Loading...
HomeMy WebLinkAboutInfoSend Inc. - 2015-08-31�� R CONTRACTS SUBMITTAL TO ''ki CITY CLERK'S OFFICE To: JOAN=F-LYNN, Ci.tyCler_k= Name of Contractor: InfoSend Purpose of Contract: For Exam Testing Huntington Lake— Huntington Central Park i�a inn n P in inn t SEf Amount of Contract: $960,000 Copy of contract distributed to The original Insurance certificate/waiver distributed to Risk Management Initiating Dept Finance Dept ❑ ORIGINAL bonds sent to Treasurer ❑ Sandie Frakes, ext 5249 Name/Extension City Attorney's Office Date: 10/7/15 � r LAJCc .... a rc c*) cc C-� d�- `* / G AttyMisc/Contract Forms/City Clerk Transmittal SERVICE AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND InfoSend Inc. FOR Bill Statement Printing, Processing, and Delivery Services THIS AGREEMENT ("Agreement") is made and entered into by and between the City of Huntington Beach a municipal corporation of the State of California, hereinafter called "City," and InfoSend, Inc a California hereinafter referred to as "Contractor " Recitals A The City desires to retain a Contractor having special skill and knowledge in the field of Bill Statement Printing, Processing, and Delivery Services B Contractor represents that Contractor is able and willing to provide such services to the City C In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a comparable company or firm in the field Contractor has been selected to perform these services pursuant to Huntington Beach Municipal Code Chapter 3 02, NOW, THEREFORE, it is agreed by City and Contractor as follows 1. Scope of Services Contractor shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference These services shall sometimes hereinafter be referred to as the "Project " Contractor hereby designates Russ Rezai who shall represent it and be its sole contact and agent in all consultations with City during the performance of this Agreement 2. City Staff Assistance City shall assign a staff coordinator to work directly with Contractor in the performance of this Agreement 3. Compensation a ° City agrees to pay, and Contractor agrees to accept as total payment for its services, the rates and charges identified in Exhibit A The total sum to be expended under this Agreement, Rome shall not exceed Nine Hundred and Sixty Thousand Dollars $960,000 during the term of this Agreement b Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City Contractor shall be paid pursuant to the terms of Exhibit "B " 4. Term Time is of the essence of this Agreement The services of Contractor are to commence as soon as practicable after the execution of this Agreement by City (the "Commencement Date") and terminate August 1, 2018 unless terminated earlier in accordance with the provisions of this Agreement. All tasks specified in Exhibit "A" shall be completed no later than three (3) years from the Commencement Date The time for performance of the tasks identified in Exhibit "A" are generally to be shown in Exhibit "A " This schedule and Term may be amended to benefit the Project if mutually agreed to in writing by City and Contractor In the event the Commencement Date precedes the Effective Date, Contractor shall be bound by all terms and conditions as provided herein 5. Extra Work In the event City requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," Contractor will undertake such work only after receiving written authorization from City Additional compensation for such extra work shall be allowed only if the prior written approval of City is obtained 6. Disposition of Plans, Estimates and Other Documents Contractor agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to City, and Contractor shall turn these materials over to City upon expiration or termination of this Agreement or upon Project completion, whichever shall occur first These materials may be used by City as it sees fit 7. Hold Harmless Contractor hereby agrees to protect, defend, indemnify and hold harmless City, its officers, elected or appointed officials, employees, agents, and volunteers from and against any and all, claims, damages, losses, expenses, judgments, demands and defense costs, and consequential damage or liability of any kind or nature, however caused, including those resulting from death or injury to Contractor's employees and damage to Contractor's property, arising directly or indirectly out of the obligations or operations herein undertaken by Contractor, caused in whole or in part by any negligent act or omission of the Contractor, any subcontractors, anyone directly or indirectly 9of9 employed by any of them or anyone for whose acts any of them may be liable, including but not limited to concurrent active or passive negligence, except where caused by the active negligence, sole negligence, or willful misconduct of the City Contractor will conduct all defense at its sole cost and expense and City shall approve selection of Contractor's counsel This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable The policy limits do not act as a limitation upon the amount of indemnification to be provided by Contractor 8. Workers Compensation Insurance Pursuant to California Labor Code Section 1861, Contractor acknowledges awareness of Section 3700 et seq of this Code, which requires every employer to be insured against liability for workers' compensation, Contractor covenants that it will comply with such provisions prior to commencing performance of the work hereunder Contractor shall obtain and furnish to City workers' compensation and employer's liability insurance in an amount of not less than the State statutory limits Contractor shall require all subcontractors to provide such workers' compensation and employer's liability insurance for all of the subcontractors' employees Contractor shall furnish to City a certificate of waiver of subrogation under the terms of the workers' compensation and employer's liability insurance and Contractor shall similarly require all subcontractors to waive subrogation 9. General Liability Insurance In addition to the workers' compensation and employer's liability insurance and Contractor's covenant to defend, hold harmless and indemnify City, Contractor shall obtain and furnish to City, a policy of general public liability insurance, including motor vehicle coverage covering the Project/Service This policy shall indemnify Contractor, its officers, employees and agents while acting within the scope of their duties, against any and all claims arising out or in connection with the Project/Service, and shall provide coverage in not less than the following amount combined single limit bodily injury and property damage, including products/completed operations liability and blanket contractual liability, of One Million Dollars ($1,000,000) per occurrence If coverage is provided under a form which includes a designated general aggregate limit, the aggregate limit must be no less than One Million Dollars ($1,000,000) for this Project/Service This policy shall name City, its officers, elected or appointed officials, employees, agents, and volunteers as Additional Insureds, and shall specifically provide that any other insurance coverage which may be applicable to the Project/Service shall be deemed excess coverage and that Contractor's insurance shall be primary Under no circumstances shall said above -mentioned insurance contain a self -insured retention, or a "deductible" or any other similar form of limitation on the required coverage. 10. Automobile Liability Insurance Contractor shall obtain and furnish to City an automotive liability insurance policy covering the work performed by it hereunder This policy shall provide coverage for Contractor's automotive 9of9 liability in an amount not less than One Million Dollars ($1,000,000 00) per occurrence and a separate "Additional Insured Endorsement" page listing both the policy number and naming the "City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers" as additional insured on the endorsement The above -mentioned insurance shall not contain a self -insured retention, "deductible" or any other similar form of limitation on the required coverage except with the express written consent of City 11. Certificate of Insurance Prior to commencing performance of the work hereunder, Contractor shall furnish to City a certificate of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement, the certificate shall a provide the name and policy number of each carrier and policy, b state that the policy is currently in force, and c promise that such policy shall not be suspended, voided or canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice, however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium Contractor shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by City The requirement for carrying the foregoing insurance coverage shall not derogate from Contractor's defense, hold harmless and indemnification obligations as set forth in this Agreement City or its representative shall at all times have the right to demand the original or a copy of the policy of insurance Contractor shall pay, in a prompt and timely manner, the premiums on the insurance heremabove required 12. Independent Contractor Contractor is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of City. Contractor shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for Contractor and its officers, agents and employees and all business licenses, if any, in connection with the Project and/or the services to be performed hereunder 13. Conflict of Interest Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement 14. Termination This Agreement may be terminated by the City upon thirty (30) days written notice of termination In such event, Contractor shall be entitled to receive and the City shall pay Contractor 9of9 compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions a As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City deems appropriate b Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement 15. Exclusivity and Amendment This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor or the City Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein 16. Assignment Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other Contractors retained by City 17. City Employees and Officials Contractor shall employ no City official nor any regular City employee in the work performed pursuant to this Agreement No officer or employee of City shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code 18. Notices Any notices, certificates, or other communications hereunder shall be given either by personal delivery to Contractor's agent (as designated in Section 1 hereinabove) or to City as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses below City and Contractor may designate different addresses to which subsequent notices, certificates or other communications 9of9 will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U S certified U S certified mail -return receipt requested To City City of Huntington Beach Attn Jim Slobojan Finance Department 2000 Main Street Huntington Beach, CA 92648 19. Consent To Contractor InfoSend, Inc ATTN Russ Rezai 4240 E La Palma Ave Anaheim, CA 92807 When City's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transactions or event 20. Modification No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties 21. Section Headings The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 22. Interpretation of this Agreement The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement No covenant or provision shall be deemed dependent upon any other unless so expressly provided here As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law 9of9 23. Duplicate Original The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original Each duplicate original shall be deemed an original instrument as against any party who has signed it 24. Immigration Contractor shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification 25. Legal Services Subcontracting Prohibited Contractor and City agree that City is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder Contractor understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for City, and City shall not be liable for payment of any legal services expenses incurred by Contractor 26. Confidentiality Contractor recognizes that in the performance of its duties under this Agreement, it must conduct its activities in a manner designed to protect information of a sensitive nature from improper use or disclosure Contractor warrants that it will use reasonable efforts consistent with practices customary in the facilities management industry in recruiting, training and supervising employees and in otherwise performing its duties hereunder in order to achieve this result In the furtherance of this, Contractor agrees, at the request of the City, to require its employees to execute written undertakings to comply with the foregoing confidentiality provision 27. Discrimination Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations 28. Jurisdiction - Venue This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be government and construed in accordance with the laws of the State of California This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement 9of9 29. Professional Licenses Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Huntington Beach and all other governmental agencies Contractor shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions Said inability shall be cause for termination of this Agreement 30. Attorney's Fees In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the nonprevaihng party 31. Survival Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive 32. Governing Law This Agreement shall be governed and construed in accordance with the laws of the State of California 33. Signatories Each undersigned represents and warrants that its signature herembelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn 34. Entire (a) The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that party's behalf, which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any representation, inducement, promise, agreement warranty, fact or circumstance not expressly set forth in this Agreement (b) All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 9of9 35. Effective Date IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers This Agreement shall be effective on the date of its approval by the City Attorney This Agreement shall expire when terminated as provided herein CONTRACTOR InfoSend Inc By. C til u v Oil print name ITS (circle one) Chairman/P sid tNice President AND ByS;R= �' yEss rt zal print name ITS (circle one) S et /Chief Financial Officer/Asst Secretary - Treasurer 9of9 CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California C117tanager INITI TED A APPROVE �,� . (ice Director of Finance APPROVED AS Attorney EXHIBIT "A" A STATEMENT OF WORK (Narrative of work to be performed) Infosend will analyze and prepare daily bill statement documents to print and deliver, either by US Postal mail or by various electronic means, the bill statement document Infosend will provide payment service options to the City for its customers, allowing payment to be remitted to city on a timely and secure basis B CONSULTANT'S DUTIES AND RESPONSIBILITIES All services will continue when the time comes for the City to migrate from its current utility billing system (AMX inc Utiligy) to the new utility billing system (Harris's Advanced Utility System) Produce the printed bill statement, fold, insert and process for mailing all from the same facility location No sub -contracting of this work is allowed The exception will be the bill statement stock, envelopes (mailing and return) and inserts all of which will be the responsibility of the vendor to maintain adequate inventory levels Accept daily bill files using a secure online upload or a standard FTP or SFTP transmission The City must be able to log into the Vendor's server and transmit the files daily An e-mail file transmission is not acceptable Accept the City's bill files in their current format, using the current transmission method at a minimum The City must be able to connect to the vendor's server The City will view and approve sample bills online before they are printed and mailed Bills must be mailed within one business day of receipt Same day printing and mailing is preferred The vendor will suppress the printing of bills and/or envelopes for certain customers, based on City requirements Suppression could be on a one-time or continual basis Produce the City's bill in the current format or propose a new bill format Surfnet Exhibit A The bill stub is designed to meet the specification of other city billing statements, so the vendor will produce the same format Infosend must program the scan line on the stub to include specific account information and a check digit that is calculated via a specific algorithm The vendor will print Intelligent bill messages based on customer type Logos and usage history graphs Multiple page bills as needed Bills must be mailed via presorted first class mail The City will have the ability to track all files that have been sent to the vendor - before, during, and after processing Status reports must be provided daily after processing is complete Provide an interface that will allow the city to update requirements for bill messages and multiple bill inserts on a monthly basis. The interface must allow the City to include/exclude inserts and messages based on City requirements Inserts may be black ink or color, 1/3 page or 8'/2" x I I" with a tri-fold Provide quotes accordingly InfoSend's production systems check new file sizes against previously processed files to look for possible re -submissions of an old file All of InfoSend's file transfer systems are set to reject partially uploaded files Before a file is processed the record count is taken and included on the File Transfer Confirmation Report After a file has been printed it is taken directly to Quality Control (QC) department The CSR performing QC will check for print quality and compare the printed data on several random bills (according to file size) to the actual raw if there is an error in the file, the CSR will pull the individual statement by control number (or entire file) and resolve the issue Each statement is assigned a control number for fast re -printing and QC accounting If there are any types of errors within the file that would cause a mailing delay, InfoSend will contact the Client's representative immediately for approval Pull Bills are supported and provided as standard service Should the City require a bill pulled, it can contact InfoSend support by creating a Support Ticket item or by emailing support@infosend com Surfnet Exhibit A Bills that need to be pulled are either pulled from data before processing, or pulled from the print file before mailing — depending on the City's preference Provide confirmation reporting and electronic notification of status of all jobs Provide in house design services for the redesign of the utility bill Provide proof copies of redesigned bill statement Delinquent Notices Receive electronic data of delinquent only accounts Post PDF proof versions online for City review and approval Electronic Bill Presentment A daily secure interface with the City's Utility Billing program would be required Infosend shall be able to read and write files that are compatible with the City's current system InfoSend does not require the City to undergo costly data manipulations or form design changes in order to implement eBusmess Services Infosend will provide the customer with a minimum of 12 months of billing history, payment history and consumption history The preference is 18 months InfoSend's standard retention for historical statements, billing and payment history is 18 months Ability for the customer to print their bill statement Ability for customer to view their consumption history in a graph format Ability for the customer to opt -out of receiving paper billing statements. Customers are given the ability to manage account settings, including paperless preference In addition, InfoSend can force paperless for all eBilling customers if the City chooses to do so The billing statement shall post to the website on the same day the bills are mailed Ability for customer to request various options such as password or paperless bill processing InfoSend provides Online BillPay users the options to toggle settings for themselves, reducing the call load into the City for support requests Under the User Settings tab of the site, customers can change their email address, change their password, set account preferences (email and paperless preferences), and set up AutoPay Customers have access to these options 365 days a year and will not require City CSR interaction to verify settings Infosend will provide advanced notice to the City of any scheduled software updates, security updates and/or maintenance that SwInet Exhibit A will take the system offlme InfoSend will contact the City immediately if the system is taken offlme for any reason Provide an e-mail notification to the customer each time a bill is available for viewing and payment A link to the login screen shall be provided in the e-mail InfoSend provides Online BillPay users with two different email delivery options Users can choose to receive an email billing statement containing a billing summary with the total amount due as well as a PDF copy of the billing statement attached Users can choose to receive an email containing a billing summary with no PDF statement attached All email correspondences contain a link to the login screen of the Online BillPay site Electronic Payment Credit, Debit, and ACH payments are each supported in InfoSend's eBusmess Services offerings All popular credit cards can be offered, and additionally the City can benefit from the special interchange fees that Visa and MasterCard offer for qualified Utility Discount transactions The Customers' full credit card, debit card and ACH account numbers that the customer enters on the Contractors web site will never be stored by the City All information is hosted by InfoSend in a PCI DSS Level 1 certified data center In addition to this, payment tokenization is available that allows InfoSend to avoid storing the full credit card, debit card, and ACH account numbers " InfoSend automatically provides the City with a report of returned payments and sends an email notification of the failure to your customer Payment accounts shall be securely stored for easy login and repeated use by the customer The customer shall have the ability to self -enroll in a direct debit (AutoPay) service Archive and Mail InfoSend is currently providing the City with 6 months of statement archives for all statement types This retention period can be increased if desired All "valid" (bills not in error) bill images must be archived as PDF files on the same day the bill files are received by the vendor This includes bills that are not printed based on requirements from the City Archive files must be easily accessible to City staff via an online interface Bill images must be stored for 24 months Surfnet Exhibit A Mailing Bills shall be mailed via presorted first class mail to maximize postal discounts The City should be able to verify proof of delivery to the USPS on an as -needed basis Customer addresses must be validated and updated as necessary by the vendor using CASS (USPScertified) software The vendor must provide NCOALink or ACS service Multiple bills to the same customer and mailing address shall be matched and inserted in one appropriate size envelope and metered first-class separately, and delivered to the USPS at the same time as all other bills are delivered These bills require only a single return envelope and single inserts Reporting Infosend will provide a File Confirmation Report — Confirm receipt of file transmission. InfoSend provides the City with a File Transfer Acknowledgement Report with each Job The File Transfer Acknowledgement Report provides information on the file name, byte size, page/record count, and file receipt date InfoSend can email this report to the client's staff The report is automatically uploaded to our Job Tracking system and can be viewed from our online report archive, logging in to www infosend com accesses both Daily Production Confirmation Reports via email — immediately after processing is complete Volume of bills received for processing, printed and not printed C CITY'S DUTIES AND RESPONSIBILITIES City will provide Infosend with regular data files to enable the production of bill statement files City will review and approve files for printing, mailing and delivery of utility bill statements to the customer City will provide Infosend with information to enable specific data to be suppressed from daily print file City will review and authorize payment of invoices City will provide regular updates to the bill statement message and billing inserts D WORK PROGRAM/PROJECT SCHEDULE Surfnet Exhibit A im Surfnet Exhibit A EXHIBIT "B" Payment Schedule (Fixed Fee Payment) 1 CONSULTANT shall be entitled to monthly progress payments toward the fixed fee set forth herein in accordance with the following progress and payment schedules Total fees shall not exceed Nine Hundred and Sixty Thousand Dollars ($960,000) as outlined in the fee proposal 2 Delivery of work product A copy of every memorandum, letter, report, calculation and other documentation prepared by CONSULTANT shall be submitted to CITY to demonstrate progress toward completion of tasks In the event CITY rejects or has comments on any such product, CITY shall identify specific requirements for satisfactory completion 3 CONSULTANT shall submit to CITY an invoice for each monthly progress payment due Such invoice shall A) Reference this Agreement, B) Describe the services performed, C) Show the total amount of the payment due, Upon submission of any such invoice, if CITY is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve the invoice, in which event payment shall be made within thirty (30) days of receipt of the invoice by CITY Such approval shall not be unreasonably withheld If CITY does not approve an invoice, CITY shall notify CONSULTANT in writing of the reasons for non -approval and the schedule of performance set forth in Exhibit "A" may at the option of CITY be suspended until the parties agree that past performance by CONSULTANT is in, or has been brought into compliance, or until this Agreement has expired or is terminated as provided herein 4 Any billings for extra work or additional services authorized in advance and in writing by CITY shall be invoiced separately to CITY Such invoice shall contain all of the information required above, and in addition shall list the hours expended and hourly rate charged for such time. Such invoices shall be approved by CITY if the work performed is in accordance with the extra work or additional services requested, and if CITY is satisfied that the statement of hours worked and costs incurred is accurate Such approval shall not be unreasonably withheld Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance of the remainder of this Agreement Surfnet Exhibit B EXHIBIT B Fixed Fee Payment Exhibit B Initial and Ongoing Professional Services Fees One -Time Implementation Fee $ N/A One -Time Fee Includes all phases of the project prior to the production phase initial programming, testing, and implementation Professional Services Charges $175 00 Per Hour For requested programming changes after initial implementation Cost of Materials Statement Paper Stock Cost $ 016 Per Sheet 8 5x11", 24 pound paper stock with a micro -perforation Outgoing Envelope Cost $ 017 Per Envelope Double window #10 envelope with security tint Return Envelope Cost $ 016 Per Envelope Single window #9 envelope with security tint Flat Envelope Cost $ 16 Per Envelope Applies only to multi -page bills that do not fit in the standard double window #10 envelope Service Fees 1 Page Bill Service Fee $ 054 Per 1 Page Bill Includes file transmission, data processing, duplex black plus one color (blue, red, or green) bill printing, mail preparation (folding, inserting a 1-page bill and the return envelope into an outgoing envelope), and delivery to the USPS Additional Bill Pages Service Fee $ 054 Per Additional Per -page cost to print and insert additional pages if the bill Page contains more than I page Optional Marketing Insert Fee $ 0065 Per Additional PDF copies of printed inserts will appear in the eBill PDF Insert that is emailed to customers and shown in the EBPP portal This new feature ensures that your paperless customers receive their billing inserts Optional eInsert Fee $ 005 Per eInsert Charge for inserting client -provided marketing insert For example Monthly newsletter Optional Move Update Service Fees $ 25 Per Reported NCOALink or ACS service Change Optional Archive Fee $ 013 Per PDF Images must be stored in PDF format for 36 months Archived Exhibit B BPP Fees Price Frequency Setup and implementation fee Waived One Time eBill Creation and Presentment 014 Each *Includes eBill creation for all customers, not just the enrolled ones *Includes emaihng customers *Includes storage for 36 months Payment Initiation (convenience fees excluded) 03 Each *To Union Bank for ACH *To an existing credit/debit card gateway (list current credit/debit card integrations EBPP Base Maintenance Waived Monthly UBOC ACH integration 35000 Monthly Optional Discount — The I Page Bill Service Fee & Additional Bill Pages Service Fee items will be discounted by $0 0015 if the print and mail turnaround time is changed from same -day to next -day The price listed in the pricing table is for same -day turnaround Optional House Folding — there is no additional cost to machine -insert multiple statements for the same account together in a # 10 envelope ("house holding") In the cases where there are too many pages to fit in the #10 envelope a flat envelope will be used and a hand inserting surcharge of $0 30 will apply Alternate Archive Retention Lengths — 12 months $0 006, 24 months $0 01, 48 Months $0 016, 60 months $0 019 Optional Additional Variable Data Spot Color — InfoSend will be able to provide you with an additional spot color (in addition to the current red, blue or green) starting in September of 2015 The additional cost will be assessed per image (per side of each sheet) The additional cost is $0 004 per image Optional Full Color Variable — InfoSend will be able to provide you with full color variable data printing starting in September of 2015 The additional cost will be assessed per image (per side of each sheet) The additional cost is $0 006 per image Optional Insert Printing — quoted on demand as paper stock options vary and prices fluctuate Su }-- AND INDEMNIFICATION WAIVER MODIFICATION 1 Requested by Jim Slobolan 2. Date 8 26-2015 3 Name of, contra ctor/perm ittee. Infosend, Inc 4 Description of work to be performed Bill printing and mailing services 5. Value and length of contract, 3 year contract, NTE $960,000 6. Waiver/modification request. E & O deductible is $25K 7 Reason for request and why it should be granted Though deductible is higher than $1 OK, the coverage limit is $5,000,000 8 Identify the risks to the City in approving this waiver/modification- No risks v t � a� j1 s— Department ead Signature Date APPROVALS Approvals must be obtained in the order listed on this form Two approvals are required for a request to be granted Approval fr# the City Administrator's Office is only required if Risk Managemej*ln-d Die City Attorney'sofppe disagree 'I. is Management Approved ❑ Denied G�� )S Pp � % Signature Datib- 2. City Attorney's Office Approved ❑ Denied dr /5— Signatu a Date 3. City Manager's Office ❑ Approved ❑ Denied Signature Date If approved, the completed waiver/modification request is to be submitted to the City Attorney's Office along with the contract for approval Once the contract has been approved, this form is to be filed with the Risk Management Division of Human Resources Insurance Waiver Form doc 8/27/201510 59 00 AM INFOS-1 OPID KO ACOR©" CERTIFICATE OF LIABILITY INSURANCE DA-M(NA°DD""'Y' 08/26/2015 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER IMPORTANT- If the Certificate holder Is an ADDITIONAL INSURED, the pollcy(tes) must 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 endoru men s PRODUCER Friedmann & Friedmann Ins Svcs CA License #0769373 3990 Westerly Place Suite 100 cOMEACT Kevin K. O'Connor PHONE 949-417-2630 A No 949-263-8009 EDDRESS Kevin ndfinS.Com Newport Beach, CA 92660 Kevin K. O'Connor INSURE"AFFORDING COVERAGE NAICA INSURERA FederallnsuranceCempany 20281 INSURED INFOSEND,Inc. 4240 E La Palma Ave Anaheim, CA 92807 INSURERB Axis Surplus Insurance Company 26620 INSURER c INSURER D WSURERE. INSURER F nnv�MAI%r=e rco*rm!rero kIi1RM=0- REVISION NUMBER* vTHIS 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 HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS INSR LTR TYPE OF INSURANCE AIJUL POLICY NUMBER MID EFF MM G� � LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE s 1,000,00 CLAIMS -MADE Fil OCCUR X 36031149 02/24/2015 02/24/2016 PREMISES $ 1,000,00 MED EXP Any one person $ 10,00 PERSONAL&ADVINJURY S 1,000,00 GEWL AGGREGATE LIMIT APPLIES PER GENERALAGGREGATE s 2,000,00 PRODUCTS -COMP/OPAGG $ 2,000,00 X POLICY PRO- LOC S OTHER AUTOMOBILE LIABILITY EaaccNideDnl SINGLE LIMIT $ 1,000,00 BODILY INJURY (Per Person) $ A ANY AUTO 73SB7120 0211812015 02/18/2016 BODILYINJURY(PerawdeM S ALL OWNED M SCHEDULED AUTOSNON-0WNED HIREDAUTOS AUTOS RAUTOS O ER DAMAGE accideM S S X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 5,000100 AGGREGATE s 5,000,00 A EXCESS LIAB CLAIMS -MADE 79896866 02/24/2015 02/24/2016 DED I I RETENTIONS $ A WORIUM COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETORIPARTNEWEXECUTTVE Y OFFICEROMEMBER EXCLUDED? (MandatmyinNH) N/A X 1749812 02/01/2015 02f0112016 X ERµ STA EL EACH ACCIDENT $ 1,000,00 EL DISEASE -EA EMPLOYE $ 1,000,00 ELaSEASE-POLICY LIMIT S 1,000,00( Uyy� desrn'heurlder DESdRIPTION OF OPERATION below BF ErrolsaOmisslon CN0002=31407 12/01/2014 12/0112015 Limit 5,000,00 Ded 25,0 DESCRIPTION OF OPERATIONS/ LOCATIONS / VEHICLES (ACORD 101, Additional RemaMs S¢hednle, maybe attached IT more space Is required) Certificate Holder is hereby named as an additional insured with regards to General Liability. Waiver of subrogation applies to workers compensation. CITY-06 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN The City of Huntington Beach ACCORDANCE WITH THE POLICY PROVISIONS. 2000 Main Street Huntington Beach, CA 92648 AUTHORIZED REPRESENTATIVE w 99Sti-LDT4 AL umu L.umrUKA I ium Au ngnrm rrsurvau ACORD 25 (2014101) The ACORD name and logo are registered marks of ACORD WORKERS COMPENSATION AND EMPLOYERS' LIABILITY INSURANCE POLICY WC 9903 04 (Ed. 7-08) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT- CALIFORNIA This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. {The toNowins' Dadft clause' need be no d only when ft enemun wnt is issued subsequent ro preparebon or the pokcya This endorsement, effective on 02/01/15 at 12,01 A. M. standard time, forms a part of lM Policy No. (16)7174-98-12 of the FEDERAL INSURANCE COMPANY (NAME OF INSURANCE COMPANY) issued to INFOSEND INC Endorsement No. Authorized PAp owntabve We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named In the Schedule. The additional premium for the blanket waiver offered by this endorsement shall be 1.00 % of total Calitomia premium. Schedule Person or Organization BLANKET WAIVER - ANY PERSON OR ORGANIZATION FOR WHOM THE NAMED INSURED HAS AGREED BY WRITTEN CONTRACT TO FURNISH THIS WAIVER WC 99 03 04 (Ed 7-08) Job Description ALL CALIFORNIA OPERATIONS Liability Insurance Endorsement Pollcy Panod FEBRUARY 24, 2015 TO FEBRUARY 24, 2016 Effective Date FEBRUARYY 24, 2015 Pollcy Number 3603-1149 NBO insured INFOSEND INC Name of Company FEDERAL INSURANCE COMPANY Date Issued FEBRUARY 4, 2015 .�'. � �v� ;,-._, � _ _ �: x:.-� r,3 _. •��� _ .__�?,��= r^�.5. 1+��-,.ram �� u; -- -_,a._ �..�:._.,_ ..� :sr �_...:, :'�`�� :�>tw:.w....Y.-. This Endorsement applies to the following forms GENERAL LIABILITY A'.�.,�e�."`Y._a-"�s"..�". ��2-v::. :.«.,�� �ss',tFF.=.sMr—a-x.—1 .aY�-�'-_.�...�,� Undei Who is An Insured, the following provision is added Who Is An Insured Additional Insured - Persons or organizations shown in the Schedule are insureds, but they are insureds only if you are Scheduled Person obligated pursuant to a contract or agreement to provide them with such assurance as is afforded by Or Organization this policy However, the person or organization is an insured only • if and then only to the extent the person or organization is described in the Schedule, • to the extent such contract or agreement requires the person or organization to be afforded status as an insured, • for activities that did not occur, in whole or in part, before the execution of the contract or agreement, and • with respect to damages, loss, cost or expense for injury or damage to which this insurance applies. No person or organizationis an insured under this provision. • that is more specifically identified wider any otherprovision of the Who Is An Insured sectioa (rogardless of any limitation applicable thereto) • with respect to ally assumption of liability (of another person or organization) by them in a contract or agreement. This limitation does not apply to the liability for damages, loss, cost or expense for irgury or damage, to which this insurance applies, that the person or organization would have in the absence of such contractor agreement. Liability insurance AddWonal Hr .tetukv" F3M9r organization con8nued Form 80-02-2307 (Rev 5-07) Endorsemw# Page 1 waorury tnaorsement (continued) Under Conditions, the following provision is added to the condition tithed Other insurance. Cont"Ittlons Other Insurance — If you are obligated, pursuant to a contract or agreement to provide the person or organization Primary, Noncontributory shown in the Schedule with prunary insurance such as is afforded by this policy, then in such case Insurance — Scheduled tins insnrance is prunary and we will not seek contribution from insurance available to such person Person Or Organization or organization. Schedule Persons or organizations that you are obligated, pursuant to a contract or agreement, to provide with such insurance as is afforded by this policy All other terms and conditions remain unchanged Authorized Representative, Vablity Insurance AddBlona! I^"2tit3 @J PMbgr Organ —lion fast page Form 80-02-2367 (Rev &07) Endorsement Page 2