Common use of Contractor Project Manager Clause in Contracts

Contractor Project Manager. Contractor shall assign to the Contract a Contractor Project Manager of a management level sufficient to assure timely responses from all Contractor personnel and whose resume and qualifications will be reviewed and approved by WSP prior to his or her appointment as Contractor Project Manager. The approval process may include, at WSP’s discretion, an interview with the proposed original or any replacement Contractor Project Manager. The Contractor Project Manager shall be responsible for acting as a liaison between the Contractor and the WSP Project Manager. Contractor represents and warrants that the Contractor Project Manager shall be fully qualified to perform the tasks required of that position under this Contract. The Contractor Project Manager shall function as Contractor’s authorized representative for all management and administrative matters not inconsistent with the provisions contained herein. The Contractor Project Manager shall be able to make binding decisions pursuant to this Contract for Contractor and approve Change Orders for Contractor. A written commitment by the Contractor Project Manager and persons designated by him or her in writing for this purpose, within the scope of this Contract, shall be binding upon Contractor. The Contractor Project Manager or other substitute Project management personnel for Contractor shall be full‑time until Acceptance of all Project related Deliverables following Cutover of the System. The Contractor Project Manager shall not be changed from the person proposed in the Response, except as provided in Section 4.3.1. If the Contractor Project Manager is removed or replaced, Contractor will promptly (but in no event more than ten Days) provide Notice to WSP, submit a resume, and obtain approval of the replacement Contractor Project Manager from WSP, prior to his or her beginning work on the Project. Contractor shall temporarily fill the Contractor Project Manager within seven Days of it being vacated and shall fill the position with a permanent fulltime replacement within 45 Days of the Contractor Project Manager’s removal or departure. Contractor Staff. Prior to the Effective Date, Contractor shall have provided to WSP an organization chart of Contractor’s Staff, including names of Key Personnel for the Project and positions during Maintenance. Contractor shall also provide to WSP job descriptions for Key Personnel positions. Except in the case of a leave of absence, sickness, death, or termination of employment, Key Personnel shall not be changed during the Project from the people who were described in the Response without the prior written approval of WSP until completion of their assigned tasks, as described in the Work Plan, or the end of first year of the Warranty Period for the System if such tasks are not so described in the Work Plan. Such changes to Key Personnel as permitted herein may be made pursuant to written letters that are approved by WSP. During the term of the Contract, WSP reserves the right to approve or disapprove Contractor’s and any Subcontractor’s Key Personnel assigned to this Contract, to approve or disapprove any proposed changes in Key Personnel, or to require the removal or reassignment of any Contractor or Subcontractor Staff found unacceptable by WSP subject to WSP’s compliance with applicable laws. Contractor shall provide WSP with a resume of any member of its Key Personnel or a Subcontractor’s Key Personnel assigned to or proposed to be assigned to any aspect of the performance of this Contract prior to commencing any Services. All Staff proposed by Contractor as replacements for other Key Personnel shall have comparable or greater skills for performing the activities as performed by the Staff being replaced. Contractor assumes sole and full responsibility for its acts and the acts of its Staff. Contractor understands and agrees that WSP does not assume liability for the actions of Contractor’s Staff. Contractor agrees that it has no right to indemnification or contribution from WSP for any judgments rendered against Contractor, its Subcontractors or other Staff. Contractor agrees that any claim on behalf of any person arising out of employment or alleged employment by Contractor (including, but not limited to, claims of discrimination against Contractor, its officers, or its agents) are the sole responsibility of Contractor and are not the responsibility of WSP. Contractor will indemnify and hold WSP harmless from any and all such claims asserted against XXX. XXX agrees to use its best efforts to encourage the Office of the Attorney General of Washington to grant Contractor sole control of the defense and all related settlement negotiations. If principles of governmental or public law are involved, however, the State may participate in the defense of any such action, but no costs or expenses shall be incurred for the account of Contractor without Contractor’s written consent. Any person who alleges a claim arising out of employment or alleged employment by Contractor will not be entitled to any compensation, rights, or benefits from WSP (including, but not limited to, tenure rights, medical and hospital care, sick and annual/vacation leave, severance pay, or retirement benefits).

Appears in 2 contracts

Samples: Software Escrow Agreement, Saas Contract

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Contractor Project Manager. Contractor shall assign to the Contract Project a Contractor Project Manager of a management level sufficient to assure timely responses from all Contractor personnel and whose resume and qualifications will be reviewed and approved by WSP AOC prior to his or her appointment as Contractor Project Manager. The approval process may include, at WSPAOC’s discretion, an interview with the proposed original or any replacement Contractor Project Manager. The Contractor Project Manager shall be responsible for acting as a liaison between with the Contractor and the WSP AOC Project Manager. Contractor represents and warrants that the Contractor Project Manager shall be fully qualified to perform the tasks required of that position under this Contract. The Contractor Project Manager shall function as Contractor’s authorized representative for all management and administrative matters not inconsistent with the provisions contained herein. The Contractor Project Manager shall be able to make binding decisions pursuant to this Contract for Contractor and approve Change Orders for Contractor. A written commitment by the Contractor Project Manager and persons designated by him or her in writing for this purpose, within the scope of this Contract, shall be binding upon Contractor. The Contractor Project Manager or other substitute Project management personnel for Contractor shall be full‑time until Acceptance of all Project related Deliverables following Cutover of at the Systemapplicable Site full time during the DDI Services as determined by AOC. The Contractor Project Manager shall not be changed from the person proposed in the Response, Proposal except as provided in Section 4.3.1this Contract. If the Contractor Project Manager is removed or replaced, Contractor will promptly (but in no event more than ten DaysDays in advance) provide Notice to WSPAOC, submit a resume, and obtain approval of the replacement Contractor Project Manager from WSPAOC, prior to his or her beginning work on the Project. Contractor shall temporarily fill the Contractor Project Manager within seven Days of it being vacated and shall fill the position with a permanent fulltime replacement within 45 Days of the Contractor Project Manager’s removal or departure. Any written commitment by the Contractor Staff. Prior to Project Manager and persons designated by him or her in writing for this purpose, within the Effective Date, Contractor shall have provided to WSP an organization chart scope of Contractor’s Staff, including names of Key Personnel for the Project and positions during Maintenance. Contractor shall also provide to WSP job descriptions for Key Personnel positions. Except in the case of a leave of absence, sickness, death, or termination of employment, Key Personnel shall not be changed during the Project from the people who were described in the Response without the prior written approval of WSP until completion of their assigned tasks, as described in the Work Plan, or the end of first year of the Warranty Period for the System if such tasks are not so described in the Work Plan. Such changes to Key Personnel as permitted herein may be made pursuant to written letters that are approved by WSP. During the term of the Contract, WSP reserves the right to approve or disapprove Contractor’s and any Subcontractor’s Key Personnel assigned to this Contract, to approve or disapprove any proposed changes in Key Personnel, or to require the removal or reassignment of any Contractor or Subcontractor Staff found unacceptable by WSP subject to WSP’s compliance with applicable laws. Contractor shall provide WSP with a resume of any member of its Key Personnel or a Subcontractor’s Key Personnel assigned to or proposed to be assigned to any aspect of the performance of this Contract prior to commencing any Services. All Staff proposed by Contractor as replacements for other Key Personnel shall have comparable or greater skills for performing the activities as performed by the Staff being replaced. Contractor assumes sole and full responsibility for its acts and the acts of its Staff. Contractor understands and agrees that WSP does not assume liability for the actions of Contractor’s Staff. Contractor agrees that it has no right to indemnification or contribution from WSP for any judgments rendered against Contractor, its Subcontractors or other Staff. Contractor agrees that any claim on behalf of any person arising out of employment or alleged employment by Contractor (including, but not limited to, claims of discrimination against Contractor, its officers, or its agents) are the sole responsibility of Contractor and are not the responsibility of WSP. Contractor will indemnify and hold WSP harmless from any and all such claims asserted against XXX. XXX agrees to use its best efforts to encourage the Office of the Attorney General of Washington to grant Contractor sole control of the defense and all related settlement negotiations. If principles of governmental or public law are involved, however, the State may participate in the defense of any such action, but no costs or expenses shall be incurred for the account of Contractor without binding upon Contractor’s written consent. Any person who alleges a claim arising out of employment or alleged employment by Contractor will not be entitled to any compensation, rights, or benefits from WSP (including, but not limited to, tenure rights, medical and hospital care, sick and annual/vacation leave, severance pay, or retirement benefits).

Appears in 1 contract

Samples: System Contract

Contractor Project Manager. Contractor shall assign to the Contract a Contractor Project Manager of a management level sufficient to assure timely responses from all Contractor personnel and whose resume and qualifications will be reviewed and approved by WSP prior to his or her appointment as Contractor Project Manager. The approval process may include, at WSP’s discretion, an interview with the proposed original or any replacement Contractor Project Manager. The Contractor Project Manager shall be responsible for acting as a liaison between the Contractor and the WSP Project Manager. Contractor represents and warrants that the Contractor Project Manager shall be fully qualified to perform the tasks required of that position under this Contract. The Contractor Project Manager shall function as Contractor’s authorized representative for all management and administrative matters not inconsistent with the provisions contained herein. The Contractor Project Manager shall be able to make binding decisions pursuant to this Contract for Contractor and approve Change Orders for Contractor. A written commitment by the Contractor Project Manager and persons designated by him or her in writing for this purpose, within the scope of this Contract, shall be binding upon Contractor. The Contractor Project Manager or other substitute Project management personnel for Contractor shall be full‑time until Acceptance of all Project related Deliverables following Cutover of the System. The Contractor Project Manager shall not be changed from the person proposed in the Response, except as provided in Section 4.3.1. If the Contractor Project Manager is removed or replaced, Contractor will promptly (but in no event more than ten Days) provide Notice to WSP, submit a resume, and obtain approval of the replacement Contractor Project Manager from WSP, prior to his or her beginning work on the Project. Contractor shall temporarily fill the Contractor Project Manager within seven Days of it being vacated and shall fill the position with a permanent fulltime replacement within 45 Days of the Contractor Project Manager’s removal or departure. Contractor Staff. Prior to the Effective Date, Contractor shall have provided to WSP an organization chart of Contractor’s Staff, including names of Key Personnel for the Project and positions during Maintenance. Contractor shall also provide to WSP job descriptions for Key Personnel positions. Except in the case of a leave of absence, sickness, death, or termination of employment, Key Personnel shall not be changed during the Project from the people who were described in the Response without the prior written approval of WSP until completion of their assigned tasks, as described in the Work Plan, or the end of first year of the Warranty Period for the System if such tasks are not so described in the Work Plan. Such changes to Key Personnel as permitted herein may be made pursuant to written letters that are approved by WSP. During the term of the Contract, WSP reserves the right to approve or disapprove Contractor’s and any Subcontractor’s Key Personnel assigned to this Contract, to approve or disapprove any proposed changes in Key Personnel, or to require the removal or reassignment of any Contractor or Subcontractor Staff found unacceptable by WSP subject to WSP’s compliance with applicable laws. Contractor shall provide WSP with a resume of any member of its Key Personnel or a Subcontractor’s Key Personnel assigned to or proposed to be assigned to any aspect of the performance of this Contract prior to commencing any Services. All Staff proposed by Contractor as replacements for other Key Personnel shall have comparable or greater skills for performing the activities as performed by the Staff being replaced. Contractor assumes sole and full responsibility for its acts and the acts of its Staff. Contractor understands and agrees that WSP does not assume liability for the actions of Contractor’s Staff. Contractor agrees that it has no right to indemnification or contribution from WSP for any judgments rendered against Contractor, its Subcontractors or other Staff. Contractor agrees that any claim on behalf of any person arising out of employment or alleged employment by Contractor (including, but not limited to, claims of discrimination against Contractor, its officers, or its agents) are the sole responsibility of Contractor and are not the responsibility of WSP. Contractor will indemnify and hold WSP harmless from any and all such claims asserted against XXXWSP. XXX WSP agrees to use its best efforts to encourage the Office of the Attorney General of Washington to grant Contractor sole control of the defense and all related settlement negotiations. If principles of governmental or public law are involved, however, the State may participate in the defense of any such action, but no costs or expenses shall be incurred for the account of Contractor without Contractor’s written consent. Any person who alleges a claim arising out of employment or alleged employment by Contractor will not be entitled to any compensation, rights, or benefits from WSP (including, but not limited to, tenure rights, medical and hospital care, sick and annual/vacation leave, severance pay, or retirement benefits).

Appears in 1 contract

Samples: Saas Contract

Contractor Project Manager. Contractor shall assign to the Contract a The Contractor Project Manager of a management level sufficient to assure timely responses shall serve, from all the Effective Date, as the Contractor personnel project manager and whose resume and qualifications will be reviewed and approved by WSP prior to his or her appointment as primary Contractor Project Manager. The approval process may include, at WSP’s discretion, an interview with the proposed original or any replacement Contractor Project Managerrepresentative under this Participation Agreement. The Contractor Project Manager shall (i) have overall responsibility for managing and coordinating the performance of Contractor’s obligations under this Participation Agreement, including the performance of all Subcontractors; and (ii) be responsible authorized to act for acting as a liaison between the and bind Contractor and the WSP Project Manager. Contractor represents and warrants that the Contractor Project Manager shall be fully qualified to perform the tasks required Subcontractors in connection with all aspects of that position under this ContractParticipation Agreement. The Contractor Project Manager shall function as respond promptly and fully to all inquiries from the Participating Agency’s Project Manager. For Contractor’s authorized representative for all management employees, Subcontractors, or agents performing work, and administrative matters with access to Participating Agency’s systems (on-site or remotely) in the performance of their Work under this Participation Agreement, Participating Agency will have the right, but not inconsistent the obligation, to request or conduct a background check, before granting access to Participating Agency’s premises or systems or at any other time. Background checks will be requested using “Application and Consent to Perform Background Check” attached hereto as Exhibit G and incorporated herein by this reference. Contractor shall cooperate with the provisions contained hereinParticipating Agency if the Participating Agency wishes to perform any background checks on Contractor’s personnel by obtaining, at no additional cost, all releases, waivers, and permissions the Participating Agency may require. Contractor shall not assign personnel who refuse to undergo a background check. Contractor shall provide prompt notice to the Participating Agency of (i) any person who refuses to undergo a background check, and (ii) the results of any background check requested by the Participating Agency and performed by Contractor. Contractor shall remove from the Project Staff any person refusing to undergo such background checks and any other person whose background check results are unacceptable to Contractor or that, after disclosure to the Participating Agency, the Participating Agency advises are unacceptable to the Participating Agency. Granting or denying access will be at the sole discretion of the Participating Agency. The Contractor will receive a written response with a notification of “Approved” or “Denied” for the facility access for each individual. No background information will be released to the Contractor. It is the responsibility of the Contractor to notify the Participating Agency of any additional staff or change in staff, to submit to the court a completed and signed Application and Consent for Background Check form for each person, and to receive authorization from the court before the individual begins to work in a court facility. Contractor and any subcontractor(s) shall provide certain Key Personnel as may be particularly identified in this Participation Agreement, the Scope of Work, etc. Contractor shall endeavor to minimize turnover of personnel Contractor has assigned to this project. Any additional personnel are subject to approval by the Participating Agency. If any Key Personnel, through no cause or fault of Contractor, become unavailable to provide services under this Participation Agreement, Contractor shall immediately notify the Participating Agency in writing and provide replacement Key Personnel possessing equivalent or greater experience and skills. Contractor shall provide resumes for proposed replacement Contractor Key Personnel within two (2) Business Days after so notifying the Participating Agency. The Contractor Project Manager shall be able to make binding decisions pursuant to this Contract for Contractor and approve Change Orders for Contractor. A written commitment by the Contractor Project Manager and persons designated by him or her in writing for this purpose, within the scope of this Contract, shall be binding upon Contractor. The Contractor Project Manager or other substitute Project management personnel for Contractor shall be full‑time until Acceptance of all Project related Deliverables following Cutover of the System. The Contractor Participating Agency’s Project Manager shall not be changed from the person proposed in the Response, except as provided in Section 4.3.1. If the Contractor Project Manager is removed or replaced, Contractor will promptly (but in no event more than ten Days) provide Notice work together to WSP, submit a resume, and obtain approval of the replacement Contractor Project Manager from WSP, prior to his or her beginning work mitigate any impact on the Project. Contractor shall temporarily fill the Contractor Project Manager within seven Days schedule as set forth in a Statement of it being vacated and shall fill the position with a permanent fulltime Work caused by any replacement within 45 Days of the Contractor Project Manager’s removal or departure. Contractor Staff. Prior to the Effective Date, Contractor shall have provided to WSP an organization chart of Contractor’s Staff, including names of Key Personnel for the Project and positions during Maintenance. Contractor shall also provide to WSP job descriptions for Key Personnel positions. Except in the case of a leave of absence, sickness, death, or termination of employment, Key Personnel shall not be changed during the Project from the people who were described in the Response without the prior written approval of WSP until completion of their assigned tasks, as described in the Work Plan, or the end of first year of the Warranty Period for the System if such tasks are not so described in the Work Plan. Such changes to Key Personnel as permitted herein may be made pursuant to written letters that are approved by WSP. During the term of the Contract, WSP reserves the right to approve or disapprove Contractor’s and any Subcontractor’s Key Personnel assigned to this Contract, to approve or disapprove any proposed changes in Key Personnel, or to require the removal or reassignment of any Contractor or Subcontractor Staff found unacceptable by WSP subject to WSP’s compliance with applicable laws. Contractor shall provide WSP with a resume of any member of its Key Personnel or a Subcontractor’s Key Personnel assigned to or proposed to be assigned to any aspect of the performance of this Contract prior to commencing any Services. All Staff proposed by Contractor as replacements for other Key Personnel shall have comparable or greater skills for performing the activities as performed by the Staff being replaced. Contractor assumes sole and full responsibility for its acts and the acts of its Staff. Contractor understands and agrees that WSP does not assume liability for the actions of Contractor’s Staff. Contractor agrees that it has no right to indemnification or contribution from WSP for any judgments rendered against Contractor, its Subcontractors or other Staff. Contractor agrees that any claim on behalf of any person arising out of employment or alleged employment by Contractor (including, but not limited to, claims of discrimination against Contractor, its officers, or its agents) are the sole responsibility of Contractor and are not the responsibility of WSPmember. Contractor will indemnify be responsible for all costs associated with replacing personnel, including additional costs to familiarize replacement personnel with the Work. If Contractor does not promptly furnish replacement personnel acceptable to the Project Manager, the Participating Agency may terminate this Participation Agreement for cause. If this Participation Agreement provides for the payment of $5,000 or more for Consulting Services performed for Participating Agency, Contractor has attached to this Participation Agreement resumes of each Contractor participant who will exercise a major administrative role or major policy or consultative role. While at the Participating Agency’s Service Locations, Contractor shall, and hold WSP harmless from any shall cause Subcontractors to: comply with the requests, standard rules and all such claims asserted against XXX. XXX agrees to use its best efforts to encourage the Office regulations and policies and procedures of the Attorney General of Washington Participation Agency regarding safety and health, security, personal and professional conduct generally applicable to grant such Participating Agency locations; otherwise conduct themselves in a businesslike manner. Contractor sole control further shall enter into an Agreement with each of the defense members of the Project Staff which assigns, transfers and conveys to Contractor all related settlement negotiations. If principles of governmental or public law are involvedsuch Project Staff member’s right, however, the State may participate title and interest in the defense of any such action, but no costs or expenses shall be incurred for the account of Contractor without Contractor’s written consent. Any person who alleges a claim arising out of employment or alleged employment by Contractor will not be entitled and to any compensationDeveloped Works, rights, or benefits from WSP (including, but not limited to, tenure rights, medical including all Intellectual Property Rights in and hospital care, sick and annual/vacation leave, severance pay, or retirement benefits)to Developed Works.

Appears in 1 contract

Samples: Participation Agreement

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Contractor Project Manager. Contractor shall assign will designate resources to serve as the Contract a Contractor Project Manager Manager(s) who will: (i) be senior employees within Contractor’s organization, with the information, authority and resources available to properly discharge the responsibilities required hereunder; (ii) serve as primary point(s) of a management level sufficient contact and the point of accountability and responsibility for all Contract-related questions and issues and the provision of Services by Contractor; (iii) have day-to-day responsibility for, and authority to assure timely responses from all Contractor personnel manage, State customer satisfaction; and whose resume (iv) devote dedicated efforts to managing and qualifications will be reviewed and approved by WSP prior to his or her appointment as coordinating the Services. Contractor Project Manager. The approval process may include, at WSP’s discretion, an interview with the proposed original or any replacement Contractor Project Manager. The Contractor Project Manager Manager(s) shall be responsible for acting all tasks necessary to manage, oversee, and ensure successful delivery of Services. These tasks include documenting requirements, developing and updating plans, assigning Contractor Personnel, scheduling meetings, developing and publishing status reports, addressing project issues, risks, and change orders, and preparing presentations for the State. Contractor Project Manager(s) shall be responsible for the successful delivery of all Contractor tasks and subtasks. Contractor Program Manager(s) will monitor progress and adjust plans, as a liaison between necessary, in status meetings. The Deliverables (for both State and Contractor tasks) shall be updated by the Contractor Program Manager(s), subject to review and approval of the State, and reports printed for each status meeting. Contractor Project Manager(s) shall report to the DVHA HAEEU Deputy Director, or designee, if provided by written authorization by the State. Contractor Project Manager(s) shall be responsible for developing, storing, and maintaining the following Deliverables: Deliverable Description Update Frequency DDI/M&O OFE/SaaS Project and Implementation Timeline Plan Contractor shall work with the State of Vermont to draft and finalize a project and implementation timeline plan complete with project milestones within two weeks of executing the Contract. As required throughout the SaaS Implementation Project DDI SaaS Configuration Management Plan Describes Contractor’s process for configuring, managing, tracking, and reporting on software at Contractor locations that are considered part of the in-scope Contractor Solution. As required M&O SaaS System Logical Design Describes how each Vermont Health Connect Reporting Environment is set up and represented. This document specially serves to guide those who will be maintaining, supporting, and using the Vermont Health Connect Reporting environments. As required M&O SaaS Network Diagram Manual Describes the different Vermont Health Connect Reporting Environments that are maintained and used daily including Production, Stage and Development. As required M&O SaaS Disaster Recovery Plan Defines the Disaster Recovery structure as well as related processes and roles/responsibilities for recovery, business continuity, emergency response, system hardware/power failures, and/or pandemics for restoration back to normal/primary operations. As required M&O SaaS Availability Plan Details architecture for High- Availability including load balancing strategies, infrastructure clustering strategy and component redundancy. This document also details the availability of support staff to meet business requirements; monitoring strategies; strategy for providing availability monitoring; process for proactively creating incident tickets; processes, calculations, and activities for reporting and alerting for failure to meet applicable service levels; process for opening RFCs; and a list As required M&O SaaS of tools used for availability monitoring. Baseline Configuration Model Establishes baseline configurations for information systems and system components including communications and connectivity- related aspects of systems. Includes information about information system components (e.g., standard software packages installed on workstations, servers, network components, or mobile devices; current version numbers and patch information on operating systems and applications; and configuration settings/parameters); network topology; and the WSP logical placement of those components within the system architecture. Reflects the current enterprise architecture. As required M&O SaaS System Security Plan (SSP and Workbook Documentation) Describes the security and privacy requirements and guidelines as well as the controls in place to meet them. As required M&O SaaS System Security Assessment and Auditing Provide attestation of compliance with the security standards set forth in CMS Minimum Acceptable Risk Standards for Exchanges (MARS-E) for health insurance exchanges. Every 3 years per CMS M&O SaaS Incident Response Plan (IRP) Addresses cyber security events affecting Contractor and/or State assets which may negatively impact the risk posture of either entity: reputational, financial, regulatory, or operational. As required M&O SaaS M&O Manual Outlines 1. process to request access, login, and access Tableau; As required M&O Both 2. each workstream (1095A, 1095B, CMS PBPS and QHP Recon) detailing business requirements, schedules, and integration process flows; and 3. process and SLAs for Incident, Problem and Service Request management. Release Management Plan Describes the approach, administrative procedures, and roles and responsibilities for releasing configuration items through the software development life cycle (SDLC) applied to releases that require State approval when, for example, system availability is impacted. As required Both SaaS Services Portal Online portal providing service health (including SLA reporting as referenced in Exhibit 3), monthly M&O activities, DDI activities (including scope, schedule, budget, and change control log), risks & issues, decision log, document library and services calendar (details data refresh schedule, federal report submission timelines, and other activities as mutually agreed upon by the State and the Contractor.) As required Both Both Change Requests Formal document to modify overall Contract scope, schedule, or budget, and which is given effect through a Contract amendment. As required Both Both Specification Order Provides basic information about a DDI project and will include: 1. Scope statement (what is in and out of scope); 2. List of Project ManagerDeliverables; 3. Contractor represents High level Project Timeline; As required DDI Both 4. Key Roles & Responsibilities; 5. Known Risks; 6. Estimated budget; and warrants that 7. Assumptions and/or Constraints. It should be signed off by the State before DDI work commences. Project Management Plan Provides specifics on how the Contractor Project Manager shall will administer the DDI project and will include the following documentation: 1. Communication Management Plan (dictates what will be fully qualified communicated, to perform who, and how often); 2. Requirements Management Plan (dictates the tasks approach that the requirements will be gathered, approved, and maintained); and 3. Human Resources Management Plan (dictates what resources will be assigned to the project.) As required depending on DDI scope DDI Both Requirements Document Finalized list of that position under this Contractthe project requirements to be approved by the State. The approach is dictated by the Requirements Management Plan, included in the Project Management Plan above, and may include: 1. Stated requirements contain current State process flows, user stories, and business rules and states the business need at a high level; 2. Business requirements will be documented for each project, in addition to the required metrics for project success; and 3. Functional requirements contain detailed requirements that can be handed off to the Contractor Project Manager shall function as Contractor’s authorized representative for all management execution. As required depending on DDI scope DDI Both Test Plans Describes the testing approach, participants, sequence of testing and administrative matters not inconsistent testing preparations. As required per use case DDI Both Test Cases & Results Provides the specific test cases to be tested and the testing results. Test Cases tie back to the project requirements (to ensure each one has been met). This also includes confirmation of updating the CMS Daily Test Summary Report for any integrated tested with the provisions contained hereinFederal Data Services Hub. The Contractor Project Manager shall be able to make binding decisions pursuant to this Contract As required per use case DDI Both Certificate of Acceptance Describes the work completed as it was implemented, its associated acceptance criteria, any dates of importance, and monies invoiced for Contractor and approve Change Orders for Contractordescribed work. A written commitment by the Contractor Project Manager and persons designated by him or her in writing for this purpose, within This may differ from the scope of this Contract, shall be binding upon Contractor. The Contractor Project Manager or other substitute Project management personnel for Contractor shall be full‑time until Acceptance of all Project related Deliverables following Cutover of the System. The Contractor Project Manager shall not be changed from the person proposed in the Response, except as provided in Section 4.3.1. If the Contractor Project Manager is removed or replaced, Contractor will promptly (but in no event more than ten Days) provide Notice to WSP, submit a resume, and obtain approval of the replacement Contractor Project Manager from WSP, prior to his or her beginning work on the Project. Contractor shall temporarily fill the Contractor Project Manager designated within seven Days of it being vacated and shall fill the position with a permanent fulltime replacement within 45 Days of the Contractor Project Manager’s removal or departure. Contractor Staff. Prior to the Effective Date, Contractor shall have provided to WSP an organization chart of Contractor’s Staff, including names of Key Personnel for the Project and positions during Maintenance. Contractor shall also provide to WSP job descriptions for Key Personnel positions. Except in the case of a leave of absence, sickness, death, or termination of employment, Key Personnel shall not be changed during the Project from the people who were described in the Response without the prior written approval of WSP until completion of their assigned tasks, as described in the Work Plan, or the end of first year of the Warranty Period for the System if such tasks are not so described in the Work Plan. Such changes to Key Personnel as permitted herein may be made pursuant to written letters that are approved by WSP. During the term of the Contract, WSP reserves the right to approve or disapprove Contractor’s and any Subcontractor’s Key Personnel assigned to this Contract, to approve or disapprove any proposed changes in Key PersonnelSpecification Orders, or change request as dictated by system and other restrictions. Changes in scope should be noted with an explanation as to require why the removal or reassignment change was made. Includes approval signature from Contractor and State. As required per SO DDI Both Formal Acceptance Sign Off Obtain sign-off at the completion of any each project Deliverable as defined by the formal acceptance criteria. As required per SO DDI Both Contractor or Subcontractor Staff found unacceptable by WSP subject Project Manager(s) shall assist the State’s Project Manager (upon request) in creating materials for periodic presentations to WSP’s compliance with applicable lawsState project sponsors and key stakeholders. Contractor shall provide WSP with a resume of any member of its Key Personnel or a Subcontractor’s Key Personnel assigned Project Manager(s) may be required to or proposed to be assigned to any aspect of the performance of this Contract prior to commencing any Services. All Staff proposed by Contractor as replacements for other Key Personnel shall have comparable or greater skills for performing the activities as performed by the Staff being replaced. Contractor assumes sole and full responsibility for its acts and the acts of its Staff. Contractor understands and agrees that WSP does not assume liability for the actions of Contractor’s Staff. Contractor agrees that it has no right to indemnification or contribution from WSP for any judgments rendered against Contractor, its Subcontractors or other Staff. Contractor agrees that any claim on behalf of any person arising out of employment or alleged employment by Contractor (including, but not limited present information to, claims of discrimination against Contractorand answer questions from, its officers, or its agents) are the sole responsibility of Contractor and are not the responsibility of WSP. Contractor will indemnify and hold WSP harmless from any and all such claims asserted against XXX. XXX agrees to use its best efforts to encourage the Office of the Attorney General of Washington to grant Contractor sole control of the defense and all related settlement negotiations. If principles of governmental or public law are involved, however, the State may participate in the defense of any such action, but no costs or expenses shall be incurred for the account of Contractor without Contractor’s written consent. Any person who alleges a claim arising out of employment or alleged employment by Contractor will not be entitled to any compensation, rights, or benefits from WSP (including, but not limited to, tenure rights, medical and hospital care, sick and annual/vacation leave, severance pay, or retirement benefits)stakeholders at these presentations.

Appears in 1 contract

Samples: Business Associate Agreement

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