

Schedule “E” – Named Sub-Consultants ..............................................................................26

Schedule “F” – Project Workplan Template ..........................................................................27

Schedule “G” – Draft Contract ...............................................................................................28



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PART A

OVERVIEW OF PROJECT

1.0 Definitions

In this Request for Proposal (RFP) the following definitions apply:

“Closing Date and Time” has the meaning set out and disclosed on the cover page of this RFP;

“Consultant” means the Preferred Proponent that the District enters into a Contract with for the services;

“Contract” means a formal written agreement formed between the Preferred Proponent and the District by way of the District issuing a purchase order, or by execution of a contract document.

“Core Services Review Taskforce” means a committee consisting of four (4) members of Council that has been tasked with facilitating or overseeing the Core Services Review on behalf of the Council.

“Deliverables” means the specific products and outcomes that the District and the Consultant agree will result from the Core Services Review to be undertaken;

“District” means the District of Mission;

“Draft Contract” means the Draft Contract attached to this RFP as Schedule “G”;

“Core Services Review” means a review of the District’s current operations and service delivery for the purpose of identifying opportunities for streamlining and thereby achieving cost efficiencies and service improvements;

“Preferred Proponent(s)” means the Proponent(s) selected by the evaluation team to enter into negotiations for a Contract;

“Primary Staff Contact” means the person named in Part B, Instructions to Proponents, section 1.5;

“Project” means the Core Services Review that is the subject of this RFP (also see “Review”);

“Proponent(s)” means an entity or person that submits a Proposal(s);

“Proposal(s)” means a Proposal submitted in response to this RFP;

“Review” means the Core Services Review that is the subject of this RFP (also see “Project”);

“RFP” means this Request for Proposals;

“Services and Programs” means the main functions that are being undertaken by District departments and other organizations in providing public services to the citizens, taxpayers, residents, and businesses of Mission;



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“Sub-Consultants” means the sub-consultants that the Proponent proposes to use to carry out the Deliverables; and

“Terms of Reference” means the Consultant services that the District is proposing in order to meet its stated objectives.

2.0 Overview

2.1 This Request for Proposal (RFP) identifies a business opportunity to conduct a Core Services Review for the District of Mission (District) on behalf of the elected Council of the District. The Terms of Reference and Deliverables for the Core Services Review are disclosed within Schedule A, Terms of Reference and Deliverables.

2.2 Proponents are encouraged to read this RFP document thoroughly and to submit any questions as per Part B, Instructions to Proponents (1.5), before the deadline for enquiries.

2.3 The Terms of Reference and Deliverables as stated in this RFP are as envisioned by the District at the time of writing of this RFP, but may change or be refined as per Proposals received, during discussions and negotiations.

3.0 General Background and Objectives

3.1 General Background Information

The District has experienced significant growth and development over the last decade or so. In response, the organization has matured, evolved and grown. All of the newly elected Council ran as members of the Citizens for Responsible Municipal Government (CRMG), pledging to hold the line on spending and taxes, and promising to undertake a Core Services Review as a guide to achieving tax relief and financial sustainability. With a strong electoral mandate, Council is now moving to fulfill this commitment by initiating a study to examine the organization to ensure that the District’s services/programs and structure are as efficient and cost-effective as possible and at the same time are addressing the needs and financial realities of Mission’s citizens and taxpayers. To facilitate this Review, Council has formed a Core Services Review Task Force (Task Force).

The District, like other local governments and organizations, needs to periodically ensure that it is meeting the needs of its constituents and customers, and ensure that it is adjusting to its external environment including the present day economic environment and outlook. One of the realities of this environment is that Mission’s taxpayers cannot continue to support the year over year tax increases that Mission has experienced over the past few years. As such, the District needs to streamline its operations and processes so that it is delivering Services and Programs that provide maximum benefit and value to its taxpayers and citizens at the least possible cost. At the same time, the District needs to achieve a balance between the present and the future so that future generations are not saddled with an untenable financial burden.

The District of Mission, which has a population of approximately 37,500 residents, is located in the Fraser Valley area of British Columbia (BC) on the north side of the Fraser River adjacent to the District of Maple Ridge and in close proximity to the City of Abbotsford.



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The District of Mission is an incorporated municipality under the BC Community Charter which employs approximately 350 staff members (includes part-timers, casuals, etc.) The District’s 2012 draft operating budget is $60 million and its draft capital budget for 2012 is $13 million.

The District is somewhat unique in that in addition to the normal localized services provided by a municipality, it also participates in regional water supply, sewage treatment and recycling services with the City of Abbotsford. The District is a member of the Fraser Valley Regional District (FVRD). In addition, the District is a member of Fraser Valley Regional Library system (FVRL) and provides joint transit services together with the City of Abbotsford. The District also operates a unique forestry business enterprise.

3.2 Objectives of this RFP

3.2.1 The primary objective of this RFP is to select the Proponent with the best combination of capability and experience to efficiently and cost-effectively undertake and successfully complete the Core Services Review

3.2.2 To receive Proposals that include sufficiently detailed information, including for example, a detailed project plan, so as to facilitate a timely and thorough evaluation process. Please reference Schedule “B”, Proposal Content and Format, for detailed information in regards to the proposal submission

3.2.3 To select a Preferred Proponent(s), in the District’s sole opinion, and negotiate a mutually agreeable Contract in a timely fashion facilitating the timely execution of the Core Services Review.

3.3 General Objectives of the Core Services Review

In general, to have an expert Consultant review the District’s operations and service delivery to identify cost saving opportunities and areas for potential improvements, as per the agreed upon Project plan and Contract. This includes, for example, a review of the District’s organizational structure, the size of its workforce and its costs and services.

Please reference Schedule “A”, Terms of Reference and Deliverables, for a more detailed listing of the specific objectives of the Core Services Review.

4.0 Project Budget

The District of Mission is expecting this Project to cost in the range of $60,000 to $90,000.

The proposed scope of work may have to be adjusted to ensure that the cost of the services remains within budget. The Proponent should identify possible changes in the scope of work proposed, if needed, in order to keep the Project within budget.

5.0 Project Roles and Responsibilities

Please reference attached Appendix “A” for detail information regarding Project roles and responsibilities.



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PART B

INSTRUCTIONS TO PROPONENTS

1.0 Instructions to Proponents

1.1 Closing Time and Address for Proposal Delivery

All Proposals should be clearly labelled with the Proponent’s name, address, and RFP title

and reference number, as shown on the title page and should be received:

a) At the office of Purchasing Department as follows:

By Courier or hand: The District of Mission Purchasing Department

Public Works Building

33835 Dewdney Trunk Road

Mission, BC V2V 4L9

Or

By Canada Post: The District of Mission Purchasing Department

Box 20, Mission, BC V2V 4L9

b) On or before that date and time as noted on the cover page of this RFP

document.

Note: The District is not responsible for Proposals delivered to a wrong address, or that are not received before the Closing Date and Time. It is the sole responsibility of each Proponent to ensure their Proposal(s) is/are received as intended (complete). Proponents submitting Proposals close to the Closing Date and Time do so at their own risk as late Proposals may not be considered or evaluated.

1.2 Number of Copies Proponents should submit eight (8) copies (one original and 7 copies) in printed form of their Proposal. We ask that the original copy of the Proposal be clearly identified and NOT be bound in any way to allow for further copies to be made if required for evaluation purposes.

1.3 Late Proposals

Late Proposals may not be opened or considered for contract award, at the discretion of the District.



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1.4 Amendments to Proposals Written amendments to Proposals will be accepted and should be delivered, in writing, to the location set out in Part B (1.1) of this RFP.

1.5 Enquiries and District’s Representative

All enquiries related to this RFP should be directed in writing to the Primary Staff Contact

as noted below:

Mr. Ken Bjorgaard

Director of Finance

[email protected]

Enquiries should be made in writing no later than February 10, 2012, as noted on the

cover page of this RFP. The District reserves the right to not respond to inquiries made

after this date. Inquiries and responses will be recorded and may be distributed (at the

discretion of the District) as per section 1.6 of Part B of this RFP.

1.6 Addenda

If deemed necessary by the District, responses to any questions received and/or any

additional information will be issued in the form of a written addenda.

Addenda, if any, will be posted on the District’s website as noted below up to the Closing

Date and Time. It is the sole responsibility of each Proponent to check for addenda posted.

It is assumed that each Proponent submitting a Proposal will have received any and all

addendum as posted on District’s website up to the Closing Date and Time.

http://www.mission.ca/municipal-hall/departments/purchasing/bid-tender-opportunities/

1.7 Examination of RFP Document(s)

Proponents will be deemed to have carefully examined all RFP documents, including all

appendices, schedule(s), addendums, etc., prior to preparing and submitting a Proposal.

1.8 Presentations or Interviews may be Required

The District reserves the right to interview and/or request presentations from any Proponents submitting a Proposal. Any presentation or interview conducted will form part of the Proponent’s Proposal and will be evaluated as such.

1.9 Opening of Proposals

There will NOT be a public opening as part of this RFP process.

mailto:[email protected]

http://www.mission.ca/municipal-hall/departments/purchasing/bid-tender-opportunities/



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2.0 Proposal Content and Format

Proponents are strongly urged to follow the format and content and to include sufficiently detailed information as outlined in Schedule “B” (Proposal Content and Format) to allow for a thorough, detailed and timely evaluation of responses.

Proponents may not have further opportunity to provide additional information and may have their Proposal(s) evaluated on the basis of the Proposal(s) as received, without opportunity to provide further information.

3.0 Evaluation and Selection

3.1. General

The evaluation of Proposals will be conducted at the District’s sole discretion and may include consultation with others, references, industry research, etc. Any information obtained by the District, whether provided by the Proponent or not, may be used in the evaluation process.

The District intends to evaluate proposals based on the best overall value to the District, at its sole discretion.

The District is not obligated to complete a detailed evaluation of all Proposals and may, at its discretion, after completing a preliminary review of all the Proposals, identify and drop from the detailed evaluation any Proposal that the District deems is not in contention to be recommended for final selection.

Contract award, if any, is subject to the District’s policies, procedures and bylaws, including funding approval, and will require approval by the elected Council of the District of Mission.

3.2. Evaluation Process

There will be a two part evaluation process for this RFP as follows:

a) Pass / Fail Test. Proposals will first undergo a pass fail test where the evaluation committee will look to see if the:

Proposal contains the necessary content, structure and detail to effectively and efficiently evaluate it;

Proponent has demonstrated that they or their team have the required level of skills, expertise, experience, qualifications, etc., to successfully execute the Core Services Review; and

Information and level of detail in the Project plan submitted is sufficient.

b) Detailed evaluation: Proposals passing the initial pass/fail test will receive a detailed evaluation based on:

Overall Proposal quality, content, format;

Financial offering including, but not limited to unit, lump sum or other types of price offerings including any additional reimbursable costs that may apply, early payment discounts, add-on services offered at reduced or no cost for consideration;



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Demonstrated qualifications, experience, expertise, of the Proponent (including but not limited to their partners, employees, sub-contractors who are proposed to execute all or any parts of the Core Services Review);

Qualifications, experience, education of the key persons of the Proponent to be executing the services;

Performance and experience on similar projects;

Any and all aspects of the detailed project plan included with the Proposal;

Results of any interview or presentation conducted;

References, named or otherwise;

Value added offerings; and

Any other relevant criteria at the sole discretion of the District.

The above list is not intended to be an exhaustive or comprehensive list but rather a general guideline of what may be considered during the detailed evaluation process.

The District may, at its discretion, request clarifications or additional information from a Proponent(s), and the District may make such requests to selected Proponent(s) only. The District may consider such clarifications or additional information in evaluating a Proposal.

Proponents are advised that no information relating to our process will be given out after the closing date or while the evaluation and selection process is underway. Proponents are asked to refrain from contacting the District during the evaluation process.

Proponents will be advised of the outcome of the process after it is concluded, whether by the award of a Contract or by cancelling the RFP process without Contract award. Once a Contract is awarded, the name of the contracted party only will be disclosed to anyone that inquires.

At the conclusion of the RFP process, Proponents may request a debriefing including a review of the process, and how their Proposal was scored. The District will only discuss the merits of the Proponent’s Proposal(s) and will not discuss the merits of other Proposals received.

3.3. Evaluation Methodology, Criteria and Weighting

3.3.1. Methodology

The District will assign an evaluation committee to evaluate in detail Proposals as per 3.2 above, and to make a recommendation for Contract award to the Core Services Review Task Force.

It is the elected Council of the District who has the authority to approve funding and authorize staff to execute any resulting Contract.



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3.3.2. Criteria and Weighting

Proposals will be evaluated using the evaluation matrix and weightings as noted below:

Topic Weighting

Pass/Fail as per 3.2(a) n/a

General Proposal Quality And Content. 10

Proponent Qualifications, Expertise, etc. 30

Project Approach, Methodology, Project Plan, etc.

40

Financial 15

Value Added 5

3.4. Litigation

In addition to any other provision of this RFP, the District may, at its absolute discretion, reject a Proposal if the Proponent, or any officer or director of the Proponent submitting the Proposal, is or has been engaged directly or indirectly in a legal action against the District, its elected or appointed officers, representatives or employees in relation to any matter.

3.5. Negotiations may Occur with Proponent(s)

If the District selects a Preferred Proponent(s), then the District may:

a) enter into a Contract with the Preferred Proponent(s); or

b) enter into discussions or negotiations with the Preferred Proponent(s) in an attempt to finalize the terms of the Contract(s), including financial terms. If discussions are successful, the District and the Preferred Proponent(s) will finalize the Contract(s); or

c) if at any time the District reasonably forms the opinion that a mutually acceptable agreement is not likely to be reached within a reasonable time, the District will give the Preferred Proponent(s) written notice to terminate discussions, in which event the District may then either open discussions with another Proponent(s) or terminate this RFP without Contract award.



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4.0 Draft Contract Appended to this RFP

The District has appended a Draft Contract as Schedule “G” in this RFP. The District anticipates executing a Contract substantively similar to that of the Draft Contract with the successful Proponent.

Proponents should clearly disclose any suggested or mandatory changes to the Draft Contract within their Proposal as noted in Schedule “D” of this RFP.

5.0 General Terms and Conditions of this RFP

5.1. No District Obligation

This RFP is not a tender call and does not commit the District in any way to select a Preferred Proponent, or to proceed to negotiations for a Contract, or to award any Contract. The District reserves the right to reject all Proposals and to terminate this RFP process at any time.

5.2. No Claim for Compensation

Except as expressly and specifically permitted in these general conditions, no Proponent shall have any claim for any compensation of any kind whatsoever, as a result of participating in this RFP, and by submitting a Proposal, each Proponent shall be deemed to have agreed that it has no claim.

5.3. No Contract

No bid contract “A” will be formed between the District and any Proponent who submits a Proposal(s) in response to this RFP. By submitting a Proposal(s) and participating in this RFP, Proponents expressly agree that no Contract of any kind is formed under, or arises from, this RFP.

5.4. Cost of Preparation

Any cost incurred by Proponents in the preparation of their Proposal(s), including any interviews or presentations required will be borne solely by the Proponent.

5.5. Additional Information, Clarifications, Presentations, Interviews and Negotiation

The District may, at its discretion, request clarifications or additional information from Proponent(s) with respect to any Proposal, and the District may make such requests to selected Proponents only. This may include interviews and/or presentations with one or multiple Proponents. The District may also negotiate with one or multiple Proponents concurrently. The District may consider any additional information obtained as per this section 5.5 when evaluating Proposal(s).

5.6. Conflict of Interest

Proponents should disclose in their Proposal any actual or potential conflicts of interest

and existing business relationships it may have with the District, its elected or appointed

officials or employees. The District may rely on such disclosure.



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5.7. Ownership of Proposals Freedom of Information

All Proposal submissions submitted under this RFP become the property of the District

and will not be returned to the Proponent. The District advises Proponents that parts or all

of their Proposals may be subject to the provisions of British Columbia’s Freedom of

Information and Protection of Privacy (FOIPP) Act and the Community Charter.

Proponents who wish to ensure particular parts of their Proposals are protected from

disclosure under the FOIPP Act should specifically identify any information or records

provided with their Proposals that constitute: a) trade secrets, and/or b) that are supplied

in confidence, and/or c) the release of which could significantly harm their competitive

position. Information that does not meet all three of the foregoing categories may be

subject to disclosure to third parties. Please refer to the Freedom of Information and

Protection of Privacy Act for further information.

5.8. Solicitation

Proponents should not attempt to solicit any members of the elected Council or employees of the District. Any solicitation may result in the Proponent being removed from consideration for Contract award.



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Stakeholders Service recipients (taxpayers, users of facilities, developers, clients, press, etc.)

Service providers (staff, contractors, etc.)

Provide input in regards to District services/programs, etc.

Core Services Review Task Force

Attend any presentations that may be requested from proponents who respond to the

Review request for proposals and recommend a preferred consultant(s) to undertake

the Review to Council, based on evaluation results and a related recommendation

from an evaluation committee

Review draft consulting and staff reports or documents that are related to the

Review, before the same are forwarded to Council

Review, as required, internal and external communications related to the Review

Liaise with a primary staff contact and the chosen consultant(s) as required, to

ensure that the Review remains on track and that a quality product is produced

Primary Staff Contact

Draft RFP and related ToR/deliverables

Review and rate RFP responses together with

other members of the evaluation team and

recommend preferred consultant to Core

Services Review Task Force

Draft consulting contract

Liaise with Core Services Review Task Force

and write progress reports

Work with consultant(s) to ensure

ToR/deliverables are met and that quality work

is produced

Coordinate consultant interactions with

stakeholders (internal and external)

Advisor(s)

Advise on process and deliverables

Evaluated RFP responses together

with other members of the

evaluation team

Participate in Review

Plan, direct and undertake

communications (intent is to

provide concise and timely

information to internal and external

stakeholders regarding objectives,

process, progress, etc.)

Consultant(s)

Propose changes to

ToR/deliverables and

initialize work plan

Produce and present (to

Council and the public)

quality product that meets

final ToR/deliverables

Liaise with Primary Staff

Contact and Core Services

Review Task Force

Council

Approve request for proposal (RFP) including initial terms of reference

(ToR)/deliverables

Approve project roles and responsibilities, and communication plan

Approve final ToR/deliverables

Approve award of consulting contract

Receive interim and final consulting reports and related staff reports

Appendix “A” Project Roles & Responsibilities



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SCHEDULE “A” TERMS OF REFERENCE AND DELIVERABLES

This Schedule identifies the Terms of Reference and key Deliverables to which the District is seeking a solution or response. The Terms of Reference and Deliverables stated in this RFP are as envisioned by the District at the time of writing this RFP, but may evolve after receiving Proposals, and during negotiations with Preferred Proponent(s). Proponents are asked to address, but are not limited in their response to the stated Terms of Reference and Deliverables as noted below.

1.0 District of Mission Background

1.1 Please refer to Part A (3.0) of the RFP for this information.

2.0 Purpose of the Core Services Review

2.1 The purpose of this Core Services Review is to evaluate the District’s organizational structure/resources and related Services and Programs with the view of creating a more efficient and effective organization going forward – one that is proactive at taking advantage of opportunities and strengths and at addressing risks and weaknesses, while providing innovative service delivery and maximum value for taxpayers dollars.

3.0 Objectives of the Core Services Review

3.1. To have an expert Consultant review the District’s operations and service delivery to identify cost saving opportunities and areas for potential improvements as per the agreed Project Workplan. This includes, for example, a review of the District’s organizational structure, the size of its workforce and its costs and services.

3.2. To refocus the organization by raising everyone’s level of awareness as to the purpose and cost-benefit of the District’s Services and Programs; thus creating a renewed commitment to financial sustainability going forward.

3.3. Multiple Stages of review/reporting between the Consultant and the Primary Staff Contact during the Project.

The District feels strongly that by breaking down the Project into stages or milestones, with reporting/review at each stage between the Consultant and the District, the Project will best stay on task, on time, and on budget, and at the same time address the Terms of Reference and Deliverables.

3.4. Research

The District wants to ensure that sufficient research and consultation is done with key stakeholders, e.g. Council, staff, community groups, user groups, customers, clients, etc., both the service providers and the service recipients, in terms of evaluating the District’s Services/Programs, structure, etc.

3.5. To financially quantify savings from opportunities identified during the Project.

3.6. To identify impacts for operations and service delivery resulting from recommendations of the Consultant.

3.7. Development of an executable implementation plan of opportunities identified during the Core Services Review.



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3.8. Have the Core Services Review completed in full, within the agreed upon timeline and budget.

4.0 Project Workplan

The District has appended a sample Project Workplan (see Schedule “F”) for reference purposes. Proponents are to submit a detailed Project Workplan that includes at least the information as outlined in the sample provided. Proponents may provide a more comprehensive Project Workplan for consideration.

The purpose of the Project Workplan is to have a comprehensive document that specifically breaks the Project down into logical phases or milestones and identifies specific information for each phase.

As a starting point, and based on the Terms of Reference and Deliverables, the Project could be broken down into the following phases and sub-phases upon award of the Contract:

a) Review background reports and research as required

b) Conduct Workplan including information gathering and interviews with the following potential sub-phases:

- Review Services and Programs;

- Analyze Services and Programs;

- Review organizational and governance structure;

- Compare Services and Programs and organizational structure;

- Address any value-added items approved for review;

c) Synthesis of information and report preparation; and

d) Report presentation.

The Consultant will be responsible for following professional project management methodology throughout the Project in order to maintain scope, quality and adherence to the schedule.

5.0 Base Terms of Reference

The District envisions the following Base Terms of Reference and related steps for conducting the Review. Proponents may suggest other steps or processes for meeting the intended outcomes or objectives.

5.1. Review Services and Programs – review all District Services and Programs and related resources:

5.1.1 Review the main services or functions being performed by each department and division (list to be provided by the District of Mission).

5.1.2 Review the costs, revenues and net financial impact of all Services and Programs (based on the District’s 2011 budget) (information to be provided by the District of Mission).

5.1.3 Review the current method of service delivery for each Service and Program, e.g. in-house (internal), mixed (internal and contract), contract or shared (shared with another jurisdiction) (information to be provided by the District of Mission).



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5.1.4 Review the number of full-time equivalent staff members (FTEs), broken down by exempt and unionized staff, that are budgeted for each Service (based on 2011 budget) (information to be provided by the District of Mission).

5.2. Analyze Services and Programs – classify and gauge the benefits of District Services and

Programs:

5.2.1 Create a classification system for main Services and Programs, e.g. mandatory (legislated), discretionary, etc., and classify Services and Programs accordingly.

5.2.2 Provide criteria or measures for gauging Service/Program benefits including criteria for determining the impact of service reduction or discontinuance, e.g. number of benefiting clients/customers, liability or social impact of service reduction, etc., and apply criteria accordingly.

5.3. Review Organizational and Governance Structure – conduct a review of how the District is organized or structured in delivering its various Services and Programs.

5.3.1 Review the departmental/organizational charts, reporting relationships, spheres of authority, accountability mechanisms, etc. (departmental/organizational charts to be provided by the District of Mission).

5.3.2 Review the overall governance structure including the committee of whole process and the authority given or delegated to various committees and boards.

5.4. Compare Services and Programs and Organizational Structure – compare the District’s services, resources, structure, etc., to those in comparable municipalities and to best practices.

5.4.1 Compare the District’s costs, revenues, net financial impact, service delivery method, number of FTEs, level of cost recovery, etc., for Services and Programs, to those in comparable municipalities and to best practices.

6.0 Value-Added Terms of Reference

The following Terms of Reference are considered by the District to be value-added products beyond the Base Terms of Reference identified above. Proponents may suggest alternate or other value-added products in their Proposal.

6.1. Identify any other organizational process improvements that become evident from the Review including but not limited to redundant practices, procedures, policies, bylaws, etc.

6.2. Provide a capital project prioritization or rating system, as a means of evaluating and prioritizing the comparative merits of capital projects, in order to allocate limited funding.

6.3. Identity best practices in terms of centralized versus non-centralized support services, e.g. administration, purchasing, finance, etc. In other words, which support service resources should be undertaken through a centralized function versus being undertaken within the departments?

6.4. Provide best practices around cost recovery philosophies/policies in terms of major subsidized services that are funded partially through user fees and through property taxes.

6.5. Review hiring and performance management/appraisal processes and make recommendations in regards to any changes.



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7.0 Deliverables

7.1. Provide a summary of the research/consultation process including how it was conducted, who was consulted for input, and the results or findings.

7.2. Provide detailed results of the Service and Program analysis (classifications and benefits) and comparative review (comparisons with other municipalities and best practices) including the rationale for chosen classifications, benefit criteria and comparables.

7.3. Provide specific recommendations in regards to changes in Services/Programs and resources including whether specific services should be reduced, expanded, discontinued or delivered in an alternate way and whether specific Services and Programs are best delivered by the District, the non-profit sector or the private sector. In other words recommend a new service delivery model.

7.4. Based on the recommended service delivery model, recommend changes to the organizational and governance structures including applicable departments, divisions, services, updated reporting responsibilities, etc., with the view of the future and with a view of maximizing innovation, adaptability and accountability.

7.5. Provide findings related to any additional value-added products approved by the District.

7.6. Provide and present draft interim/milestone reports at the end of each phase as identified in the Project Plan including a list of all assumptions made.

7.7. Provide details of financial impacts and any corresponding service level impacts that will result from any recommendations.

7.8. Provide and present final reports (one public report/presentation and one closed report/presentation) detailing findings and recommendations including the expected improvements, efficiencies and savings that would result from any recommendations and provide a high level implementation plan. All supporting documentation and assumptions need to be included in the reports.

8.0 Scope

8.1. The work identified for the Core Services Review will focus on all District Departments with the following limitations and exceptions:

RCMP — limit to review of municipal staff component, and review of the number of RCMP full-time equivalent budgeted members (FTEs) and total dollar value of RCMP contract. An overall benefit weighting and classification of RCMP services should still be undertaken.

Library Services (managed by separate Library Board) — limit to review of the number of Mission library FTEs and total dollar value of municipal library services. An overall benefit weighting and classification of library services should still be undertaken.

Regional Services — limit review of regional water supply and sewage treatment (City of Abbotsford is the operator) and regional recycling (contracted to non-profit) to cost and revenue comparison. An overall benefit weighting and classification of all regional services should still be undertaken.

Fee for Service Grant Organizations — limit to review of grant dollars provided. An overall benefit weighting and classification of services provided should still be undertaken.



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9.0 District Support and Resources

9.1. The Primary Staff Contact will work with the Consultant, and bring in other staff members as required.

9.2. The Primary Staff Contact will assign resources from various District departments, as needed, to support the Project including provision of data and access.

9.3. The following background information, which is available to all Proponents, is on the District’s website (www.mission.ca):

a) Community Report 2012 (includes draft financial plan); and

b) Historical annual reports (includes financial statements).

9.4. The following detailed information will be supplied to the successful Proponent in support of the Review:

a) List of main Services and Programs being performed by each department and division;

b) Costs, revenues, and net financial impact of Services and Programs (as per 2011 budget);

c) Service delivery method for each service/program;

d) The number of full-time equivalent staff members (FTEs), broken down by exempt and unionized staff, budgeted for each Service/Program (as per 2011 budget);

e) Organizational and departmental charts;

f) Future growth projections;

g) Detailed budget and cost information; and

h) Other organizational information as requested and as is available.

10.0 Consultant Services

10.1. Preparation of the Final Contract

Working with the Primary Staff Contact, the Consultant will assist in updating/finalizing Project details, for example, the Project scope, update the Project Workplan, revise any Project deliverables, aspects of the financial offerings, roles of the Consultant, roles of the District, for the purposes of incorporating these details into the final Contract.

Any revisions/updates are to be provided to the District in writing and in electronic format to allow for the timely incorporation into the Contract.



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10.2. Execution of the Contract

The chosen Consultant(s) will generally:

a) Execute and manage the Contract as agreed, and as per the steps/milestones and timeline in the Project Plan;

b) Ensure that when the Project concludes, all Project objectives and deliverables have been satisfied;

c) Deliver a product (reports) that are implementable and measurable;

d) Make timely requests, as required, to the Primary Staff Contact for any resources, information or guidance required;

e) Notify the District’s Primary Staff Contact immediately, if the Project begins to deviate from the Project Plan as agreed (including but not limited to timeline);

f) Conduct research and consultation input as required;

g) Accept and validate key Project deliverables in conjunction with the Primary Staff Contact;

h) Prepare required Project status reports and lead/facilitate functional team meetings and workshops (as required);

i) Ensure that Project deliverables meet agreed upon quality standards;

j) Provide a high level work plan for the successful implementation of the report recommendations; and

k) Develop easily measured metrics to track the progress of recommended actions, including, but not be limited to: annualized bottom line savings and measurable service performance improvements.

11.0 Schedule

11.1. The duration of this Project is expected to be approximately three (3) months and the goal is to have the Project including the final presentations completed by June 13, 2012.

11.2. At the conclusion of each phase and sub-phase, the Consultant should provide a written status update to the Primary Staff Contact summarizing the accomplishments of each phase or sub-phase. The Consultant will provide draft reports to the Core Services Review Task Force and Primary Staff Contact for review and comment, prior to finalizing the reports.

11.3. The reports are to be delivered in the form of documents, which include an executive summary, in a digital format on a CD and in hard copy (11 copies of each report to be provided). The documents must be accompanied by a summary presentation file (preferably in Microsoft PowerPoint). The Consultant must also present their report findings and recommendations to the Mayor and Council and to the public in two one to two (1-2) hour sessions to be held at Municipal Hall.

11.4. Proponents should suggest a start date they can commit to and comment on the timing and feasibility of the schedule identified herein.



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SCHEDULE “B”

PROPOSAL CONTENT AND FORMAT

Proponents are asked to submit a detailed Proposal in the following format using the numbering sequence outlined below. Proponents may submit additional information and detail to their Proposal, but are asked to either continue the numbering sequence as required, or append additional information and offerings to their Proposal as separate schedules.

1.0 Covering Letter

1.1. A covering letter signed by an authorized representative of the company or Proponent should be provided outlining the intent of the response and stating that the information contained in the response accurately describes the services to be provided.

2.0 Table of Contents

2.1 The table of contents should include headings/sections (as per this Schedule) and corresponding page numbers.

3.0 Company Profile

3.1. Provide a description of the Proponent's company or business, purpose, history and successes, including number of years in business and major project successes.

4.0 Key Personnel and References

4.1. Identify key personnel and any Sub-Consultants that would be employed on the Project and provide summary information of their relevant experience, education and successes, and outline what their roles will be in servicing this Project.

4.2. Include a list of at least three (3) similar projects that the Proponent has successfully completed and provide associated references and telephone numbers for the persons/organizations that engaged your company. By submitting a Proposal, the Proponent consents to the District contacting these references at its discretion, and consents to the District also contacting any other organization for the purposes of evaluating the Proposal.

5.0 Understanding of the Objectives of the Core Services Review

5.1 Include a statement of understanding of the detailed objectives of the Core Services Review as outlined in Schedule A, Terms of Reference and Deliverables (3.0).

5.2 Provide information that reflects how your Proposal will address the objectives listed.



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6.0 Proposed Methodology

6.1. The Proponent should provide the following:

a) A description of the methods to be employed to perform and coordinate the work and to control the scope, quality, schedule and cost of the Project;

b) A clear and thorough description of all anticipated risks and assumptions that would be part of completing the Project, including the risk of comparing data with other jurisdictions, and any risk mitigation measures proposed. The number of comparative jurisdictions to be used and the criteria for selecting the comparative organizations should be disclosed;

c) Details how you plan to obtain input from identified stakeholders, both internal and external. Include details on how much time and resources will be used, and identify key stakeholder groups to be used for input data;

d) A brief description of special challenges or considerations foreseen by the Proponent and proposed solutions for each;

e) Comment on the requirements for District staff assistance and support in terms of communications, measurements, data collection, etc.;

f) The approach proposed for the implementation of recommendations at the District;

g) Provide comments on the feasibility of meeting the Project objectives and Terms of Reference/Deliverables outlined in Schedule “A”; and

h) The Consultant should have considerable knowledge in public policy and program evaluation as well as knowledge of the mandate and operations of municipal government. Demonstrated skill in engaging a broad cross section of stakeholders, and experience in participatory evaluation will be considered to be assets in selecting a Proponent. The Proponent should provide any information to support that they have these competencies.

7.0 Detailed Project Workplan

7.1 Submit a detailed project Workplan.

7.2 Please reference Schedule “A”, Terms of Reference and Deliverables, for a general details of the Project Workplan requested.

7.3 Please reference Schedule “F”, for a Project Workplan template which details at a minimum, the information to be included.

7.4 The Project Workplan to be linked to Schedule “C”, Financial Offering.

8.0 District of Mission Resources Required

8.1 Proponents should detail all requirements expected of the District with respect to the Project and detail such in the Project Workplan.

a) A detailed list of all activities that the District is expected to undertake in each of the phases or milestones as noted in the Project Workplan; and

b) A detailed list of all data and information, required from the District, to undertake the scope of services.



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9.0 OTHER SCHEDULES TO BE SUBMITTED

Schedule “C”, Financial Offering

Schedule “D”, Statement of Deviations and/or Variations

Schedule “E”, Named Sub-Consultants

Schedule “F”, Project Workplan

10.0 Value-Added Services

10.1. Within its response, the Proponent has the opportunity to propose value-added services or products (including those proposed by the District under Value-Added Terms of Reference in Schedule “A”) and detail as to what the Proponent is prepared to supply as part of the Contract. Unless otherwise stated, it is understood that there are no extra costs for these services, however, if there are any additional costs pertaining thereto, the summary and explanation of those costs should be shown in Schedule “C” — Financial Offering.



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SCHEDULE “C” FINANCIAL OFFERING

1.0 Pricing

Proponents are asked to propose their financial offering using the guidelines in this Schedule “C”, which are preferred by the District.

1.1. Project Pricing

The District prefers Proposals which are priced as time and material contracts, with a maximum fee and disbursements amount (or “upset price”) to execute all aspects of the Contract and to be inclusive of all deliverables, research, reporting, meetings and presentations required to successfully execute the Contract.

This will be the maximum amount paid to the Consultant, with the exception of any clearly identified reimbursable costs identified in their Schedule “C”, Financial Offering.

If and when work actually performed turns out to be less than anticipated and less than what was included in the upset price, the amount payable by the District will be reduced using the schedule of unit rates disclosed.

Proponents are asked to follow the “upset pricing” as requested above, and follow the following guidelines:

1.1.1. Upset price offered should be clearly identified in the Project Workplan (Schedule “F”) and should then be broken down and identified for each phase or milestone, as proposed by the Proponent in their Project Workplan.

1.1.2. All prices should be net of applicable HST which should be noted separately.

1.1.3. Include a schedule of all unit rates (i.e. hourly or unit rates for all persons working on the project, disbursement rates, sub-consultant rates) used in the calculation of the upset price offered.

1.1.4. If actual work performed is less than anticipated for any reason, the schedule of unit rates will be used to reduce the amount owing from the District to the Consultant.

1.1.5. Clearly identify and detail any reimbursable costs that are not included in the upset price offered.

1.1.6. Detail the payment terms offered.

The District’s preferred payment terms are either:

a) a lump sum payment for the maximum agreed upset price (or lower) paid on a net/30 basis at the successful completion of the Contract; or

b) progress payments after the successful completion of, and for the price offered for, each stages/milestones as per the Project Plan, less an agreed holdback of, for example, 20%. Accrued basis after the successful completion of the Project.



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SCHEDULE “D”

STATEMENT OF DEVIATIONS AND/OR VARIATIONS

Proponent(s) are to disclose any suggested or mandated deviations and/or variation to:

a) Any section identified within Schedule “A”, Terms of Reference and Deliverables;

b) Schedule “C”, Pricing;

c) Schedule “F”, Project Workplan;

d) Schedule “G”, Draft Contract; or

e) Other.



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SCHEDULE “E”

NAMED SUB-CONSULTANTS

The Sub-Consultants shown below are the Sub-Consultants that the Proponent proposes to use to carry out the Terms of Reference and Deliverables. The District expects that the Proponent will engage the listed Sub-Consultants and no others in their stead, without prior written authorization of the District.

Where applicable, the Proponent should include additional information outlining the experience, expertise, training, references of each named Sub-Consultant for evaluation purposes.

If no Sub-Consultants will be used, indicate “Not Applicable”.

Company Name and Address Contact Name and Telephone Number

Area of Responsibility



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SCHEDULE “F”

PROJECT WORKPLAN TEMPLATE

A B C D E F G H I J K

Project

Stage

Phase or

Milestone

Description

Detailed list of

individual "tasks" to

be accomplished

within each

milestone

Consultant

s project

lead

assigned

to task

Consultants

estimation

of their staff

time in

hours per

task

District Staff

assistance

required by

task and in

hours

% of

resources /

time required

as a % of the

phase

Reference the applicable

project Terms of

Reference (TOR) related

to each task, and if it

partially or fully

addresses that TOR(s).

Meetings,

presentations,

public input

sessions etc that

are required.

Completion

Details either in #

of days from

start or by date

Total upset

price per

project task

<start date>

a.

b.

c.

Summary / Total

<total staff

time for

project

stage>

<total DOM

time for

project stage>

<% of resources

vs aggregate

project>

<total time or date

for the stage>

<total upset

price for

stage>

2

3….

<total time for

project>

<total District

staff time in

hours for

project> <end date>

<total upset

price for

project>

Purpose

1/column A

2/column B

3/column C

4/column D

6/column F

7/column G

8/column H

9/column I

10/column J

Where more then one staff/subcontractor is engaged on the project, consultant is to identify w ho on their team is assigned to each specif ic steps referenced in column C.

Project to be broken into "stages" as either defined by the District or as proposed by proponent.

Notes/Reference

Phase A <name>

Where a presentation to District staff or Coucil in included as an approval process, the presentation can be listed as a separate project stage.

Must be linked to detailed f inancial proposal that identif ies exactly w hat is included in the upset prices offered and that identif ies each billable costs not included in the upset prices.

Specif ically tie the project milestones and tasks w ithin each milestone to the project Terms of Reference.

Project Workplan Template

This template is designed to be the base (or minimum) level of information provided by consultants w hen submitting Proposals to the District of Mission. Consultants are w elcome to provide additional

and more detailed information than articulated in this template, but not less. The project w orkplan submitted w ill form a signif icant portion of the evaluation of proposals received.

District of Mission

Project Begins

Project Complete

1

Identify Stage/Milestone name. Must be directly referenced to detailed project plan w ith in proposal submitted.

To identify all major and critical tasks that make up the larger project stage. Must be directly referenced to detailed project plan w ith in proposal submitted.

Articulate details of tasks and time of any DOM in kind assistance required to ensure project stage is completed on-time and on-budget. To be sub-totaled per phase.

For each task, articulate % of time/resources as compared w ith the aggregate phase. To be sub-totaled per phase.



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PROFESSIONAL (CONSULTING) SERVICES AGREEMENT

Title: 2012 District of Mission Core Services Review

Reference No.: 2012-001

SCHEDULE “G”

Draft Contract

TABLE OF CONTENTS

1. INTERPRETATION ......................................................................................................................................... 1

1.1 Definitions ................................................................................................................................................ 1

1.2 Appendices ............................................................................................................................................... 2

2. SERVICES .......................................................................................................................................................... 2

2.1 Services .................................................................................................................................................... 2

2.2 Amendment of Services ........................................................................................................................... 2

2.3 Additional Services .................................................................................................................................. 2

2.4 Standard of Care ....................................................................................................................................... 2

2.5 Time ......................................................................................................................................................... 2

3. PERSONNEL ..................................................................................................................................................... 3

3.1 Qualified Personnel .................................................................................................................................. 3

3.2 Listed Personnel and Sub-Contractors ..................................................................................................... 3

3.3 Replacement of Personnel or Sub-Contractors ......................................................................................... 3

3.4 Sub-Contractors and Assignment ............................................................................................................. 3

3.5 Agreements with Sub-Contractors ........................................................................................................... 3

4. LIMITED AUTHORITY .................................................................................................................................. 3

4.1 Agent of District ....................................................................................................................................... 3

4.2 Independent Contractor ............................................................................................................................ 3

5. FEES .................................................................................................................................................................... 4

5.1 Fees .......................................................................................................................................................... 4

5.2 Payment .................................................................................................................................................... 4

5.3 Disbursements .......................................................................................................................................... 5

5.4 Records..................................................................................................................................................... 5

6. DISTRICT RESPONSIBILITIES .................................................................................................................... 5

6.1 District Information .................................................................................................................................. 5

6.2 District Decisions ..................................................................................................................................... 5

6.3 Notice of Defect ....................................................................................................................................... 5

7. INSURANCE AND DAMAGES ....................................................................................................................... 6

7.1 Indemnity ................................................................................................................................................. 6

7.2 Survival of Indemnity .............................................................................................................................. 6

7.3 Consultant's Insurance Policies ................................................................................................................ 6

7.4 Insurance Requirements ........................................................................................................................... 7

7.5 Waiver of Subrogation ............................................................................................................................. 7

7.6 Additional Insurance ................................................................................................................................ 7

7.7 Notice of Claims ...................................................................................................................................... 7

8. TERMINATION ................................................................................................................................................ 8

8.1 By the District .......................................................................................................................................... 8

8.2 Termination for Cause .............................................................................................................................. 8

8.3 Curing Defaults ........................................................................................................................................ 8

9. APPLICABLE LAWS, BUILDING CODES AND BY-LAWS ..................................................................... 9

9.1 Applicable Laws....................................................................................................................................... 9

9.2 Codes and By-Laws ................................................................................................................................. 9

9.3 Interpretation of Codes ............................................................................................................................. 9

9.4 Business License ...................................................................................................................................... 9

The consultant will at all times during the Term be in possession of a valid business license issued to it by the

District of Mission. ................................................................................................................................................... 9

10. CONFIDENTIALITY AND DISCLOSURE OF INFORMATION .............................................................. 9

10.1 No Disclosure ........................................................................................................................................... 9

10.2 Freedom of Information and Protection of Privacy Act ........................................................................... 9

10.3 Return of Property .................................................................................................................................... 9

10.4 Conflict of Interest ................................................................................................................................. 10

11. USE OF WORK PRODUCT ........................................................................................................................... 10

12. WORK SAFE BC AND OCCUPATIONAL HEALTH AND SAFETY ..................................................... 10

13. BUSINESS LICENSE ...................................................................................................................................... 11

14. DISPUTE RESOLUTION ............................................................................................................................... 11

14.1 Dispute Resolution Procedures .............................................................................................................. 11

15. JURISDICTION ............................................................................................................................................... 12

16. GENERAL ........................................................................................................................................................ 12

16.1 Entire Agreement ................................................................................................................................... 12

16.2 Amendment ............................................................................................................................................ 12

16.3 Survival of Obligations .......................................................................................................................... 12

16.4 Cumulative Remedies ............................................................................................................................ 12

16.5 Notices ................................................................................................................................................... 12

16.6 Unenforceability ..................................................................................................................................... 13

16.7 Headings................................................................................................................................................. 13

16.8 Singular, Plural and Gender ................................................................................................................... 13

16.9 Waiver .................................................................................................................................................... 13

APPENDIX 1 – SCOPE OF SERVICES

APPENDIX 2 – FEES AND PAYMENT

APPENDIX 3 – TIME SCHEDULE / PROJECT PLAN

APPENDIX 4 – PERSONNEL AND SUB-CONTRACTORS

APPENDIX 5 – ADDITIONAL SERVICES

PROFESSIONAL SERVICES AGREEMENT

THIS AGREEMENT dated the ____ day of __________, 200__.

BETWEEN:

THE DISTRICT OF MISSION

(the “District”)

AND:

_____________________

(the “Consultant“)

WHEREAS the District wishes to engage the Consultant to provide Services in connection with [Project

description].

THEREFORE in consideration of the payment of one ($1.00) dollar and other good and valuable consideration paid

by each of the parties to the other (the receipt and sufficiency of which is hereby acknowledged) the District and the

Consultant agree as follows:

1. INTERPRETATION

1.1 Definitions

In this agreement the following definitions apply:

“Disbursements” has the meaning set out in section 5.3;

“Dispute” has the meaning set out in section 14.1;

“Fees” has the meaning set out in section 5.1;

“Indemnitees” has the meaning set out in section 7.1;

"Invoice" has the meaning set out in section 5.2(a);

“Project Plan” means the Project Plan as submitted by the Consultant and intended to be the guideline for

the project in terms implementation and including such items as tasks, resources, costs, timelines, etc.;

“Services” has the meaning set out in section 2.1; and

“Time Schedule” has the meaning set out in section 2.5.

2

1.2 Appendices

The following attached Appendices are a part of this agreement:

Appendix 1 – Scope of Services;

Appendix 2 – Fees and Payment;

Appendix 3 – Time Schedule;

Appendix 4 – Personnel and Sub-Contractors; and

Appendix 5 – Additional Services.

2. SERVICES

2.1 Services

The District hereby retains the Consultant to provide the consulting and professional services as described

generally in Appendix 1, including anything and everything required to be done for the fulfillment and

completion of this agreement (the “Services”).

2.2 Amendment of Services

The District may from time to time, by written notice to the Consultant, make changes in the scope of the

Services. The Fees will be increased or decreased by written agreement of the District and the Consultant

according to the rates set out in Appendix 2.

2.3 Additional Services

The Consultant will, if requested in writing by the District, perform additional services as may be listed in

Appendix 5. The terms of this agreement will apply to any additional services, and the fees for additional

services, and the time for the Consultant’s performance, will generally correspond to the fees and time of

performance as described in Appendices 2 and 3. The Consultant will not provide any additional services in

excess of the scope of services requested in writing by the District.

2.4 Standard of Care

The Consultant will perform the Services with that degree of care, skill and diligence normally provided by

a qualified and experienced practitioner performing services similar to the Services, and on the

understanding that the District is relying on the Consultant’s experience and expertise. The Consultant

represents that it has the expertise, qualifications, resources and relevant experience to provide the Services.

2.5 Time

The Consultant acknowledges that time is of the essence with respect to the provision of the Services and

accordingly the Consultant will provide the Services within the performance or completion dates or time

periods (the "Time Schedule") as set out in Appendix 3, or as otherwise agreed to in writing by the District

and the Consultant. If at any time the Consultant discovers that the Time Schedule cannot be met it will

immediately advise the District in writing and provide a revised Time Schedule.

3

3. PERSONNEL

3.1 Qualified Personnel

The Consultant will provide only professional personnel who have the qualifications, experience and

capabilities to perform the Services.

3.2 Listed Personnel and Sub-Contractors

The Consultant will perform the Services using the personnel and sub-contractors as may be listed in

Appendix 4, and the Consultant will not remove any such listed personnel or sub-contractors from the

Services without the prior written approval of the District.

3.3 Replacement of Personnel or Sub-Contractors

If the District reasonably objects to the performance, qualifications, experience or suitability of any of the

Consultant's personnel or sub-contractors then the Consultant will, on written request from the District,

replace such personnel or sub-contractors.

3.4 Sub-Contractors and Assignment

Except as provided for in section 3.2, the Consultant will not engage any personnel or sub-contractors, or

sub-contract or assign its obligations under this agreement, in whole or in part, without the prior written

approval of the District.

3.5 Agreements with Sub-Contractors

The Consultant will preserve and protect the rights of the District with respect to any Services performed

under sub-contract and incorporate the terms and conditions of this agreement into all sub-contracts as

necessary to preserve the rights of the District under this agreement. The Consultant will be as fully

responsible to the District for acts and omissions of sub-contractors and of persons directly or indirectly

employed by them as for acts and omissions of persons directly employed by the Consultant.

4. LIMITED AUTHORITY

4.1 Agent of District

The Consultant is not and this agreement does not render the Consultant an agent or employee of the

District, and without limiting the above, the Consultant does not have authority to enter into any contract or

reach any agreement on behalf of the District, except for the limited purposes as may be expressly set out in

this agreement, or as necessary in order to perform the Services. The Consultant will make such lack of

authority clear to all persons with whom the Consultant deals in the course of providing the Services.

4.2 Independent Contractor

The Consultant is an independent contractor. This agreement does not create the relationship of employer

and employee, a partnership, or a joint venture. The District will not control or direct the details, means or

process by which the Consultant performs the Services. The Consultant will determine the number of days

and hours of work required to properly and completely perform the Services. The Consultant is primarily

responsible for performance of the Services and may not delegate or assign any Services to any other

person except as provided for in section 3.4. The Consultant will be solely liable for the wages, fringe

benefits, work schedules and work conditions of any partners, employees or sub-contractors.

4

5. FEES

5.1 Fees

The District will pay to the Consultant the fees as set out in Appendix 2 (the “Fees”). Payment by the

District of the Fees and Disbursements will be full payment for the Services and the Consultant will not be

entitled to receive any additional payment from the District.

Fees, Disbursements, and GST will not exceed the amount of $_________ without the prior written

approval of the District.

5.2 Payment

Subject to any contrary provisions set out in Appendix 2:

the Consultant will submit a monthly invoice (the "Invoice") to the District requesting payment of the

portion of the Fees and the Disbursements relating to the Services provided in the previous month, and

including the following information:

an invoice number;

the Consultant's name, address and telephone number;

the District's reference number for the Services;

the names, charge-out rates and number of hours worked in the previous month of all employees

of the Consultant and any sub-contractors that have performed services during the previous month;

the percentage of Services completed at the end of the previous month;

the total budget for the Services and the amount of the budget expended to the date of the Invoice;

taxes (if any);

grand total of the Invoice;

the Consultant will on request from the District provide receipts and invoices for all Disbursements

claimed;

if the District reasonably determines that any portion of an Invoice is not payable then the District will so

advise the Consultant;

the District will pay the portion of an Invoice which the District determines is payable within 30 days of the

receipt of the Invoice, except the District may hold back from payments 10% of the amount the District

determines is payable to the Consultant until such time as the Consultant provides its final report to the

District; and

if the Consultant offers the District a cash discount for early payment, then the District may, at the

District’s sole discretion, pay the portion of an Invoice which the District determines is payable at any time

after receipt of the Invoice.

5

Invoices will be submitted by the Consultant by mail to:

Name: ___________________________________

Address: ___________________________________

___________________________________

5.3 Disbursements

In addition to the Fees, the District will reimburse the Consultant for actual out-of-pocket costs and

expenses (“Disbursements”) as identified in Appendix 2 which the Consultant, and approved sub-

contractors, incur in the performance of the Services, plus any additional Disbursements with the prior

written approval of the District.

For greater certainty, costs of general management, non-technical supporting services and general overhead

are deemed to be covered by the Fees and will not be subject to additional payment by the District.

5.4 Records

The Consultant will prepare and maintain proper records related to the Services, including records, receipts

and invoices relating to Disbursements. On request from the District, the Consultant will make the records

available open to audit examination by the District at any time during regular business hours during the

time the Consultant is providing the Services and for a period of six years after the Services are complete.

6. DISTRICT RESPONSIBILITIES

6.1 District Information

The District will, in co-operation with the Consultant, make efforts to make available to the Consultant

information, surveys, and reports which the District has in its files and records that relate to the Services.

The Consultant will review any such material upon which the Consultant intends to rely and take

reasonable steps to determine if that information is complete or accurate. The Consultant will assume all

risks that the information is complete and accurate and the Consultant will advise the District in writing if

in the Consultant’s judgment the information is deficient or unreliable and undertake such new surveys and

investigations as are necessary.

6.2 District Decisions

The District will in a timely manner make all decisions required under this agreement, examine documents

submitted by the Consultant and respond to all requests for approval made by the Consultant pursuant to

this agreement.

6.3 Notice of Defect

If the District observes or otherwise becomes aware of any fault or defect in the Services, it may notify the

Consultant, but nothing in this agreement will be interpreted as giving the District the obligation to inspect

or review the Consultant’s performance of the Services.

6

7. INSURANCE AND DAMAGES

7.1 Indemnity

The Consultant will indemnify and save harmless the District and all of its elected and appointed officials,

officers, employees, servants, representatives and agents (collectively the “Indemnitees”), from and

against all claims, demands, causes of action, suits, losses, damages and costs, liabilities, expenses and

judgments (including all actual legal costs) for damage to or destruction or loss of property, including loss

of use, and injury to or death of any person or persons which any of the Indemnitees incur, suffer or are put

to arising out of or in connection with any failure, breach or non-performance by the Consultant of any

obligation of this agreement, or any wrongful or negligent act or omission of the Consultant or any

employee or agent of the Consultant.

7.2 Survival of Indemnity

The indemnity described in section 7.1 will survive the termination or completion of this agreement and,

notwithstanding such termination or completion, will continue in full force and effect for the benefit of the

Indemnitees.

7.3 Consultant's Insurance Policies

The Consultant will, without limiting its obligations or liabilities and at its own expense, provide and

maintain throughout this agreement the following insurance in forms and amounts acceptable to the District

from insurers licensed to conduct business in Canada:

(a) commercial general liability insurance on an occurrence basis, in an amount not less than two million

($2,000,000) dollars inclusive per occurrence against death, bodily injury and property damage arising

directly or indirectly out of the provision of the Services by the Consultants, its employees, agents, and

sub-consultants. The insurance policy will be endorsed to add the District as additional insured and

will include cross liability and severability of interests such that the coverage shall apply in the same

manner and to the same extent as though a separate policy had been issued to each insured. The

insurance will include, but not be limited to:

Blanket contractual,

Employees as additional insureds,

Non-owned automobile,

Owners and contractors protective liability,

Contingent employers liability,

Personal injury, and

Where such further risk exists, advertising liability;

(b) automobile liability insurance on all vehicles owned, operated or licensed in the name of the

Consultant in an amount not less than two million ($2,000,000) dollars per occurrence for bodily

injury, death and damage to property; and

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(c) professional errors and omissions insurance in an amount not less than one million ($1,000,000)

dollars insuring all professionals providing the Services from liability resulting from errors or

omissions in the performance of the Services, with a 12 month maintenance period.

7.4 Insurance Requirements

The Consultant will provide the District with evidence of the required insurance prior to the

commencement of this agreement. Such evidence will be in the form of a completed certificate of

insurance acceptable to the District. The Consultant will, on request from the District, provide certified

copies of all of the Consultant’s insurance policies providing coverage relating to the Services, including

without limitation any professional liability insurance policies. All required insurance will be endorsed to

provide the District with thirty (30) days advance written notice of cancellation or material change. The

Consultant will require and ensure that each sub-consultant maintain insurance comparable to that required

above. The Consultant will be responsible for deductible amounts under the insurance policies. All of the

Consultant's insurance policies will be primary and not require the sharing of any loss by the District or any

insurer of the District.

7.5 Waiver of Subrogation

The Consultant hereby waives all rights of recourse against the District for loss or damage to the

Consultant's property.

7.6 Additional Insurance

Subject to any specific agreements the District and the Consultant may have reached with respect to

insurance, as may be set out in other provisions of this agreement, the Consultant will, as part of the

Services, cooperate with the District to obtain additional insurance covering the Services if the District in

its discretion determines that additional insurance is required. The District may pay the cost of the

premiums for any additional insurance.

The Consultant acknowledges that any requirements of the District as to the amount of coverage under any

policy of insurance will not constitute a representation by the District that the amount required is adequate

and the Consultant acknowledges and agrees that the Consultant is solely responsible for obtaining and

maintaining policies of insurance in adequate amounts. The insurance policy coverage limits shall not be

construed as relieving the Consultant from responsibility for any amounts which may exceed these limits,

for which the Consultant may be legally liable.

7.7 Notice of Claims

If at any time during the performance of the Services the Consultant becomes aware of a claim or potential

claim against any insurance policy that the Consultant has pursuant to this agreement, the Consultant will

immediately advise the District in writing of such claim, including particulars.

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8. TERMINATION

8.1 By the District

The District may at any time and for any reason by written notice to the Consultant terminate this

agreement before the completion of all the Services, such notice to be determined by the District at its sole

discretion. Upon receipt of such notice, the Consultant will perform no further Services other than the

work which is reasonably required to terminate the Services and return the District’s property to the

District. Despite any other provision of this agreement, if the District terminates this agreement before the

completion of all the Services, the District will pay to the Consultant all amounts owing under this

agreement for Services provided by the Consultant up to and including the date of termination, plus

reasonable termination costs in the amount as determined by the District in its sole discretion. Upon

payment of such amounts no other or additional payment will be owed by the District to the Consultant,

and, for certainty, no amount will be owing on account of lost profits relating to the portion of the Services

not performed or other profit opportunities.

8.2 Termination for Cause

The District may terminate this agreement for cause as follows:

If the Consultant is adjudged bankrupt, or makes a general assignment for the benefit of creditors because

of its insolvency, or if a receiver is appointed because of its insolvency, the District may, without prejudice

to any other right or remedy the District may have, terminate this agreement by giving the Consultant or

receiver or trustee in bankruptcy written notice; or

If the Consultant is in breach of any term or condition of this agreement, and such breach is not remedied to

the reasonable satisfaction of the District within 5 days after delivery of written notice from the District to

the Consultant, then the District may, without prejudice to any other right or remedy the District may have,

terminate this agreement by giving the Consultant further written notice.

If the District terminates this agreement as provided by this Section, then the District may:

enter into contracts, as it in its sole discretion sees fit, with other persons to complete the Services;

withhold payment of any amount owing to the Consultant under this agreement for the

performance of the Services;

set-off the total cost of completing the Services incurred by the District against any amounts

owing to the Consultant under this agreement, and at the completion of the Services pay to the

Consultant any balance remaining; and

if the total cost to complete the Services exceeds the amount owing to the Consultant, charge the

Consultant the balance, which amount the Consultant will forthwith pay.

8.3 Curing Defaults

If the Consultant is in default of any of its obligations under this agreement, then the District may without

terminating this agreement, upon 5 days written notice to the Consultant, remedy the default and set-off all

costs and expenses of such remedy against any amounts owing to the Consultant. Nothing in this agreement

will be interpreted or construed to mean that the District has any duty or obligation to remedy any default

of the Consultant.

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9. APPLICABLE LAWS, BUILDING CODES AND BY-LAWS

9.1 Applicable Laws

This agreement will be governed by and construed in accordance with the laws of the Province of British

Columbia. The District and the Consultant accept the jurisdiction of the courts of British Columbia and

agree that any action under this agreement be brought in such courts.

9.2 Codes and By-Laws

The Consultant will provide the Services in full compliance with all applicable laws, building codes and

regulations.

9.3 Interpretation of Codes

The Consultant will, as a qualified and experienced professional, interpret applicable codes, laws and

regulations applicable to the performance of the Services. If an authority having jurisdiction imposes an

interpretation which the Consultant could not reasonably have verified or foreseen prior to entering into this

agreement, then the District will pay the additional costs, if any, of making alterations so as to conform to

the required interpretation.

9.4 Business License

The consultant will at all times during the Term be in possession of a valid business license issued to it by

the District of Mission.

10. CONFIDENTIALITY AND DISCLOSURE OF INFORMATION

10.1 No Disclosure

Except as provided for by law or otherwise by this agreement, the Consultant will keep strictly confidential

any information supplied to, obtained by, or which comes to the knowledge of the Consultant as a result of

the performance of the Services and this agreement, and will not, without the prior express written consent

of the District, publish, release, disclose or permit to be disclosed any such information to any person or

corporation, either before, during or after termination of this agreement, except as reasonably required to

complete the Services.

10.2 Freedom of Information and Protection of Privacy Act

The Consultant acknowledges that the District is subject to the Freedom of Information and Protection of

Privacy Act of British Columbia and agrees to any disclosure of information by the District required by

law.

10.3 Return of Property

The Consultant agrees to return to the District all of the District’s property at the completion of this

agreement, including any and all copies or originals of reports provided by the District.

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10.4 Conflict of Interest

The Consultant and the Consultant’s employees:

(a) Shall conduct their duties related to this Contract with impartiality and shall, if they exercise

discretionary authority over others in the course of those duties, disqualify themselves from dealing

within anyone with who a relationship between them could bring the impartiality of the consultant or

its employees into question;

(b) Shall not influence, seek to influence, or otherwise take part in a decision of the Township, knowing

that the decision might further their private interests;

(c) Shall not accept any commission, discount, allowance, payment, gift or other benefit that is connected,

directly or indirectly, with the performance of their duties related to this Contract, that causes, or

would appear to cause, a conflict of interest, and;

(d) Shall have no financial interest in the business of a third party that causes, or would appear to cause, a

conflict of interest in connection with the performance of their duties related to this Contract, and if

such financial interest is acquired during the term of this Contract, the Consultant shall promptly

declare it to the Township

A breach of the conflict of interest clauses of this Contract constitutes grounds for termination of the

Contract, should the Township deem such action appropriate.

11. USE OF WORK PRODUCT

11.1 The Consultant hereby sells, assigns and transfers to the District the right, title and interest required for the

District to use and receive the benefit of all the reports, drawings, plans, designs, models, specifications,

computer software, concepts, products, designs or processes or other such work product produced by or

resulting from the Services rendered by the Consultant.

12. WORK SAFE BC AND OCCUPATIONAL HEALTH AND SAFETY

12.1. The Consultant will, at its own expense, procure and carry full Work Safe BC coverage for itself and all

workers, employees, servants and others engaged in the supply of the Services. The District has the

unfettered right to set off the amount of the unpaid premiums and assessments for the Workers'

Compensation Board coverage against any monies owing by the District to the Consultant. The District

will have the right to withhold payment under this Agreement until the Work Safe BC premiums,

assessments or penalties in respect of the Services have been paid in full.

12.2 The Consultant will provide the District with the Consultant's Work Safe BC registration number and a

letter from the Work Safe BC confirming that the Consultant is registered in good standing with the Work

Safe BC.

12.3 Without limiting the generality of any other indemnities granted by the Consultant in this Agreement, the

Consultant will indemnify and save harmless the Indemnitees from and against all claims, demands, causes

of action, suits, losses, damages, costs, liabilities, expenses, judgments, penalties and proceedings

(including all actual legal costs) which any of the Indemnitees incur, suffer or are put to arising out of or in

any way related to unpaid Work Safe BC assessments owing from any person or corporation engaged in the

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performance of this Agreement or arising out of or in any way related to the failure to observe safety rules,

regulations and practices of the Workers' Compensation Board, including penalties levied by the Workers'

Compensation Board.

12.4 The Consultant will ensure compliance with and conform to all health and safety laws, by-laws or

regulations of the Province of British Columbia, including without limitation the Workers Compensation

Act and Regulations pursuant thereto. The Consultant agrees that it is the “Prime Contractor” for the

Services, for the purpose of section 118 of the Workers Compensation Act.

12.5 The District may, on twenty-four (24) hours written notice to the Consultant, install devices or rectify any

conditions creating an immediate hazard existing that would be likely to result in injury to any person.

However, in no case will the District be responsible for ascertaining or discovering, through inspections or

review of the operations of the Consultant or otherwise, any deficiency or immediate hazard.

12.6 The Consultant understands and undertakes to comply with all the Workers’ Compensation Board

Occupational Health and Safety Regulations for hazardous materials and substances, and in particular with

the "Workplace Hazardous Materials Information Systems (WHMIS)" Regulations. All "Material Safety

Data Sheets (MSDS)" will be shipped along with the Goods and any future MSDS updates will be

forwarded.

13. BUSINESS LICENSE

13.1 The Consultant will obtain and maintain throughout the term of this Agreement a valid District of Mission

business license.

14. DISPUTE RESOLUTION

14.1 Dispute Resolution Procedures

The parties will make reasonable efforts to resolve any dispute, claim, or controversy arising out of this

agreement or related to this agreement (“Dispute”) using the dispute resolution procedures set out in this

section 14.

Negotiation

The parties will make reasonable efforts to resolve any Dispute by amicable negotiations and will

provide frank, candid and timely disclosure of all relevant facts, information and documents to

facilitate negotiations.

Mediation

If all or any portion of a Dispute cannot be resolved by good faith negotiations within 30 days, either

party may by notice to the other party refer the matter to mediation. Within 7 days of delivery of the

notice, the parties will mutually appoint a mediator. If the parties fail to agree on the appointment of the

mediator, then either party may apply to the British Columbia International Commercial Arbitration

Centre for appointment of a mediator. The parties will continue to negotiate in good faith to resolve the

Dispute with the assistance of the mediator. The place of mediation will be Mission, British Columbia.

Each party will equally bear the costs of the mediator and other out-of-pocket costs, and each party will

bear its own costs of participating in the mediation.

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Litigation

If within 90 days of the request for mediation the Dispute is not settled, or if the mediator advises that

there is no reasonable possibility of the parties reaching a negotiated resolution, then either party may

without further notice commence litigation.

15. JURISDICTION

15.1 Nothing in this agreement limits or abrogates, or will be deemed to limit or abrogate, the jurisdiction of the

Council of the District in the exercise of its powers, rights or obligations under any public or private statute,

regulation or by-law or other enactment.

16. GENERAL

16.1 Entire Agreement

This agreement, including the Appendices and any other documents expressly referred to in this agreement

as being a part of this agreement, contains the entire agreement of the parties regarding the provision of the

Services and no understandings or agreements, oral or otherwise, exist between the parties except as

expressly set out in this agreement. This agreement supersedes and cancels all previous agreements

between the parties relating to the provision of the Services.

16.2 Amendment

This agreement may be amended only by agreement in writing, signed by both parties.

16.3 Survival of Obligations

All of the Consultant's obligations to perform the Services in a professional and proper manner will survive

the termination or completion of this agreement.

16.4 Cumulative Remedies

The District’s remedies under this agreement are cumulative and in addition to any right or remedy which

may be available to the District at law or in equity.

16.5 Notices

Any notice, report or other document that either party may be required or may wish to give to the other

must be in writing, unless otherwise provided for, and will be deemed to be validly given to and received

by the addressee, if delivered personally, on the date of such personal delivery, if delivered by facsimile, on

transmission, or if by mail, five calendar days after posting. The addresses for delivery will be as follows:

The District:

Attention:

The Consultant:

Attention:

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16.6 Unenforceability

If any provision of this agreement is invalid or unenforceable, it will be severed from the agreement and

will not affect the enforceability or validity of the remaining provisions of the agreement.

16.7 Headings

The headings in this agreement are inserted for convenience of reference only and will not form part of nor

affect the interpretation of this agreement.

16.8 Singular, Plural and Gender

Wherever the singular, plural, masculine, feminine or neuter is used throughout this agreement the same

will be construed as meaning the singular, plural, masculine, feminine, neuter or body corporate where the

context so requires.

16.9 Waiver

No waiver by either party of any breach by the other party of any of its covenants, obligations and

agreements will be a waiver of any subsequent breach or of any other covenant, obligation or agreement,

nor will any forbearance to seek a remedy for any breach be a waiver of any rights and remedies with

respect to such or any subsequent breach.

IN WITNESS WHEREOF the parties have duly executed this agreement as of the day and year first above written.

EXECUTED THIS ______ day of ____________, 2010 at Mission in the Province of British Columbia.

DISTRICT OF MISSION

Per: ______________________________

Title:______________________________

Per: ______________________________

Title:_______________________________

[PROPONENT AUTHORIZED SIGNATURE]

_____________________________________

Name of Signing Officer

_____________________________________

Address (city, province, postal code)

_____________________________________

Legal Name of Proponent

_____________________________________

Proponent address (city, province, postal code)

_____________________________________

Contact Telephone Number

_____________________________________

Contact Fax Number

_____________________________________

Email address (if any)

APPENDIX 1 – SCOPE OF SERVICES

[OPTIONAL: The Consultant will provide the Services set out in this Appendix 1 for the period

commencing on (START DATE) and terminating on (END DATE) (the "Term").]

[RENEWAL OPTION A: The District may at any time prior to ______ days before the end of the

Term, by written notice to the Consultant, extend the Term for a period of time not to exceed ___________.

If the District elects to extend the Term, the provisions of this Agreement will remain in force, including the

fees payable under Appendix 2, except where amended in writing by the parties.]

[RENEWAL OPTION B: The parties may extend the Term by mutual agreement. If the Term is

extended, the provisions of this Agreement will remain in force except where amended in writing by the

parties.]

APPENDIX 2 – FEES AND PAYMENT

APPENDIX 3 – TIME SCHEDULE / PROJECT PLAN

[IF THE TERM OPTION IS SELECTED IN APPENDIX 1, THE TIME FOR COMPLETION AND

OTHER DATES IN THIS APPENDIX MUST BE CONSISTENT WITH THOSE DATES.]

APPENDIX 4 – PERSONNEL AND SUB-CONTRACTOR

APPENDIX 5 – ADDITIONAL SERVICES

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