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HomeMy WebLinkAbout24961AGREEMENT INFORMATION AGREEMENT NUMBER 24961 NAME/TYPE OF AGREEMENT DELOITTE CONSULTING LLP DESCRIPTION STATEMENT OF WORK/PHASE I AWS CHATBOT DEVELOPMENT/MATTER ID: 24-723 EFFECTIVE DATE ATTESTED BY TODD B. HANNON ATTESTED DATE 5/9/2024 DATE RECEIVED FROM ISSUING DEPT. 5/10/2024 NOTE DOCUSIGN AGREEMENT BY EMAIL CITY OF MIAMI DOCUMENT ROUTING FORM ORIGINATING DEPARTMENT: Department of Procurement DEPT. CONTACT PERSON: Aimee Gandarilla EXT. 1906 NAME OF OTHER CONTRACTUAL PARTY/ENTITY: Deloitte Consulting LLP IS THIS AGREEMENT A RESULT OF A COMPETITIVE PROCUREMENT PROCESS? TOTAL CONTRACT AMOUNT: $ FUNDING INVOLVED? TYPE OF AGREEMENT: ❑ MANAGEMENT AGREEMENT ❑ PROFESSIONAL SERVICES AGREEMENT ❑ GRANT AGREEMENT ❑ EXPERT CONSULTANT AGREEMENT ❑ LICENSE AGREEMENT OTHER: (PLEASE SPECIFY) YES YES ❑ PUBLIC WORKS AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ INTER -LOCAL AGREEMENT ❑ LEASE AGREEMENT ❑ PURCHASE OR SALE AGREEMENT NO NO PURPOSE OF ITEM (BRIEF SUMMARY): Deloitte Statement of Work for Phase I AWS Chatbot Development Contract No: 43230000-NASPO-16-ACS COMMISSION APPROVAL DATE: FILE ID: ENACTMENT NO.: IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN: ROUTING INFORMATION Date PLEASE PRINT AND SIGN DIRECTOR OF PROCUREMENT/CHIEF PROCUREMENT OFFICER May 3, 2024 I 1,609I rfi,.rCPPO SIGNATURE: LA—2" RISK MANAGEMENT May 3, 2024 1 14:14:50 Ann -Marie Sharpe EDT 9 SIGNATURE: CCygdb CITY ATTORNEY matter 24-723 May 6, 2024 Geoi a K. Wyrsong III �ItiI�i 4 �1R . g 4orvl,, l ysow,) III ASSISTANT CITY MANAGER, CHIEF FINANCIAL OFFICER May 8, 2024 1 Larry Spring, CPA �® 15: 24: 37 EDT SIGNATURE:P" ASSISTANT CITY MANAGER, CHIEF OF OPERATIONS Barbara Hernandez, MPA SIGNATURE: ASSISTANT CITY MANAGER, RESILIENCE AND PUBLIC WORKS Asael Marrero SIGNATURE: DEPUTY CITY MANAGER Natasha Colebrook -Williams SIGtNATURE::q CITY MANAGER May 9, 2024 I 09 r55:09OEDTa V SIGNATURE: Q CITY CLERK May 9, 2024 1 oddnn 20:45 01 EDT SIGNATURE: r—— PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER City of Miami Office of the City Attorney Legal Services Request To: Office of the City Attorney From: Justin Griffin Contact Person Sr. Procurement Contracting Officer Title 5/3/2024 Date: Procurement Requesting Client (305) 416-1949 Telephone Legal Service Requested: Matter 24-723: Deloitte Statement of Work for Phase I AWS Chatbot Development Contract No: 43230000-NASPO-16-ACS Complete form and forward to the Office of the City Attorney or e-mail to Legal Services. Do not assume that the Office of the City Attorney knows the background of the question and/or issue, such as opinions on the same or similar issues, the existence of relevant memos, correspondence, etc. Please attach to this form and/or e-mail all pertinent information relating to the subject. Once your request has been assigned, an e-mail will be sent to you with the Assigned Attorney's name and the issued matter identification number. All attorneys in the Office of the City Attorney shall fully comply with the Rules Regulating the Florida Bar. For Legal Services requesting an opinion from the Office of the City Attorney: nlssue opinion in writing. Publish opinion after issuance. Authorized by: Annie Perez Date response requested by: BELOW PORTION TO BE COMPLETED BY THE OFFICE OF THE CITY ATTORNEY Assigned Attorney: Date: File No. Approved by: Ultimate Client: Comments: D / R Date: Copy returned to Requesting Client Type: Matrix: Category: Copy to Ultimate Client rev. 04/14/2017 PROFESSIONAL SERVICES AGREEMENT OVERVIEW PSA TITLE: Phase I AWS Chatbot Development by Deloitte pursuant to Contract No: 43230000-NAS PO-16-ACS 1. AWARD DELEGATED AUTHORITY: ❑ Chief Procurement Officer X City Manager ❑ City Commission — RESOLUTION No. 2. PROCUREMENT METHOD: ❑ RFP/RFQ ❑ IFB ❑ SOLE SOURCE X PIGGY -BACK ❑ PROFESSIONAL SERVICES UNDER $25,000 ❑ OTHER (Please explain): 3. WHAT IS THE SCOPE OF SERVICES? Delivery of an artificial intelligence (Al) chatbot that provides both static and generative answers to general questions and guidance for the City of Miami Code Compliance Department. Amazon Web Services provided a cash benefit in the amount of $75,000.00 as sponsor of this project. 4. IF CITYWIDE, WHAT ARE THE MOST FREQUENT USER DEPARTMENTS? Code Compliance Department 5. IS THE AWARDEE INCUMBENT? N/A 6. IS THE PRICING HIGHER, LOWER OR THE SAME AS THE CURRENT CONTRACT? N/A 7. WHEN DOES THE CURRENT CONTRACT EXPIRE? N/A 8. WHAT WAS THE PREVIOUS SPEND ON THE CURRENT CONTRACT? N/A 9. WHAT IS THE METHOD OF AWARD (Group, Item by Item etc.)? Supplemental Scope of Work to Piggyback Agreement pursuant to Contract No: 43230000- NASPO-16-ACS. City of Miami Deloitte Statement of Work for Phase I AWS Chatbot Development May 2024 I Deloitte Consulting LLP 1 Deloitte This Statement of Work (SOW) is governed by the Cloud Solutions Agreement, Contract No: 43230000-NASPO-16-ACS (hereinafter, "Contract") by and between the State of Florida, Department of Management Services ("Department") and Deloitte Consulting LLP ("Deloitte Consulting" or "Deloitte" or "Contractor"), as amended by the Additional Terms and Conditions included herein. 2 Deloitte Project Background The City of Miami ("Client" or "City") seeks to improve service to citizens by pursuing innovations and capabilities with the goal of providing a frictionless customer experience over time. Leveraging investments in cloud platforms, a phased approach will allow a faster time to value, minimize risks, and ensure that each phase makes an impact on improving customer service. This initial phase will focus on the development of a generative artificial intelligence (Al) chatbot that provides both static and generative answers to general questions and guidance for the City of Miami Code Compliance Department (the "Code Compliance Department"). This engagement will: • Develop a chatbot to support general inquiries for the Code Compliance Department that will be present on the Code Compliance Department's landing page as a chat bubble in the corner of the website. • Leverage Al capabilities to ingest information and documents provided by the Compliance department for improved conversational capabilities (see assumptions for limitations on number documents for MVP). • Develop a single intent to provide answers and guidance to customers for inquiries related to permits. Deloitte will work with the City of Miami to determine the type of code compliance to prioritize for the minimum viable product ("MVP") chatbot. Scope of Services Deloitte will deliver a chatbot solution that will leverage existing FAQ inventory to design both generative and static intents for the chatbot to deliver answers on. Static intents are pre -determined questions and answers that the chatbot will follow based on a user's utterance or question. Generative intents and responses will be derived from source documents to provide a dynamic response based on the chat utterance. AWS Bedrock will be used to integrate generative Al foundation model to further enhance the chatbot to utilize more documents and data to deliver accurate and informative answers. AWS will provide the Deloitte team with an environment for the development for the Chatbot solution. The following features components will be used to develop the chatbot solution: 1. AWS Lex: The chatbot framework. Lex will provide the front end and basic similarity matching to deliver a chatbot to the end user 2. AWS OpenSearch: A distributed search and analytics engine critical in identifying the correct answers to deliver to the end user 3. Amazon Bedrock: AWS service that makes Large Language Models (LLM) accessible through an API. 4. Amazon Sagemaker: Fully managed machine learning service. Sagemaker allows developers to quickly and easily build and train machine learning models, and then directly deploy them into a production -ready hosted environment. It provides an integrated Jupyter authoring notebook instance for easy access to data sources for exploration and analysis, so you don't have to manage servers. 5. Cognito Identity Pool: Security and authentication between the web client and Lex. 6. AWS Translate: A translation service to translate languages requested by the Building Department. 3 Deloitte 7. AWS Lambda Functions: Helper functions to deliver logic and processing to user questions. 8. AWS S3: Storage locations to host data, logs and other assets to enable the bot's functionality As part of this engagement, Deloitte will need collaboration with the following groups from the Client: 1. The Client Web Team: To understand where the website is hosted and how we can deliver the solution on Miami's website. 2. The Client IT Security Team: To ensure we deliver the solution in a secure environment, compliant to Miami's security policies. 3. Relevant Data Sources from the Code Compliance Department: Access to existing systems regarding Building inspection, Code Enforcement, information on hearing and code compliance inspector data for the bot to use when answering inquiries. 4. The Code Compliance Department: To understand technical requirements and how this department's IT landscape operates. 5. AWS Collaboration: Collaboration with AWS to ensure smooth delivery of said solution to the Client. Our Approach To address the requirements of the City of Miami, the initial project scope will consist of an eight (8)- week engagement consisting of four key phases. Our overarching approach to this engagement is summarized below. Discovery/Design and Data Requests Develop Test/UAT Release W15,1 Design Sess on 1 ♦ ♦ . Project Kick-off Design Meeting Session Phase 1 Design Complete ® 1j1 ,5'6121 I WIL9 UAT Complete Phase 1 Go -live 1 10 *Project timeline dependent on City of Miami configuring and provisioning all required AWS services and environs Legend ♦ Design sessions Mi lestones and Deliverables 1— Data Discovery: (Weeks 1-2) During Data Discovery, Deloitte will capture the current data landscape and needs around the Code Compliance Department and incorporate these as inputs to the project roadmap. Deloitte will also conduct data discovery across other departments to better understand the requirements for their transition to leveraging AI -based solutions in future phases. Deloitte will also finalize the scope for the 4 Deloitte proof -of -concept and platform development phase and establish a data validation and reconciliation strategy. The major steps for this phase are as follows: Activities • Identify potential chatbot candidate based on value and viability • Assess use case complexity • Select chatbot candidate 2 - Design: (Weeks 2-3) Based on the discovery outcomes from the previous phase, our team will develop a detailed plan to develop a value -centric chatbot. The major steps for this phase are as follows: Activities • Design the future state solution • Plan the solution architecture • Document the solution's functions, features, and technical requirements 3 - Develop: (Weeks 3-6) During this phase, Deloitte will work closely with the City of Miami to configure an AWS chatbot. Deloitte will continue to lean on its industry best practices and our prior experience to drive this phase, as well as apply our experience in human -centered design and user experience. Activities • Develop initial Minimum Viable Product (MVP) • Refine MVP through internal testing of all intents and conversation flows 4 - Test: (Weeks 5-7) Prior to the initial launch, Deloitte will conduct a series of tests, validations, and user acceptance in collaboration with the City of Miami. The conclusion of this phase will provide a production ready chatbot. Activities • Validate chatbot functionality and integration • Conduct UAT in a simulated environment to verify the solution performs as expected 5 — Release/ Deploy: (Week 8) Deloitte will develop a chatbot in an AWS environment provided by the City of Miami: The major steps for this phase are as follows: Activities • Deploy/Release the chatbot solution into production • Stabilize the chatbot solution through monitoring Milestones/Deliverables 5 Deloitte Per our approach as defined above, the following table defines the Deliverables for each of the phases of this engagement as well as the anticipated completion timeline for each. PhaSe Discovery Deliverable Project Plan Acceptance Criteria Project Schedule contains a detailed list of activities, milestones, and Deliverables for phase 1 Phase 1 User stories for Chatbot The Sprint Backlog for each Sprint based on the prioritized User Stories in the Product Backlog for build / development Design Functional and Technical Design Documentation Functional Design document defines expected functionality of the chatbot solution. Technical design documentation defines Solution architecture, security, and technical design Develop Chatbot POC Chatbot Prototype: Generative Chatbot MVP ready for testing in the client environment Test SIT/UAT Test Scripts UAT Validation Sheet Outlines the expected functionality of the chatbot during SIT/UAT Validates the functionality of the chatbot solution in realistic production -like testing Release/ Deploy Production Deployment Final Report Production Ready Solution A final report of the project and key performance indicators to measure the chatbot's performance Staffing Plan Our delivery team will include practitioners with robust experience in AWS, chatbot development, and customer service. Subject Matter Advisors Rachel Frey Wes Atkinson AWS Developer Austin Choi Project Leadership Mohammad Fasihi Project Manager Brian Haugabrook AWS Specialist Adrian Morales AWS Developer TBD 6 Deloitte Deloitte Roles F/T or P/T* Brief Description of Responsibilities Project Leader P/T Engagement advisor and senior leader to provide strategic direction, quality assurance, and project oversight Project Manager P/T Overall responsibility for the Discovery & Design phase. Manages activities, decisions, risks, and issues, and escalates to leadership as needed. AWS Specialist P/T Leads functional workshops during the discovery phase, assists product owner in developing Product Backlog and user stories AWS Developer F/T Works closely with City of Miami Functional Team, Technical Lead and Architect to lead the AWS Chatbot development based on the approved user stories written. AWS Developer/Tester F/T Works with Functional team and Lead Developers in developing the approved user stories. *F/T = Full Time = 40 hours/week; P/T = Part Time 7 Deloitte City of Miami Roles and Responsibilities Role Estimated Time Responsibilities Project Sponsor 2-4 Hours Per Week • Champion the project, provide guidance and direction to the team, and make timely decisions to enable the achievement of the project objectives • Provide strategic direction and proper project support and funding • Approve scope and project timeline changes • Resolve strategic issues and conflicts Project Manager 4-8 Hours Per Week • Manage the day-to-day project; interact and provide direction with the Deloitte program manager • Support project coordination, interviews/ workshops, and issue resolution • Provide support and guidance to the team and remove roadblocks • Serve as initial reviewer for work products Project Administrator 2-6 Hours Per Week • Assist in coordinating interviews/meetings and other logistics Functional Ad m in/Su bject Matter Expert 6-12 Hours Per Week • Provide input on business processes and workflows • Participate in interviews and provide input on data trends, quality, nuances, and governance as needed System IT Lead/Architect and Security Lead 4-6 hours per week • Provide access to infrastructure, VPN, software, and data as needed • Provide City of Miami system guidelines and branding for exception reporting • Review the details of the existing integration, refresh frequency, and limitations as needed • Provide support and guidance to City of Miami IT security standards and configurations Functional Testers 3-5 hours per week • Provide testers who will test the AWS Al Chatbot and confirm the chatbot capabilities on the single intent and FAQ from the single document provided by the City of Miami. Work Location Requirements The services defined in this SOW will be provided by Deloitte global team members working remotely. Deloitte expects that we will conduct majority of this effort off -site and via remote meetings, though we 8 Deloitte expect to conduct a limited number of meetings/presentations onsite with key City of Miami project leaders and stakeholders. Phase I Pricing Deloitte will, for a fixed fee of $135,000, provide the deliverables described in this SOW. Invoicing will be upon delivery of each deliverable, as follows: Lnoic . Phase 4 Deliverable Amount Invoice #1 Discovery Project Plan $12,000.01 Design Functional and Technical Design Documentation $12,000.0s Develop Chatbot POC $12,000.0' Invoice #2 Test Test Scripts $12,000.08 UAT Validation Sheet Release/ O&M Plan $12,000.08 Deploy Final Report PI Fees due from City of Miami $60,000.00 AWS Cash Benefit (provided by AWS as sponsor of this project under the AWS $75,000.00 ` Partner Network Program) Total project value $135,000.00 Assumptions The following list identifies the assumptions, expectations, and Client resourcing obligations upon which Deloitte developed the approach and timeline described in this SOW and on which our fees are based. Any deviations from these assumptions may adversely impact the timeline, level of effort, or deliverables defined in this SOW. Deloitte shall be entitled to a change order to address the impact of such deviations. Such change order will be mutually agreed in writing. If the parties cannot agree on such change order, Deloitte may suspend or terminate the services under this SOW. • The chatbot created will rely on data to be collected and housed by the Client. Deloitte will not be creating new documents for policies or procedures. • For this MVP, the chatbot will answer questions around a specific code compliance intent as agreed between the Client and Deloitte. • The chatbot will first provide up to five (5) static commonly asked questions in order to fulfill the single intent and quickly deliver an answer to the user. These questions will be determined by the Client. • If the chatbot cannot answer the question, the chatbot will accept a free -form text utterance and use a large language model through AWS Bedrock and source documents retrieved by AWS Opensearch to generate an answer not captured by the static questions. • For MVP phase, the maximum number of messages a user can send before the conversation ends will be five (5) to prevent abuse and extraneous costs. • For MVP phase, the chatbot will be English -only chatbot. • Client will provide the relevant documentation for a specific Code Compliance topic to inform the bot responses. Deloitte will use one (1) document or up to 100 pages of information for the MVP phase. 9 Deloitte • Client is responsible for integrating the Chatbot widget to the Code Compliance Department website landing page on the City of Miami website for MVP. Client web team will be responsible for any Ul/UX for the chatbot. • Deloitte will use standard and out of the box capabilities for the AWS Chatbot during the MVP phase. • The Client will coordinate and is responsible for integrating the chatbot into the website or online platform. • The Client will coordinate with AWS on creating or providing access to the development and production environments for the chatbot, including security and network controls. • The Client and its associated staff designated for roles on this project will be available as needed to support the project scope, purpose, objectives, approach, and activities. • Deliverables shall be deemed accepted by Client if not rejected, in writing, within five business days of delivery. • Deloitte fees include the initial development of the chatbot for the 8-week period of performance and does not include production support, ongoing operations, or maintenance. • For the purposes of this engagement, the Client's existing data collection framework/solution will be leveraged to collect data from the Client's applications and repositories. Any changes to the current data collection process or the associated technology stack which are made during the course of this engagement may require modifications to the previously described approach. • The client shall provide access to all firewall access needed including but not limited to Web Application Firewall (WAF) access in all lower environments and production environments for the successful deliver of chatbot functionality. • The City shall approve each deliverable that conforms in all material respects to the requirements therefor set forth in the applicable Statement of Work. Approval of a deliverable shall be deemed given if City has not provided Contractor with written notice of such approval or with written notice that a deliverable does not conform with the foregoing within five (5) days of delivery. • Deloitte's responsibility for data quality will be limited to documenting observable data quality issues. Deloitte will not fix data quality issues (data cleansing and translation is not within scope) in the Discovery phase, either during the collection process or via updates after the data has been provided. The Client will be responsible for correcting data quality issues in the source systems. • Deloitte Consulting does not need and does not expect to receive Client PII as part of this engagement. • Confidentiality/Data Security. The Client hereby consents to the Contractor retaining copies of any Confidential Information as part of its workpapers, subject at all times to Deloitte's confidentiality obligations under the Contract and the Public Records Law of Chapter 119 of the Florida Statutes. • Confidentiality/Data Security. The Client hereby consents to Deloitte disclosing Confidential Information (i) as expressly set forth in this SOW, if any; (ii) to Deloitte subcontractors providing services in connection with this SOW, provided they have agreed to be bound by confidentiality obligations similar to those in the Contract; (iii) as may be required by law or regulation, or to respond to governmental inquiries, or in accordance with applicable 10 Deloitte professional standards or rules, or in connection with litigation pertaining to this SOW or the Contract; or (iv) to the extent such information is or becomes publicly available other than as the result of a disclosure in breach of the confidentiality obligations under the Contract. The Client represents that no separate non -disclosure agreement is needed for the services performed under this SOW. Additional Terms and Conditions Notwithstanding anything in Contract to the contrary, including Contract, Amendment No. 2, Exhibit D, Section 3.4, it is agreed by both parties that this section entitled Additional Terms and Conditions hereby amends the Contract, Amendment No.2, for purposes of this SOW and that these terms and conditions are fully enforceable with respect to this SOW. In the event of an inconsistency between the provisions of this SOW and the City's Purchase Order, the provisions of this SOW will take precedence. For purposes of this SOW, "Customer" means the City. 1. The second to last sentence of Contract, Section 2.3.1 (Suspension of Work) is hereby deleted. The following sentence shall be added to the end of Section 2.3.1: "If Contractor resumes performance of the Contract and the resumption of performance causes an increase in costs, the resumption of such services will be pursuant to a mutually agreeable Change Request. 2. "Satisfactorily" is deleted in both instances it is referenced in Contract, Section 2.3.2 (Termination for Convenience). The last sentence of Contract, Section 2.3.2 is modified to say: "Except for Contractor IP, all work in progress will become the property of the City and will be turned over promptly by the Contractor." 3. The following replaces and supersedes Contract, Section 2.3.3 (Termination for Cause): City may terminate this SOW for cause by giving thirty (30) days prior written notice to Contractor. Contractor shall have the right to cure the breach within the notice period. Upon any termination, City shall pay Contractor for all services performed through the effective date of termination. 4. The following replaces and supersedes Contract, Section 7.5 (Indemnification): Contractor shall indemnify, defend and hold harmless the City and their respective personnel from all Claims attributable to claims of third parties solely for bodily injury, death or damage to real or tangible personal property, to the extent directly and proximately caused by the negligence or intentional misconduct of Contractor while engaged in the performance of the Services; provided, however, that if there also is fault on the part of any entity or individual indemnified hereunder or any entity or individual acting on the City's behalf, the foregoing indemnification shall be on a comparative fault basis. Contractor agrees to indemnify, defend and hold harmless the City from all Claims attributable to claims of third parties for infringement by a deliverable of any U.S. patent existing at the time of delivery or copyright or any unauthorized use of any trade secret, except to the extent that such infringement or unauthorized use arises from (i) modification of the deliverable other than by Contractor or its subcontractors, or use thereof in a manner not contemplated by this engagement, (ii) the failure of the City to use any corrections or modifications made available by Contractor, (iii) information, materials, instructions, specifications, requirements or designs provided by or on behalf of the City, or (iv) the use of the deliverable in combination with any platform, product, network or data not provided by Contractor. lithe City's use of any such deliverable, or any portion thereof, is or is likely to be enjoined by order of a court of competent jurisdiction as such an infringement or unauthorized use, Contractor, at its option and expense, shall have the right to (x) procure for the City the continued use of such deliverable, (y) replace 11 Deloitte such deliverable with a non -infringing deliverable, or (z) modify such deliverable so it becomes non - infringing; provided that, if (y) or (z) is the option chosen by Contractor, the replacement or modified deliverable is capable of performing substantially the same function. In the event Contractor cannot reasonably procure, replace or modify such deliverable in accordance with the immediately preceding sentence, Contractor may require the City to cease use of such deliverable and refund the professional fees paid to Contractor with respect to the services giving rise to such deliverable. 5. The second to last sentence is deleted from Section 7.6 (Limitation of Liability) and the following is added to Section 7.6: Contractor, its subsidiaries and subcontractors, and its respective personnel shall not be liable to the Department or the City for any claims, liabilities, damages or expenses relating to the Contract, this SOW or the Services ("Claims") for an aggregate amount in excess of the fees paid by City to Contractor under this SOW, except to the extent resulting from the recklessness, bad faith, or intentional misconduct of Contractor or its subcontractors. In no event shall Contractor, its subsidiaries or subcontractors, or their respective personnel be liable to the Department or the City for any loss of use, data, goodwill, revenues, or profits (whether or not deemed to constitute a direct Claim), or any consequential, special, indirect, incidental, punitive, or exemplary loss, damage, or expense relating to the Contract, this SOW or the Services. In circumstances where any limitation on damages or indemnification provision hereunder is unavailable, the aggregate liability of Contractor, its subsidiaries and subcontractors, and their respective personnel for any Claim shall not exceed an amount that is proportional to the relative fault that the conduct of Contractor and its subcontractors bears to all other conduct giving rise to such Claim. 6. The rights granted in Section 8.4 (Intellectual Property) are subject to Contractor's retained rights in and to Contractor IP. Upon payment for the applicable deliverable, Contractor hereby grants to City the right to use, for City's internal business purposes, any Contractor IP included in a deliverable created by Contractor for delivery to City under this SOW in connection with City's use of such deliverable. "Contractor IP" means works of authorship, materials, information, and other intellectual property created prior to or independently of the performance of the services, or created by Contractor or its subcontractors as a tool for their use in performing the services, plus any modifications or enhancements thereto and derivative works based thereon. 7. The following replaces and supersedes Section 11.2.1 (Proposal of Corrective Action Plan): In addition to the processes set forth in the Contract (e.g., service level agreements), if there is a performance deficiency that requires correction by the Contractor, then the City will notify the Contractor. The correction must be made within a timeframe specified by the City, which shall be no less than 10 business days. The Contractor shall provide the City with a corrective action plan describing how the Contractor will address all issues of contract non-performance, repeated deliverable rejections, or contract non-compliance, in each case other than tardy deliverable submissions caused by events outside of Contractor's control. 8. Either party may request changes to the services, deliverables, and/or any other aspect of this SOW through a written change request ("Change Request"). Promptly thereafter the parties shall discuss what impact the Change Request will have on the services and deliverables and on pricing, timing, and other 12 Deloitte terms of this SOW. Any changes to this SOW agreed upon by the parties as a result of the foregoing process shall be set forth in a change order signed by the parties ("Change Order"). Once a Change Order is signed it shall amend, and become part of, this SOW. Neither party is obligated to change the services, deliverables, or any other aspect of this SOW unless a Change Order for such change has been signed by the parties. Notwithstanding anything to the contrary in the Contract, including Section 11.4 (Force Majeure, Notice of Delay, and No Damages for Delay), in the event of any delay encountered that is beyond the reasonable control of Contractor, failure by City to meet its obligations under this SOW, or failure of an assumption listed in this SOW (each a "Change Order Event"), Contractor shall be entitled to a Change Order to address the adverse impact of such event on Contractor. Contractor shall notify City within a reasonable period after becoming aware of a Change Order Event. If the parties do not sign a Change Order within thirty (30) days of City's receipt of such notice, Contractor may suspend or terminate the services upon written notice to the City. 9. The parties agree that the following provisions are not applicable to this SOW: Contract, Sections 3.2.2 (Preferred Pricing); and 6.7 (Time is of the Essence). 10. Purchase Order Provisions: The parties agree that Contractor is not providing goods under this Statement of Work. The parties also agree that the following provisions of the Purchase Order are deleted in their entirety: Section 3 (Indemnification); Section 5 (Default); Section 10 (Warranty); Section 12 (Royalties and Patents); Section 13 (Payment); Section 15 (Termination); Section 23 (Uniform Commercial Code) and Section 25 (Bonding). Exhibit A-1 shall supersede and replace Section 24 (Insurance) of the Purchase Order for purposes of this Statement of Work. 11. Nondiscrimination: Contractor represents and warrants to the City that Contractor does not and will not engage in discriminatory practices and that there shall be no discrimination in connection with Contractor's performance under this Contract on account of race, age, religion, color, gender, gender identity, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor. Contractor further covenants that no otherwise qualified individual shall, solely by reason of race, age, religion, color, gender, gender identity, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor, be excluded from participation in, be denied services, or be subject to discrimination under any provision of this Contract. 12. E-Verify Employment Verification: By entering into this Contract, Contractor and its subcontractors are jointly and severally obligated to comply with the provisions of Section 448.095, Florida Statutes, as amended, titled "Employment Eligibility." Contractor affirms that (a) it has registered and uses the U.S. Department of Homeland Security's E-Verify system to verify the work authorization status of all new employees of Expert Contractor; (b) it has required all subcontractors to this Contract to register and use the E-Verify system to verify the work authorization status of all new employees of the subcontractors; (c) it has an affidavit from all subcontractors to this Contract attesting that the subcontractor does not employ, contract with, or subcontract with, unauthorized aliens; and (d) it shall maintain copies of any such affidavits for the duration of the Contract. Registration information is available at: http://www.uscis.gov/e-verify. If the City has a good faith belief that Contractor has knowingly violated Section 448.09(1), Florida Statutes, then City shall terminate this Contract in accordance with Section 448.095(5)(c), Florida Statutes. In the event of such termination, Contractor agrees and acknowledges that it may not be awarded a public contract for at least one (1) year from the date of such termination and that Contractor may be liable for any additional costs incurred by the City because of such 13 Deloitte termination. In addition, if City has a good faith belief that a subcontractor has knowingly violated any provisions of Sections 448.09(1) or 448.095, Florida Statutes, but Contractor has otherwise complied with its requirements under those statutes, then Contractor agrees that it shall terminate the contract with the subcontractor upon receipt of notice from the City of such violation by subcontractor in accordance with Section 448.095(5)(c), Florida Statutes. Any challenge to termination under this provision must be filed in the Circuit or County Court by the City, the Contractor, or subcontractor no later than twenty (20) calendar days after the date of said termination. 13. Counterparts, Electronic Signatures: This Statement of Work may be executed in counterparts, each of which shall be an original as against either party whose signature appears thereon, but all of which taken together shall constitute but the same instrument. An executed facsimile or electronic scanned copy of this Statement of Work shall have the same force and effect as the original. The parties shall be entitled to sign and transmit an electronic signature on this Statement of Work (whether by facsimile, PDF, or other email transmission), which signature shall be binding on the party whose name is contained therein. Any party providing an electronic signature agrees to promptly execute and deliver to the other parties an original signed Statement of Work upon request. (INTENTIONALLY LEFT BLANK — SIGNATURE PAGE TO FOLLOW) 14 Deloitte IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authoried on the date provided herein. ATTEST: Digitally signed by Fasihi, Fasihi, Mohammad Mohammad BY: Date: 2024.04.24 10:00:56-04'00' BY: Name: Mohammad H Fasihi Title: Managing Director Date: 4/24/2024 ATTEST: Todd B. Hannon City Clerk May 9, 2024 1 20:45:01 EDT Date: DocuSigned by: APPROVED AS TO I FGAL FORM AND CORRECTNESS: ADS Do 9.by: [Gt,my, I Rpm)) III BY88116E9FE882488 . George K. Wysong III (Matter 24-723) City Attorney May 6, 2024 1 20:23:45 EDT Date: "Deloitte Consulting" or `Deloitte" or "Contractor" DRT,OITTE CONSULTINGLLP, a foreign limited liability partnership authorized to conduct business in Florida BY: Name: David Friedman Title: Principal/Partner Date: 4 /24 /2024 "City" CITY OF MIAMI, a Florida municipal corporation BY: arguAr hbviuda ‘...--960CF603.72DD42A... Arthur Noriega V City Manager May 9, 2024 1 09:55:09 EDT Date: APPROVED AS TO INSURANCE REQUIREMENTS: BY. Dia,,— 14 Anne Marie Sharpe, Director Risk Management May 3, 2024 1 14:14:50 EDT Date: 15 Deloitte. May 2, 2024 Private and confidential Ms. Aimee Gandarilla Procurement Assistant City of Miami Procurement Department 444 SW 2"d Avenue, 6th floor, Miami, FL 33130 Subject: Deloitte Statement of Work for Phase I AWS Chatbot Development ("Statement of Work") Dear Ms. Gandarilla, Deloitte LLP 1919 N. Lynn Street Rosslyn, VA 22209 Tel: +1 571 235 6883 www.deloitte.com I am Assistant General Counsel in the Office of General Counsel of Deloitte LLP and have acted as counsel to Deloitte Consulting LLP ("Deloitte Consulting"), a limited liability partnership and a subsidiary of Deloitte LLP, and have the authority to deliver this letter. In my capacity as such counsel, I am familiar with the above -referenced Statement of Work. Based upon the foregoing, I am confirming that David A. Friedman, as a Principal of Deloitte Consulting LLP in good standing, has the requisite power and authority to execute Deloitte Consulting's Statement of Work on behalf of Deloitte Consulting and to bind Deloitte Consulting accordingly. Sincerely, 5/2/2024 X � �1 Lisa Swan Assistant General Counsel Signed by: 01790026245 City of Miami Phase I AWS Chatbot Development EXHIBIT A-1 INSURANCE REQUIREMENTS-DELOITTE I. Commercial General Liability A. Limits of Liability Bodily Injury and Property Damage Liability Each Occurrence $1,000,000 General Aggregate Limit $2,000,000 Personal and Adv. Injury $1,000,000 Products/Completed Operations $1,000,000 B. Endorsements Required City of Miami listed as additional insured with respect to Contractor's Acts, operations or omissions in performance under this Contract Contingent & Contractual Liability pursuant to policy terms and conditions Premises and Operations Liability Primary Insurance Clause Endorsement IL Business Automobile Liability A. Limits of Liability Bodily Injury and Property Damage Liability Combined Single Limit Owned/Scheduled Autos Including Hired, Borrowed or Non -Owned Autos Any One Accident $1,000,000 B. Endorsements Required City of Miami listed as an additional insured with respect to Contractor's acts, operations or omissions in performance under this Contract City of Miami Phase I AWS Chatbot Development EXHIBIT A-1 III. Worker's Compensation Limits of Liability Statutory -State of Florida Waiver of Subrogation Employer's Liability A. Limits of Liability $500,000 for bodily injury caused by an accident, each accident $500,000 for bodily injury caused by disease, each employee $500,000 for bodily injury caused by disease, policy limit IV. Professional Liability/Errors and Omissions Coverage Combined Single Limit Each Claim $5,000,000 General Aggregate Limit $5,000,000 Retro Date Included V Network Security and Privacy Injury (Cyber Liability) Each Claim $3,000,000 Policy Aggregate $3,000,000 Retro Date Included The insurance may be included within a professional liability coverage form. VI. Umbrella Limits of Liability Each Occurrence $3,000,000 Policy Aggregate $3,000,000 The City of Miami listed as additional insured with respect to Contractor's acts, operations or omissions in performance under this Contract. Coverage is excess over the general liability and auto policies. Contractor agrees to maintain professional liability/Errors & Omissions coverage, along with Network Security and Privacy Injury (Cyber) coverage, if applicable, for a minimum of 1 year after termination of the contract period subject to continued availability of commercially reasonable terms and conditions of such coverage. City of Miami Phase I AWS Chatbot Development EXHIBIT A-1 The above policies shall provide the City of Miami with written notice of cancellation or material change from the insurer in accordance to policy provisions. Companies authorized to do business in the State of Florida, with the following qualifications, shall issue all insurance policies required above: The company must be rated no less than "A-" as to management, and no less than "Class V" as to Financial Strength, by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent. All certificates of insurance are subject to review and verification by Risk Management prior to insurance approval. ACCIPRCP CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDDIYYYY) 0U29r2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER, THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: tf the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER MARSH USA, LLC 1166 Avenue of the Arran as New York, NY 10036 Mn realestate.certrequest@marsh Qom CN102871568-SHLI-GAWU-23-24 wise ED Debins LLP; Dek:tle & Touche LLP. Deloitte Consulting LLP; DeCoitle Tax LLP: Detoite Services LP Debte Finalaal Advisory Services LLP; DadeTiernac►: and Easiness Analybes LLP 30 Rcckefelier Plaza New York, NY 10112 NU CONTACT NAME: PHONE /AFC Ratt E-MAIL ADDRESS: FAX WC. Nol: INSURER{BtAFPORDING COVERAGE INSURER A CnnlManIN%ratyCOnipIly INSURER B: The Continental Insurance Coma y INSURER C : Amencan Casualty Company o[Reading. PA NSURER 0: Valley Forgo Insitarrae Canoarlr INSURER E : 20443 35289 20427 20508 INSURER F : YG01 1945243-01 REVISION NUMBER: 2 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED VAI. IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS WM LIR IPAOLICIES. TYPE OFINIIIIRAIACE TROD VIw�l POLICYNINABER f1 YPOIJCY YI MEND POUCY EXP IZImars A x CDIIIIEACIALI;ENERAILLIA8ILNTY x x i GL60 4588868 066112023 IC, - 0610 �HOCCdI AO )) OCCURRENCE $ i.000.000 DAMAGE TO RENTED PREINSES (Ea occurrence} 5 1,000,000 CLAIMS -MADE �)( OCCUR MEir EXP (Any o e peon) $ 10,000 PERSONAL &ADV INJURY $ 1000000 GENERALAGf AGGREGATE $ 2,000,000 GEHL AGGREGATE LIMIT APPLES PER: E X LOC PRODUCTS-COMPIOPAGG $ 2, ,00 $ A AI/TOMOB9LELUABn.rrY x — ANY AUTO OWNED AUTOS ONLY HIRED AUTOS ONLY SCi1EDULED NON -OWNED AUTOSAUTOS ONLY x x BLIA62451171 //^''A�O V `i .. r:l r c 06101,2024 catiASINGLE LIMIT (Ea acadenl) s 5,000,000 BODILY INJURY (Per person) $ BODILY INJURY (i a accident) S DAMAGE 5} $ B X UHBRELLALIAB EXCESS LIAR X OCCUR 7014955544 Y ' - 06J0112023 06/0112024 EACH OCCURRENCE S 3,000,000 AGGREGATE S 3,00II, 5 DEO X 9 RETENTIONS 10000 f C D WORKERS COMPENSATION AND EMPLOYERS' LIABILITY IWYPROYWEIOFUF'ARTNERiE%ECUi1VE YI I OFFICERiNNEk�ERFJCCLUOPiYI {MaIf ennaiory in NH}s describe kevier DESCRIPTION OF OPERATIONS Wow NIA X W r :. ' , ::sr (AQS) . i (CA) Bii4rJ Y1 } 35I0 1023 06101 3 061tlt12023 06i101/2021 06101i1I24 06A1RQ24 qT X STATUTE I ERN EL EACH ACCIDENT 5 1,000,000 E.L. DISEASE ='v _ EA EtrPtQYEEj S 1.D�I,QIIO E.L. SSF&SE - POLICY LIMIT 1 $ 1,000,000 D Slop Gap (OH. NDWA) 44 IP • GAP 6042880616 (OH. ND, WA) 06101/2023 06101i2024 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS -- 5 (ACORO 1e1, Addltin no Remarks Schedule, may be attached rf more spare is required) Re AWS Chabot Development The City of Mani is ilduded as AdtMorral 1lsued feEnawt Workers' Compensaiiixi) is required by cram contract Gee esal and Arab Liability ae pinny aid over any casting insvrarre aid limited b iabitty Meng out of the °pardon of the named insured subjecl b potty terms and candtions )raiser at subrogation is appicable where required by wmitten contract and subject to poicy terms and conditions CERTIFICATE HOLDER CANCELLATION Oty of Miami Risk Maiagernent Depatrnent 444 SW 2nd Aveni e. 9th Fbor Mani, FL 33130 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Aumoiamo REPRESENTATIVE r.ar c Z'G.SsT CFW ACORD 25 (2016103) . 1988-2016 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ACOR©0 CERTIFICATE OF LIABILITY INSURANCE DATE IMhMIDD(YYYY} 04f2fa2024 THIS CERTIFICATE IS ISSUED AS A !MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURERS), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the poliay(ies) must have ADDf1ONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER MARSH USA, LLC 1106 AVENUE OF THE AMER1CAS NEW YORK, NY 10036 Attn: RealEstate.CeriRegvest@mash.00m CN102871568-STIE-PROF 23-24 INSURED Debatte LLP; Deloitte & Touche LLP; Deleitte Consulting LLP; Deloitte Tax LLP; ❑elaitte Services LP; betide Financial Advisory Services LLP: Deioitte Tran#ons and BusinessArratyGcs LIP 30 Rockefeller Reza New York, NY 10112 COVERAGES CERTIFICATE NUMBER: CONTACT MITE: PHONE INC. Go Fran - EMAIL, ADDRESS: INSURERIS}AFFORDING COVERAGE INSURER A North American Capacity ins Oa INSURER B NAIC ■ 25038 INSURER C IISIINER D • THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE rNS1JRED NAMED INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREI�IS EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS ABOVE FOR THE POLICY PERIOD WITH RESPECT TO WHICH THIS SUBJECT TO ALL THE TERMS, V( EsR TR TYPE OFDANCE 1 ; POLICY IMH POLICY E F (IOfBWYTYIrt POLICY ESP rimitoarrrYrl urrlrrs COMMERCIAL GENERAL LIAahSTY ^� %V�• ^O OCCURRENCE S CLAIMS -MADE 7 OCCUR E To REMFSEs tEa oanumence3 $ MED EXP (Any � person) $ PERSONAL RAW INJURY S GEN L AGGREGATE LIMIT APPLIES POLICY n PRO - JEER OTHER: PER: LOC GENERAL AGGREGATE 1 PRODUCTS -OOMPIOPAGE S S AUTOMO�81l.ELIASRNTY �' _ ANYAUTO AUTO D meal ONLY HIRE] AUTOS ONLY �y a r i AUTrjS LED NON-0i NON-OWNEp AUTOS ONLY , `\�1� O COMBINED SINGLE UMB $ BO(Ea ILY INJ 8ODILYINJIIRY{Per person} S BODILY INJURY {Per accident) S AGE S 0 UMBRELLA LVIB IDCCESS i iAe OCCUR ( MADE EACH OCCURRENCE S AGGREGATE S OEO 1 RETENITON S S WORKERS COMPENSATIONPER AND EMPLOYERS` uAatiRY ANYPROPfdE70FIPRRTNERI£%1Cifi3VE OFFICEWNEAIBEREXCLUDE€! (Ma' yin NH) D d�aON under DESCRIPTION OF OPERATIONS below Yf H Id NIA NO O STATUTE ERH- El. EACH ACCIDENT S E.L. DISEASE -EA larPLOYEEI S E.L. DISEASE - POLICY LIMIT S A Professional liability / ' PAgge0Ple 54T7.1 06101/2023 0614112024 Per Claim 8.000.000 8,000,000 DESCRIPTION OF OPERATIONS 1 iOCAT6ONS 1 VEHICLES (ACORD in1, Additional Remarks Schedata, may he attached if more space is required) Re. AWS Chatet Development 1. This policy is nonce during the period shuts 2. The issuance of this cefificate of insurance does not mace the person or organ izabon to whom it is issued an addtionai insured, nor does it rneidity in any manner the contract of insurance between the insured and the insurer. Cyber, network, privacy, confidentiality and tecfinobgy errors andomissons au Included in the Rotassional Liability caeragatorm. Rule J Liability includes Full Prior Acts coverage CERTIFICATE HOLDER CANCELLATION 01ty eV Mare Risk Mamgemenf f3epartment 444 SW 2nd Aven ue, Sth Floor Miami, FL 33130 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DAZE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2016(03) •20rez,=.2..f - U 1988-2016 ACORD CORPORATION, All rights reserved. The ACORD name and logo are registered marks of ACORD From: To: Cc: Subject: Date: Attachments: Gomez Jr., Francisco (Frank) Guerrero, Isaac; Gandarilla. Aimee; Quevedo, Terry Aviles. Yesenia; Fasihi, Mohammad RE: Deloitte Statement of Work for Phase I AWS Chatbot Development Tuesday, April 30, 2024 9:17:30 AM image004.pnq image005.pnq image006.pnq image007.pnq Good morning All, The insurance documentation is adequate. Thanks, Frank Gomez, PIAM, CPI I Property & Casualty Manager City of Miami Risk Management (305) 416-1740 Office (305) 416-176o Fax fgomez@miamigov.com "Serving, Enhancing, and Transforming our Community" From: Guerrero, Isaac <siguerrero@deloitte.com> Sent: Tuesday, April 30, 2024 9:06 AM To: Gandarilla, Aimee <AGandarilla@miamigov.com>; Quevedo, Terry <TQuevedo@miamigov.com> Cc: Gomez Jr., Francisco (Frank) <FGomez@miamigov.com>; Aviles, Yesenia <YAviles@miamigov.com>; Fasihi, Mohammad <mfasihi@deloitte.com> Subject: RE: Deloitte Statement of Work for Phase I AWS Chatbot Development CAUTION: This is an email from an external source. Do not click links or open attachments unless you recognize the sender and know the content is safe. Hello Aimee, Hope all is well. Please see our revised Insurance Certificates. Thank you, S. Isaac Guerrero Manager, Government Public Services Contracts Manager Deloitte Services LP 1919 North Lynn Street, Arlington, VA 22209-1742 USA Mobile: 667-209-1754 1 Tel/Direct: 571-814-69271 Fax: 866-998-0967 SlGuerrero@deloitte.com 1 www.deloitte.com Please consider the environment before printing. From: Gandarilla, Aimee <AGandarillaPmiamigov.com> Sent: Friday, April 26, 2024 10:16 AM To: Quevedo, Terry <TQuevedoPmiamigov.com>; Guerrero, Isaac <siguerreroPdeloitte.com> Cc: Gomez Jr., Francisco (Frank) <FGomezPmiamigov.com>; Aviles, Yesenia <YAvilesPmiamigov.com>; Fasihi, Mohammad <mfasi -.itte.com> Subject: [EXT] RE: Deloitte Statement of Work for Phase I AWS Chatbot Development Terry: thank you. Isaac: please see comments below from our Risk Management Department. Thank you. Thank you, � ntee Procurement Assistant City of Miami Procurement Department 444 SW 2nd Avenue, 6th floor, Miami, FL 33130 P (305) 416-1906 F (305) 400-5073 E agandarilla@miami.gov "Serving, Enhancing, and Transforming our Community" From: Quevedo, Terry <TQuevedoPmiamigov.com> Sent: Friday, April 26, 2024 10:11 AM To: Gandarilla, Aimee <AGandarillaPmiamigov.com>; Guerrero, Isaac <siguerreroPdeloitte.com> Cc: Gomez Jr., Francisco (Frank) <FGomezPmiamigov.com>; Aviles, Yesenia <YAvilesPmiamigov.com>; Fasihi, Mohammad <mfasihiC deloitte.com> Subject: RE: Deloitte Statement of Work for Phase I AWS Chatbot Development Good Morning Aimee, Please revise the certificate to reflect the following: . City of Miami as additional insured on the General Liability on a primary & non contributory basis. • City of Miami as additional on the Auto Liability. • Certificate holder on both certificates need to read City of Miami and our address. • Professional Liability limits need to be revised to reflect limits of $5M. Please include retro date as well. • Cyber liability limits needs to be revised to reflect limits of $3M. Thank you City of Miami Risk Management Department 9th Floor 444 SW 2nd Avenue Miami, Florida 33130 (305) 416-1641 Office (305) 416-1710 Fax TquevedoPmiamigov.com ":Se 9, 5dawc. 6r9, atird 7n400/10u y aor gamourecty V From: Gandarilla, Aim e<AGandarillal@miamigov.com> Sent: Friday, April 26, 2024 9:33 AM To: Quevedo, Terry <TQuevedo(@miamigov.com>; Guerrero, Isaac <siguerrerol@deloitte.com> Cc: Gomez Jr., Francisco (Frank) <FGomezP miamigov.com>; Aviles, Yesenia <YAvilesPmiamigov.com>; Fasihi, Mohammad <mfasihOdeloitte.com> Subject: FW: Deloitte Statement of Work for Phase I AWS Chatbot Development Good morning Terry, I need for you to please assist with this insurance. Thank you, aintee gandaniaa Procurement Assistant City of Miami Procurement Department 444 SW 2nd Avenue, 6th floor, Miami, FL 33130 P (305) 416-1906 F (305) 400-5073 E agandarilla@miami.gov "Serving, Enhancing, and Transforming our Community" From: Guerrero, Isaac <siguerrerol@deloitte.com> Sent: Friday, April 26, 2024 9:10 AM To: Fasihi, Mohammad <mfasihiPdeloitte.com>; Gandarilla, Aimee <AGandarillaPmiamigov.com> Subject: RE: Deloitte Statement of Work for Phase I AWS Chatbot Development Hello Aimee, According to the SOW provided, the Exhibit A-1 shall supersede and replace Section 24 (Insurance) of the Purchase Order for purposes of this Statement of Work. So I will need the revised Exhibit A-1 to update our insurance certificates. Thank you, S. Isaac Guerrero Manager, Government Public Services Contracts Manager Deloitte Services LP 1919 North Lynn Street, Arlington, VA 22209-1742 USA Mobile: 667-209-1754 1 Tel/Direct: 571-814-69271 Fax: 866-998-0967 SlGuerrero@deloitte.com 1 www.deloitte.com Please consider the environment before printing. 4 From: Fasihi, Mohammad <mfasihi(aJdelnif?e.com> Sent: Friday, April 26, 2024 9:08 AM To: Gandarilla, Aimee <AGandarillaPmiamigov.com>; Guerrero, Isaac <siguerreroPdeloitte.com> Subject: Re: Deloitte Statement of Work for Phase 1 AWS Chatbot Development Good Morning Aimee Can you please work with Isaac from my team to have this completed. I am in the midst of moving this weekend so will not be available right away. Isaac will need Exhibit A-1 to issue a certificate of insurance. Isaac please work with Aimee. Thanks Mohammad H Fasihi Managing Director Deloitte Digital M: 202-596-0209 mfasihiPdeloitte.com Executive Assistant: Chris Martin cmartinPdeloitte.com From: Gandarilla, Aimee <AGandarilla@miamigov.com> Date: Thursday, April 25, 2024 at 12:49 PM To: Fasihi, Mohammad <mfasihi@deloitte.com> Subject: [EXT] RE: Deloitte Statement of Work for Phase I AWS Chatbot Development Good afternoon Mohammad, Please revise to list the City of Miami as additional insured for the General Liability and Automobile Liability. Certificate Holder is City of Miami, 444 SW 2nd Ave, Miami, FL 33130 Thank you, Qintex gandwaea Procurement Assistant \� City of Miami Procurement Department 444 SW 2nd Avenue, 6th floor, Miami, FL 33130 P (305) 416-1906 F (305) 400-5073 E agandarilla@miami.gov "Serving, Enhancing, and Transforming our Community" From: Fasihi, Mohammad <mfasihi@deloitt, com> Sent: Thursday, April 25, 2024 12:17 P To: Gandarilla, Aimee <AGandarillamigov.com> Subject: RE: Deloitte Statement ofv orr for Phase I AWS Chatbot Development CAUTION: This is an email from an external source. Do not click links or open attachments unless you recognize the sender and know the content is safe. Hi Aimee Please see attached Certificate of Insurance. Thanks Mohammad H Fasihi Managing Director Deloitte Digital M: 202-596-0209 mfasihiPdeloitte.com Executive Assistant: Chris Martin cmartinPdeloitte.com From: Gandarilla, Aimee <AGandarilla@miamigov.com> Date: Wednesday, April 24, 2024 at 10:30 AM To: Fasihi, Mohammad <mfasihi@deloitte.com> Subject: [EXT] RE: Deloitte Statement of Work for Phase I AWS Chatbot Development Mohammad, Please provide a copy of the certificate of insurance. Thank you, aimee gaudmit& Procurement Assistant City of Miami Procurement Department 444 SW 2nd Avenue, 6th floor, Miami, FL 33130 P (305) 416-1906 F (305) 400-5073 E agandarilla@miami.gov "Serving, Enhancing, and Transforming our Community" From: Gandarilla, Aimee Sent: Wednesday, April 24, 2024 9:56 AM To: Fasihi, Mohammad <mfasihil@deloitte.com> Subject: RE: Deloitte Statement of Work for Phase I AWS Chatbot Development Good morning Mohammad, Please find attached the SOW to be signed. Thank you. Thank you, aimee camicvtilla Procurement Assistant City of Miami Procurement Department 444 SW 2nd Avenue, 6th floor, Miami, FL 33130 P (305) 416-1906 F (305) 400-5073 E agandarilla@miami.gov "Serving, Enhancing, and Transforming our Community" From: Fasihi, Mohammad <mfasihOdeloitte.com> Sent: Tuesday, April 23, 2024 5:39 PM To: Gandarilla, Aimee <AGandarillal@miamigov.com>; Griffin, James <JGriffinl@miamigov.com> Subject: RE: Deloitte Statement of Work for Phase I AWS Chatbot Development CAUTION: This is an email from an external source. Do not click links or open attachments unless you recognize the sender and know the content is safe. Hi Aimee and James I made a change on the word "Shall" to "May" on page 13 and added myself and David Friedman as the other signatory. Please accept that change and send a version that I and David can sign. Thank you! Mohammad H Fasihi Managing Director Deloitte Digital M: 202-596-0209 mfasihi(@deloitte.com Executive Assistant: Chris Martin cmartinPdeloitte.com From: Gandarilla, Aimee <AGandarilla@miamigov.com> Date: Tuesday, April 23, 2024 at 3:58 PM To: Fasihi, Mohammad <mfasihi@deloitte.com> Subject: [EXT] RE: Deloitte Statement of Work for Phase I AWS Chatbot Development yes Thank you, Qintex qan dazed Procurement Assistant City of Miami Procurement Department 444 SW 2nd Avenue, 6th floor, Miami, FL 33130 P (305) 416-1906 F (305) 400-5073 E agandarilla@miami.gov "Serving, Enhancing, and Transforming our Community" From: Fasihi, Mohammad <, hic deloitte.com> Sent: Tuesday, April 23, 2024 3:58 PM To: Gandarilla, Aimee <A andarillaPmiamigov.com> Subject: RE: Deloitte Statement of Work for Phase I AWS Chatbot Development CAUTION: This is an email from an external source. Do not click links or open attachments unless you recognize the sender and know the content is safe. Does it have to be 2 people who need to sign this document? Thanks Mohammad H Fasihi Managing Director Deloitte Digital M: 202-596-0209 mfasihiPdeloitte.com Executive Assistant: Chris Martin cmartinPdeloitte.com From: Gandarilla, Aimee <AGandarilla@miamigov.com> Date: Tuesday, April 23, 2024 at 3:42 PM To: Fasihi, Mohammad <mfasihi@deloitte.com> Subject: [EXT] Deloitte Statement of Work for Phase I AWS Chatbot Development Good afternoon Mohammad, Please fill out, sign, and attest to page 15. Thank you. Deloitte IN WITNESS WHEREOF, the parties hereto have caused this instrument to be , their respective officials thereunto du j authorized on the date provided herein. ` "Deloitte Consul t,nI4 & "Deloitte" or "Contractor" DELO `+' 'NMILTING ',LP, a foreign ? iability partnership authorized °o conduct business in Florida ATTEST: BY: BY: Name: Title: Date: Name: Title: Date: Thank you, aintee gandcvcieea Procurement Assistant City of Miami Procurement Department 444 SW 2nd Avenue, 6th floor, Miami, FL 33130 P (305) 416-1906 F (305) 400-5073 E agandarilla@miami.gov "Serving, Enhancing, and Transforming our Community" This message (including any attachments) contains confidential information intended for a specific individual and purpose, and is protected by law. If you are not the intended recipient, you should delete this message and any disclosure, copying, or distribution of this message, or the taking of any action based on it, by you is strictly prohibited. Deloitte refers to a Deloitte member firm, one of its related entities, or Deloitte Touche Tohmatsu Limited ("DTTL"). Each Deloitte member firm is a separate legal entity and a member of DTTL. DTTL does not provide services to clients. Please see www.deloitte.com/about to learn more. v.E.1 City of Miami Phase I AWS Chatbot Development EXHIBIT A-1 INSURANCE REQUIREMENTS-DELOITTE I. Commercial General Liability A. Limits of Liability Bodily Injury and Property Damage Liability Each Occurrence $1,000,000 General Aggregate Limit $2,000,000 Personal and Adv. Injury $1,000,000 Products/Completed Operations $1,000,000 B. Endorsements Required City of Miami listed as additional insured with respect to Contractor's Acts, operations or omissions in performance under this Contract Contingent & Contractual Liability pursuant to policy terms and conditions Premises and Operations Liability Primary Insurance Clause Endorsement IL Business Automobile Liability A. Limits of Liability Bodily Injury and Property Damage Liability Combined Single Limit Owned/Scheduled Autos Including Hired, Borrowed or Non -Owned Autos Any One Accident $1,000,000 B. Endorsements Required City of Miami listed as an additional insured with respect to Contractor's acts, operations or omissions in performance under this Contract City of Miami Phase I AWS Chatbot Development EXHIBIT A-1 III. Worker's Compensation Limits of Liability Statutory -State of Florida Waiver of Subrogation Employer's Liability A. Limits of Liability $500,000 for bodily injury caused by an accident, each accident $500,000 for bodily injury caused by disease, each employee $500,000 for bodily injury caused by disease, policy limit IV. Professional Liability/Errors and Omissions Coverage Combined Single Limit Each Claim $5,000,000 General Aggregate Limit $5,000,000 Retro Date Included V Network Security and Privacy Injury (Cyber Liability) Each Claim $3,000,000 Policy Aggregate $3,000,000 Retro Date Included The insurance may be included within a professional liability coverage form. VI. Umbrella Limits of Liability Each Occurrence $3,000,000 Policy Aggregate $3,000,000 The City of Miami listed as additional insured with respect to Contractor's acts, operations or omissions in performance under this Contract. Coverage is excess over the general liability and auto policies. Contractor agrees to maintain professional liability/Errors & Omissions coverage, along with Network Security and Privacy Injury (Cyber) coverage, if applicable, for a minimum of 1 year after termination of the contract period subject to continued availability of commercially reasonable terms and conditions of such coverage. City of Miami Phase I AWS Chatbot Development EXHIBIT A-1 The above policies shall provide the City of Miami with written notice of cancellation or material change from the insurer in accordance to policy provisions. Companies authorized to do business in the State of Florida, with the following qualifications, shall issue all insurance policies required above: The company must be rated no less than "A-" as to management, and no less than "Class V" as to Financial Strength, by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent. All certificates of insurance are subject to review and verification by Risk Management prior to insurance approval. Olivera, Rosemary From: Gandarilla, Aimee Sent: Friday, May 10, 2024 8:43 AM To: Hannon, Todd Cc: Olivera, Rosemary; Brown, Sadie; Mickens, Tania Subject: Deloitte Statement of Work (Matter 24-723) Attachments: Deloitte Statement of Work (Matter 24-723).pdf Good morning Todd, Please find attached the fully executed copy of an agreement from DocuSign that is to be considered an original agreement for your records. Thank you, Qunee cartdavtitta Procurement Assistant City of Miami Procurement Department 444 SW 2' Avenue, 6thfloor, Miami, FL 33130 P (305) 416-1906 F (305) 400-5073 E agandarilla@miami.gov "Serving, Enhancing, and Transforming our Community" i