Sample Master Service Agreement

MASTER SERVICE AGREEMENT 2005/2006 1 SERVICE AGREEMENT This Agreement is effective the 1st day of April 2005. BETWEEN: The Ministries of the Government of British Columbia (the “Client”) AND: Solutions BC Shared Services (“Solutions BC”) 1. PURPOSE: 1.01 The purpose of this Agreement between the Client and Solutions BC is to set out the general terms and principles that will govern Solutions BC provision of Services to the Client. As appropriate, authorized representatives of these two Parties will execute Line of Business Service Schedules to this Agreement to establish specific terms and conditions for the delivery of services, as described in the Line of Business Service Schedules. The Parties enter into this Agreement with the strong commitment to work together towards the success of the provision of shared services in the BC Government and support for the Client’s Service Plans through a spirit of partnership, open dialogue, information sharing and effective delivery of services. This Agreement is intended to clarify the expectations of both Parties such that there will be an explicit understanding of respective accountabilities. While the term of this Agreement covers the period April 1, 2005 to March 31, 2006, it is understood that all ministries of government will use the mandatory services provided by Solutions BC through to March 31, 2006 unless permission to withdraw is received from the Shared Services Board of Directors (SSBoD). 1.02 1.03 1.04 2. DEFINITIONS: In this Agreement: “Assistant Deputy Ministers of Corporate Services (“ADMCS”) means a body composed of ADM representatives from designated ministries. "Asset" means a resource (human, physical or contractor) used to deliver or aid in the delivery of a service. "Business Continuity Plan" means a written plan to provide backup strategies and continued operation in the event of a natural disaster or other interruption of service. "Client" means the Ministries of the Government of British Columbia. 2 "Continuous Improvement" means the practice of applying feedback from performance measures as well as from the Client and Customers to adjust service delivery and related work processes on a continuous basis to ensure that they improve efficiency and cost effectiveness. "Cost" means the expenditure in dollars required to effectively deliver a service or part of a service, including all process costs associated with such service delivery. "Cost-competitive" means that the overall cost to deliver a service is not higher than alternative sources for delivery of the service. "Customer" means an end user of services, which may include an individual employee or cost centre of the government or other public sector agency. "Customer Relationship Management" ("CRM") means business strategies that continuously improve customer satisfaction, with a focus on promoting changes that ensure the client's needs and interests are primary considerations in business decisions and behaviors of all employees in Solutions BC. "Line of Business" means a specific service provider within Solutions BC. At the time of the signing of this Agreement, the Lines of Business of Solutions BC are: Common IT Services (CITS), Procurement & Supply Services (P&SS), POIM/Payroll Services (PS), and Corporate Accounting Services (CAS). "Line of Business Client Services Committee" means a governance body for a Line of Business with specific delegated authorities. In addition, advisory committees may exist for each Line of Business. "Performance Measure" means a key data set or indicator captured by Solutions BC for internal management purposes or for reporting results to Clients. "Parties" means the two parties that are signatory to this Agreement, being Solutions BC and the Client. "Price" means the fee charged by Solutions BC for delivery of a service. "Service(s)" means any product, good or service included or planned for inclusion in the Solutions BC Service Schedules. "Service Delivery Issue" means a discrepancy or clarification between the needs and expectations of the Client or Customer, and the service Solutions BC is planning to provide or has provided. "Service Level Management" means a set of principles and cost–effective practices aimed at ensuring that Solutions BC is accountable to the Client for providing excellent services while helping the Client contain costs. "Service Provider" means a specific Business Line of Solutions BC. "Service Requirement" means the needs of the Client for a service related to the Client’s program delivery obligations. 3 "Shared Services Board of Directors" means a body composed of Deputy Minister representatives from designated ministries. SSBoD acts as the governing body accountable to the Minister of Management Services for the performance of Solutions BC; and to clients/customers for service quality satisfaction, effective consultation and communication. 3. TERM: Subject to 1.04, this Agreement will commence on April 1, 2005 and terminate March 31, 2006. If a new Agreement is not in place by April 1, 2006, the terms and conditions of the current Agreement continue to apply until a new Agreement is approved. Neither party may unilaterally terminate this Agreement prior to March 31, 2006. 4. AMENDING THE AGREEMENT: 4.01 This Agreement can be amended from time to time, by mutual agreement of the Parties with the exception of the addition or deletion of a mandatory service or services. SSBoD must approve any addition or deletion of a mandatory service as per 5.01. When an amendment to the Agreement is required, the Parties agree to: • Establish a mutually acceptable date and time for review of the Agreement; and • Establish a process for negotiation of the amendments and formal approval by the Parties. 4.02 5. SERVICES TO BE PROVIDED: 5.01 Mandatory Services: Solutions BC will be the sole service provider to the Client as outlined in this section. During the term of this agreement, SSBoD may approve the addition or deletion of other mandatory services. Should there be a discrepancy between the mandatory services listed in Section 5.01 and the mandatory services listed in the Line of Business Service Schedules, the Line of Business Service Schedules take precedence. Authorized representatives of the Client and Solutions BC will negotiate Service Schedules as required with the applicable Solutions BC Lines of Business to govern the provision of mandatory and optional service(s) including standards of service as applicable. Copies of all Line of Business Service Schedules signed by the applicable representative of a Solutions BC Line of Business and an authorized officer of the Client, will form part of this Agreement. Line of Business Service Schedules are required for the following business services: 4 Common IT Services (CITS): government e-mail services; voice, data, and cellular network services; server platforms including applications and web servers (Windows, UNIX, MVS/VM, Open VMS, Linux), including those located in regions outside Victoria; IT help desk services; electronic storage, backup and recovery services; user authentication and directory services; security services for the shared IT infrastructure; distributed computing services including desktops, terminal servers, wireless computing devices, local area networks, hubs and routers, and file and print servers; integration broker; integration of CITS' services for client applications; common and shared application support services (records management, FOI and correspondence tracking, e-forms etc.); and, cross-government web operations including IT technical support and co-ordination, but excluding content management. Payroll Services: liaison with regulatory/central agencies, accurate entry of payroll data received from clients, , delivery of services that meet or exceed service standards, management of the PeopleSoft HR/Payroll system and related business processes, daily IS production, management of large IS development projects, payroll and systems help desk services, training, documentation, regular service level reporting, client billings and analysis to support the implementation of business requirements. Corporate Accounting Service (CAS): Oracle General Ledger, Accounts Payable, Purchasing, CAS Generic Interface (CGI), Payment Production, Corporate Vendor File, CAS CODE (Data Warehouse), i-Expenses, iProcurement, Budget and Chart of Accounts, Fixed Assets, Accounts Receivable, Corporate Bank Reconciliation, training, tier 2 Help Desk, user security set-up, and project management for new Oracle products functionality. If over the term of the agreement CAS provides additional services, these future services will also be considered mandatory. Procurement and Supply Services: Mandatory procurement, asset disposal and supply services activities for ministries are set out in Section 6.0 of the Core Policy Manual http://www.fin.gov.bc.ca/ocg/fmb/manuals/CPM/06_Procurement.htm Ministries must not use any procurement or solicitation instrument (e.g., RFP) to acquire goods or services that are currently available through common supply arrangements (including Master Standing Offers) through Procurement and Supply Services, including: data and word processing equipment; mail services; photocopying equipment, supplies and servicing; printing equipment and servicing; printing services; office furnishings; office products; protocol giftware; travel services; procurement services (including Supply Chain and BC Bid); and vehicle acquisitions, repair and maintenance. Disposal of ministries' intellectual property must be done through the Intellectual Property Program in Solutions BC unless the applicable ministry has specific legislation that authorizes such disposal or prior Treasury Board approval has been received in accordance with the Financial Administration Act. Disposal of ministries' tangible assets must be done through the Asset Investment Recovery Branch in Solutions BC. 5 5.02 Optional Services: Optional services will be clearly identified in the Line of Business Service Schedules and/or Line of Business catalogues. The conditions governing the delivery of these services will be negotiated with the respective Lines of Business. 6. ACCESS TO SERVICES: The Client will access Services through the channels that Solutions BC has established and as defined in the Line of Business Service Schedules. 7. NOTICE OF SERVICES NO LONGER REQUIRED: Subject to SSBoD policy, a ministry may give notice to Solutions BC of its intention to terminate a Line of Business Service Schedule to this Agreement in response to cancellation or changes to the ministry's programs or Service Plan that result in such services no longer being required, it being understood that such notice will be given at the earliest possible time. 8. ROLES AND RESPONSIBILITIES: 8.01 Partnership Roles and Responsibilities of the Parties Both Parties to the Agreement will work to: • • • • • • • Streamline processes in order to achieve efficiencies and cost savings in the provision of services covered by this Agreement; Comply with legislation as well as the directives of applicable governance bodies; Ensure service requirements and expectations contained in this Agreement are communicated to all affected staff; Establish mechanisms for the on-going review of service requirements and the processes necessary to respond to the Client’s changing service delivery needs; Ensure that this Agreement remains relevant to the needs of the Client and consistent with overall government policies and direction; Develop and keep up to date appropriate Business Continuity Plans; and Establish further opportunities for provision of shared services that would reduce costs to the Client and to government and maintain or improve service levels. 8.02 Commitments of Solutions BC Solutions BC will: • • Establish representatives for each Line of Business as per section 15.01 of this Agreement to be responsible for customer relations with the Client; Ensure that the CRM Principles outlined in section 14.02 of this Agreement are a key part of its service delivery; 6 • • • • • • • • Produce and maintain a list of Services in the Line of Business Service Schedules or Attachments thereto that will define units of service, establish unit costs and establish a pricing system for services delivered to the service levels that Customers request; Establish processes, including the use of third parties, for delivering services that meet the needs of the Client, while maintaining cost-effectiveness; Provide training for the staff of Solutions BC and the Client, as appropriate, to ensure efficient delivery of the Services; Provide services to the Client at the levels and to the standards as outlined in the Line of Business Service Schedules, attached to this Agreement; Respond in a timely manner when the Client gives notice that its service requirements will change or have changed; Monitor service delivery performance (including the performance of third party contractors) and provide reports to the Client on a regular basis, sufficient to allow the Client to be confident that commitments made under this Agreement have been met; Communicate service-specific pricing and other information to the Client to the extent required and feasible, to assist the Client in planning program delivery; and Present invoices for all services rendered to the Client, in amounts consistent with the unit costs and pricing system as contained in the Line of Business Service Schedules or Attachments for those services. It is understood that electronic charge-back processes may be used in place of invoices providing that the Client has access to information about the electronic billings that are processed. 8.03 Commitments of the Client The Client will: • • • • • • • • • • • Establish ministry representatives as per section 15.04 of this Agreement, responsible for dealing with Solutions BC on CRM issues; Negotiate Line of Business Service Schedules with the applicable Lines of Business of Solutions BC for the provision of required services; Make available to Solutions BC data required for analysis or establishment of cost-effective business practices; Identify requirements for special needs and/or customized service; Advise Solutions BC, as soon as possible, where changes to service requirements will have an impact on service delivery; Work cooperatively with Solutions BC to manage demand, asset allocations and levels of service within the context of negotiated Line of Business Service Schedules; Bring issues and information of strategic value forward to Solutions BC in a timely manner; Assist and/or participate in Solutions BC initiatives to reduce costs to the Client or to government as a whole; Respond to external enquiries relating to ministry program delivery, including any involvement of Solutions BC in support of that program delivery; Provide to Solutions BC compensation for services rendered, in amounts consistent with the unit cost and pricing system contained in the respective Line of Business Service Schedules or Attachments for those services; and Take other measures as appropriate such as participating in governance and advisory committees, in order to ensure the success of the provision of shared services in the British Columbia Government. 7 9. ASSETS: The parties will undertake to allocate sufficient assets (human, physical or contractual) to perform the tasks needed for the provision of services as selected by the Client from the Line of Business Service Schedules or Attachments. 10. PROCESS FOR RESOLVING SERVICE DELIVERY ISSUES: 10.01 In the event that a Service Delivery issue should arise that cannot be resolved by dialogue between appropriate staff representing any of the Client’s service delivery operations (a Customer) and the applicable Solutions BC Line of Business, the Customer may escalate this matter to the appropriate client contact identified in article 15.04 of the Agreement. These contacts will then proceed to: o Rapidly clarify the issue with the Customer and the service delivery operation in Solutions BC to establish the specific details and circumstances; Jointly develop a proposal for resolving the issue; and Seek approval from the Customer and the service delivery operation for the proposed resolution. o o 10.02 In exceptional cases where significant discrepancies remain, or a special allocation of resources is required for resolution, either of the respective contacts identified in article 15.04 may escalate the issue to the Assistant Deputy Minister of Corporate Services for the Client and the respective Line of Business Assistant Deputy Minister, Solutions BC for resolution. 10.03 An issue that remains unresolved by the Assistant Deputy Minister of Corporate Services for the Client and the respective Line of Business Assistant Deputy Minister, Solutions BC may be referred by either party to the Client’s Deputy Minister and the Chief Executive Officer of Solutions BC (Deputy Minister, Ministry of Management Services), who will resolve the issue in the best interests of the Client and the Province of British Columbia. 10.04 The file will be closed upon resolution and satisfaction of all Parties involved. 11. PERFORMANCE MEASUREMENT: In order to ensure that its mandate to provide cost-effective delivery of services is being fulfilled, Solutions BC will capture measures for both internal management and for reporting key results to the Client. Performance measurement reporting will include the following categories: • • • • Cost effective service delivery (financial) Customer satisfaction Streamlined internal processes, and A culture of continuous learning and growth 8 12. PRICING: 12.01 Pricing for the services provided to the Client will be as defined in the Line of Business Service Schedules or Attachments thereto, and may be adjusted as necessary according to the specific terms set out in the applicable Line of Business Service Schedules. 12.02 Solutions BC will endeavour to expeditiously provide information concerning changes in pricing to support the Client’s budgeting needs. 12.03 Pricing of services will be easy to understand and designed to cover costs. 12.04 Services and delivery processes will be designed to be cost-competitive. 13. REPORTING: 13.01 Solutions BC will make every effort to provide business information (reports) relevant to its service delivery to the Client, it being recognized that Solutions BC will provide reports that are generally required by the majority of its clients. 13.02 Should a Ministry require special reports that are not generally available to all ministries and that would result in considerable costs, Solutions BC will provide such reports provided that the Ministry agrees in advance to reimburse Solutions BC for any such costs incurred. 14. CUSTOMER RELATIONSHIP MANAGEMENT (CRM): 14.01 The Lines of Business of Solutions BC will follow sound CRM principles to ensure that Solutions BC is focused on meeting the needs of its clients. 14.02 The CRM function will focus on promoting changes that ensure that the Client’s needs and interests are primary considerations in business decisions and services provided by all Solutions BC employees. Solutions BC will: • Obtain effective input from the Client about the services that Solutions BC provides (e.g., Service Agreements and Service Schedules kept current, customer consultations, feedback to/from business development and account representatives); Promote initiatives that streamline processes and reduce costs (e.g., multiple access channels including call centre(s), quality improvement teams, appropriate training for employees, as well as standardization of processes across government to the extent possible while meeting critical unique needs of all clients); Focus on being cost-competitive (e.g., cost accounting for services provided, performance measuring and reporting results to clients and governance agencies); • • 9 • Interact with the Client’s staff in an ethical, honest, consistent and professional manner, and treat them with courtesy, fairness, dignity and trust; and Measure, monitor and report on Solutions BC performance in an open and honest manner. • 15. COMMUNICATIONS & CONTACTS: 15.01 Representatives of Solutions BC and the Customers may communicate directly with each other for provision and receipt of services under this Agreement. 15.02 The Client will be responsible to respond to public enquiries related to policy and/or the content of the Client’s programs. 15.03 The Client and Solutions BC will reach agreement in advance about which party will play the lead role in responding to public enquiries about the services that Solutions BC is providing or has provided to the Client. 15.04 The following persons will be the primary points of contact for CRM issues that arise under this Agreement: For Solutions BC: Common IT Services: Frank Nash, A/Director, Client Services Corporate Accounting Services: Jill Kot, A/Executive Director Procurement and Supply Services: Vern Burkhardt, Executive Director Payroll Services: Eulala Mills-Diment, Executive Director For the Client: (see Appendix 1) 16. DELEGATION OF AUTHORITY A delegation of authority matrix is attached as Appendix 2. 17. AUTHORIZED SIGNATORY It is understood that the Chair of the Assistant Deputy Ministers' Corporate Services Committee is authorized to sign this agreement on behalf of all ministries. 10 APPROVED on _________, 2005 APPROVED on ___________, 2005 By the Chair of the Assistant Deputy Ministers' Corporate Services Committee ("Client") ___________________________ Doug Callbeck Chair, Assistant Deputy Ministers' Corporate Services Committee By Solutions BC Shared Services (“Solutions BC”) _______________________________ Rick McCandless Chief Operating Officer Common IT Services Solutions BC _______________________________ Sunny Mathieson, Assistant Deputy Minister HR/Payroll Alliance Partnership Solutions BC _______________________________ Richard Poutney A/Assistant Deputy Minister Common Business Services Solutions BC 11 APPENDIX 1 Ministry (Client) Primary Customer Relationship Management Contacts Note: Responsibility can be delegated to other ministry staff at the discretion of the Primary Customer Relationship Management Contact. MINISTRY COMMON BUSINESS SERVICES CONTACT Neil Matheson Brad Grundy Deb Fayad Sarf Ahmed Jim MacAulay Neil Matheson Jennifer Smith Barb Hamdi Ron Millard Lynn Page Randy McDonald Barb Hamdi Ranbir Parmar Deb Fayad Neil Matheson Jennifer Smith Denise Bragg Sheila Taylor Denise Bragg Barb Hamdi COMMON IT SERVICES CONTACT Dorothy Drislane James Tepoorten Michael McGhie Glen Nuttall Roland Alcock Dorothy Drislane Stewart Symmers Beau Choo Nelson Lah John Schinbein Renate Butterfield Beau Choo Peter Broadbent Frank D'Argis Dorothy Drislane Stewart Symmers Michael MacDougall Bob Buckingham Michael MacDougall Beau Choo Advanced Education Agriculture, Food and Fisheries Attorney General and Ministry Responsible for Treaty Negotiations Children and Family Development Community, Aboriginal and Women's Services Education Energy and Mines Finance Forests Health Services Human Resources Management Services Provincial Revenue Public Safety and Solicitor General Skills Development and Labour Small Business & Economic Development Sustainable Resource Management Transportation Water, Land and Air Protection Office of the Premier 12 APPENDIX 2 Delegation of Authority ITEM 1. ACTIONS Amendments to main body of Line of Business Service Schedule PROPOSED DELEGATION Approval by appropriate Line of Business Client Services Committee Approval by appropriate Line of Business Client Services Committee Approval by appropriate Line of Business Client Services Committee If Line of Business Client Services Committee feels the issue warrants discussion at a higher level they will provide a recommendation to ADMs of Corporate Services Committee Items referred by the appropriate Line of Business Client Services Committee proceed to ADMs of Corporate Services for approval, or at the discretion of ADMs of Corporate Services, are referred to SSBoD for decision Approval by SSBoD Review by appropriate Line of Business Client Services Committee Approval by ADMs of Corporate Services 2. Process for service forecasting 3. Changes to Line of Business services, including: optional service additions or retirement(s) service revision service levels effective date of a change rates 4. Approve billing model and cycle for Lines of Business 13 5. Addition or deletion of a Mandatory Service Review by appropriate Line of Business Client Services Committee Review by ADMs of Corporate Services Approval by SSBoD Dialogue between appropriate staff at the Line of Business level Dialogue between customer and Line of Business Customer Service representative Review by contacts identified in 15.04 of Service Agreement Review by Client ADM of Corporate Services and the ADM Corporate Unit for Solutions BC Final Review by Client Ministry's Deputy Minister and the CEO of Solutions BC 6. Resolving A Service Delivery Issue (see Section 10 - intent is to resolve issues, as far as possible, at the lowest level in the hierarchy). 14