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HomeMy WebLinkAboutAdministrative Resource Options - 2008-09-11SERVICE AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND ADMINISTRATIVE RESOURCE OPTIONS FOR MAIL MANAGEMENT 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 the "CITY", and ADMINISTRATIVE RESOURCE OPTIONS, a corporation hereinafter referred to as "CONTRACTOR". WHEREAS, CITY desires to engage the services of a contractor to provide mail management services; and Pursuant to document on file in the office of the City Clerk, the provisions of the Huntington Beach Municipal Code, Chapter 3.02, relating to the procurement of service contacts have been complied with; and CONTRACTOR has been selected to perform these services, 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 Dan Stikkers 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. 25551 1 of 11 25551 3. TERM: TIME OF PERFORMANCE 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"). This Agreement shall automatically terminate three (3) years from the Commencement Date, unless extended or sooner terminated as provided therein. All tasks specified in Exhibit "A" shall be completed no later than three (3) years from the Commencement Date of this Agreement. The time for performance of the tasks identified in Exhibit "A" are generally to be shown in Exhibit "A". This schedule 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. 4. COMPENSATION In consideration of the performance of the services described therein, CITY agrees to pay CONTRACTOR on a time and materials basis at the rates specified in Exhibit "B", which is attached hereto and incorporated by reference into this Agreement, a fee, including all costs and expenses, not to exceed One Hundred Ninety One Thousand Six Hundred Sixty Seven Dollars ($191,667.00). 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. METHOD OF PAYMENT CONTRACTOR shall be paid pursuant to the terms of Exhibit `B". 25551 2 of 11 25551 7. 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. 8. 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 (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) arising out of or in connection with CONTRACTOR's (or CONTRACTOR's subcontractors, if any) negligent (or alleged negligent) performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by CONTRACTOR, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of 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 limitation upon the amount of indemnification to be provided by CONTRACTOR. 9. WORKERS COMPENSATION INSURANCE CONTRACTOR shall carry workers compensation insurance as required by law for the protection of its employees during the progress of the work. Contractor understands that it is an 25551 3 of 11 25551 independent contractor and not entitled to any worker's compensation benefits under any City program. 10. GENERAL LIABILITY INSURANCE CONTRACTOR shall obtain and furnish to CITY a comprehensive general liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for CONTRACTOR's general 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. AUTOMOTIVE 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 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. 25551 4 of 11 25551 12. 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 hereinabove required. 13. 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. 25551 5 of 11 25551 14. TERMINATION OF AGREEMENT All work required hereunder shall be performed in a good and workmanlike manner and must abide by customer service standards specified in EXHIBIT "C", which is attached hereto and incorporated into this Agreement by this reference. Either party may terminate this Agreement with or without cause by giving the other party written notice ("Notice of Termination") which clearly expresses that Party's intent to terminate the Agreement. Notice of Termination shall become effective no less than sixty (60) calendar days after Party receives such notice. After either Party terminates the Agreement, CONTRACTOR shall discontinue further services as of the effective date of termination, and CITY shall pay CONTRACTOR for all services satisfactorily performed up to such date. 15. RELATIONSHIP BETWEEN THE PARTIES The relationship between CONTRACTOR and CITY is that of licensee/licensor. Neither party will represent that it has any authority to assume or create any obligation, express or implied, on behalf of the other party, nor to represent the other party as agent, employee, franchisee, or in any other capacity. Nothing in this agreement shall be construed to limit either party's right to independently develop or distribute software that is functionally similar to the other party's products, so long as proprietary information of the other party is not included in such software. 16. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONTRACTOR to any other person or entity without the prior express written consent of CITY. If an assignment, delegation or subcontract is approved, all approved assignees, delegates and subcontractors must satisfy the insurance requirements as set forth in this Agreement. 25551 6 of 11 25551 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, certficates, 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 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: Sharon Griffin, Buyer 2000 Main Street Huntington Beach, CA 92648 19. CONSENT TO CONTRACTOR: Administrative Resource Options Attn: Dan Stikkers 200 West Adams Ste 2000 Chicago, IL 60606 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. 25551 7 of 11 25551 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. 25551 8 of 11 25551 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 25551 9 of 11 25551 require its employees to execute written undertakings to comply with the foregoing confidentiality provision. 27. 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 nonprevailing party. 28. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 29. OVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 30. SIGNATORIES Each undersigned represents and warrants that its signature hereinbelow 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. CONTRACTOR'S initials 31. ENTIRETY 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 25551 10 of 11 25551 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. This Agreement, and the attached exhibits, contains the entire agreement between the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. 32. 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 ftt- lve approval by the City This Agreement shall expire when terminated as provided herein. ADMINISTRATIVE RESOURCE OPTIONS CITY OF HUNTINGTON BEACH, a municipal corporation of the State of By: Califorma Jffll� print n e ITS: (circle one) Chairma �esideice President Finance Director AND By: `�,,.....� print name ITS: (circle one) Secretary/ hief Financia Officer/Asst. Secretary - Treasurer REVIEWS D APPROVED: a City Admin' trator 25551 11 of 11 25551 APPROVED AS TO FORM: ,City Attorney MV -- p — lq U8 ye, I)III 1A Dated: ap EXHIBIT "A" A. STATEMENT OF WORK: CONTRACTOR shall provide support staff to CITY for on -premise mail and other general office support services as specified in Section B of this Exhibit A. B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: CONTRACTOR's duties and responsibilities shall follow provisions specified in the City of Huntington Beach Mail Management Services Request for Proposal - Scope of Work (Exhibit A.1). At the CITY's option, CONTRACTOR shall provide Utility Bill Mail Management Services as specified in (Exhibit A.1). Detailed services shall include but is not limited to the following scope or work: STAFFING: CONTRACTOR will provide the following base staff configuration and related hours of operation: (1) Account Manager (on -site) Hours of Operation: 7:30 AM to 4:30 PM, Monday — Friday CITY maintains the option to shift the established hours as needed. Back-up staff will be available 24 hours per day, 365 days per year. CONTRACTOR shall not provide additional staff nor allow staff to work beyond regular hours unless requested by an authorized representative of the CITY. CONTRACTOR is solely responsible for its employees who are selected to work at the CITY's facility in CONTRACTOR'S sole discretion. However, CONTRACTOR agrees any employee whose performance is deemed unacceptable by CITY, in CITY's sole discretion, shall be removed from the CITY's facility and shall not thereafter, without prior written consent of CITY, be used in providing the services hereunder, provided that CITY's request for removal is based upon a non-discriminatory reason. It is understood and hereby agreed to by CONTRACTOR and CITY that CONTRACTOR is an independent contractor, that CONTRACTOR personnel assigned to work at the CITY's facility are employees of CONTRACTOR, and CONTRACTOR and its employees shall not be deemed by either CONTRACTOR or CITY to be the employees or agents of CITY. ADDITIONAL LABOR: CITY maintains the authority to increase or decrease staffing levels at anytime. BACK-UP LABOR: CONTRACTOR will provide back-up personnel for absences of on -site contracted personnel based upon workload and staffing requirements. Should CONTRACTOR fail to provide back-up staffing to CITY that meets the aggregated monthly staffing allocation as described in Section B.l of Exhibit A, CITY will receive a credit as specified in Exhibit B. Should CITY desire back-up staffing or additional staffing beyond the contracted amount, CITY would be billed in accordance with the rates established for short-term labor as specified in Exhibit B. Exhibit A ARO 1 of 2 EXHIBIT "A" SUPPLIES: CONTRACTOR will accept supplies provided by CITY which CONTRACTOR and CITY have mutually agreed are needed for the performance of the site operations. These supplies will be provided at the expense of CITY. Supplies provided by CONTRACTOR, upon the request and authorization of CITY, will be billed at CONTRACTOR's trade cost, plus associated supplier freight and taxes, plus a mark-up of 10%. CITY is not obligated to acquire any supplies through CONTRACTOR. C. CITY'S DITTIES AND RESPONSIBILITIES: CITY shall designate a "Contract Administrator" for this Agreement. The Contract Administrator will serve as the liaison between CONTRACTOR and CITY. CONTRACTOR will direct all questions to the Contract Administrator. The Contract Administrator shall be the authorized agent of the CITY. 2. The CITY will provide sufficient space for the office services center, electrical power, telephone service, air ventilation and cooling systems necessary for the equipment installed in the CITY's offices by CONTRACTOR and will provide the access needed for machine operation, maintenance, repair, installation and removal. D. WORK PROGRAM/PROJECT SCHEDULE: Hours of Operation: 7:30 AM to 4:30 PM, Monday — Friday CITY maintains the option to shift the established hours as needed. Exhibit A ARO 2 of 2 Exhibit A.1 The City of Huntington Beach Central Service Division Mail Management Services Request for Proposal SCOPE OF SERVICES: The City is requesting proposals for the following services: I. Mandatory Requirement: General Mail Management Services 1. Incoming mail will be delivered and outgoing mail will be collected from all designated City Hall/Police locations on a daily basis, Monday through Friday. The normal working schedule for our facilities is 8:00 a.m. to 5:00 p.m. A list of facilities and locations are attached. 2. For business license renewals, vendor shall perform the following duties on a monthly basis: a) Have the ability to receive a monthly file of business license renewals. The file is to be printed onto preprinted paper stock. File shall include an average of 3,000 notices. These mailings MAY include an insert. The City will supply the appropriate paper stock. b) Fiscal Services will deliver all notices prepared for mailing by the 3rd business day of the month. c) Notices are to be folded, inserted into envelope, and metered. d) All notices will be delivered to the US Post Office by 5:00 P.M. no later than the fourth business day of each month. 3. The vendor will collect incoming mail to the City of Huntington Beach post office boxes at the United States Postal Office each morning (Monday through Friday). Special incoming mail to the City such as business reply, insured, express mail, packages or boxes must also be collected and signed for. The vendor will sort mail by department and deliver them to designated locations. The City will provide a current listing of departments and employees, which will be updated by the Central Services Manager, as necessary. All mail collected at the post office box will be delivered to the City location the same day. All mail collected from City locations will be processed and taken to the Post office for mailing by 5:00 p.m. of the same day. 4. Personal mail bag is taken to post office at the end of each day. 5. City staff currently provides mail service and is delivered to a central location. The City may be interested in implementing service level improvements as part of this contract award. Proposer shall submit optional pricing for the following a. Pricing for services with continued use of City central location. b. Increase mail delivery and pick up to each location to twice per day. C. Delivery of miscellaneous supplies within the City Hall that is delivered by outside vendors at City Hall delivery dock. 6. Department postage costs are to be monitored for each City activity when processing outgoing mail. Each proposer shall indicate how postage metering is to Mail Management for the City of Huntington Beach I Exhibit A.1 The City of Huntington Beach Central Service Division Mail Management Services Request for Proposal be handled. Specifically, each proposer shall indicate the mail handling equipment to be used and the physical location of the equipment. If the proposer intends to utilize City owned equipment on site, this shall be indicated along with the impact on fees. Of particular concern are the issues of security, departmental cost allocation, and cost monitoring for off site postage metering. Each proposer must address these concerns in depth to ensure adequate safeguards will be implemented. 7. While the City has attempted to minimize postage costs by utilizing bulk mail rates where possible, a professional mail service may be able to further reduce these costs. Each proposer shall outline their approach in this area and indicate past successes that they may have achieved. 8. For certified mail or other documents requiring proof of delivery, the selected vendor will be responsible for acquiring the necessary signatures, etc. 9. Each proposer shall indicate their fee for the services included in the RFP. The basic services shall be priced on a lump sum basis. 10. Each proposer must submit proof of insurance and the security bonding in place for their business and employees. 11. Proposer shall submit a proposed route and schedule for handling mail on a daily basis. This schedule shall indicate assigned vehicles, location for sorting mail and any other information proposer deems important. 12. Business Reply (postage due mail) must be accounted for by department, i.e., number of pieces and cost, prior to distribution to the appropriate department. The selected vendor will be responsible for delivering this report of postage due by department, along with the bill to the Central Services Manager on a daily basis. 13. The vendor will be responsible for maintaining mail volume information (by category) and providing a monthly report. 14. The City shall be notified immediately of any occurrences that might delay delivery of mail to any site. These incidents will also be included in a written weekly report due the following Monday for the previous weeks delivery. 15. Each proposer shall indicate how additions or deletions from the normal routes shall be handled, particularly the impact on fees. A pricing formula or some other mechanism shall be submitted with the RFP. 16. The awarded contractor agrees to provide drivers who are responsible and fit with no prior felony convictions and whose driving records are free of accidents and convictions resulting from driving under the influence of drugs or intoxicants. These drivers shall wear visual identification at all times identifying themselves as well as the service selected. 17. Services will be provided on Monday through Friday of every week except for city -designated holidays (listing will be provided). 18. Awarded contractor shall provide service, which is accessible, courteous, responsive, timely, equitable and given in the spirit of professionalism and mutual Mail Management for the City of Huntington Beach 2 Exhibit A.l The City of Huntington Beach Central Service Division Mail Management Services Request for Proposal respect. A contractor is an extension of the City of Huntington Beach Finance Department, and as such is expected to: a) Interact with customers and City officials, whether in person or on the phone, in a pleasant, respectful and professional manner. b) Give full attention to each customer's needs by asking questions. Provide information, products and service in an accurate, organized and complete manner. Determine that the customer's request has been fulfilled. c) Comply with all federal, state, county, and city laws and regulations. d) Use adequate equipment that is kept clean and neat at all times. e) Train other contractor employees to be polite and courteous during public contact. f) Employ truth and accuracy in advertising and soliciting. Honor commitments made in the course of business. II. Optional: Utility Bill Mail Management Services At the City's option, awarded contractor shall provide printing and mailing, including postage and barcode service, for the City's Finance Department. The bulk of the services will be provided to the City's Fiscal Services Division Utility Billing and Business Licensing sections. The mailing and barcode service shall include same -day service for the printing of utility statement, sent electronically, folding, and inserting into envelopes, printing of bar code on envelopes, applying postage and delivering to the US Post Office. Daily 1. Awarded contractor shall have the ability to receive a daily electronic file of the utility bill statements. 2. Electronic file will be processed and saved on a network drive. 3. Statements will be printed on preprinted paper stock supplied by the City. 4. Statements will be folded and inserted into an envelope with delivery point barcode. 5. Any and all inserts designated for the day will be inserted into an envelope along with the billing statement. (Inserts include a return envelope) 6. City shall send an electronic file no later than 10:00 A.M. daily. 7. Awarded contractor will deliver printed statements to the US Post Office no later than 5:00 P.M. on the same day data is electronically transferred by the City. 8. Process to include printing, folding, stuffing, sealing, and metering and bar- coding. A. Awarded contractor shall receive, seal, and meter the business license certificates. B. The Business License certificate will be mailed out each and every business day. Mail Management for the City of Huntington Beach 3 Exhibit A.1 The City of Huntington Beach Central Service Division Mail Management Services Request for Proposal Weekly 1. Awarded contractor shall have the ability to receive a weekly electronic file of the utility bill account data. The data will be used to print and mail approximately 1,000 letters on colored paper stock. These mailing MAY include an insert. 2. Letters will be folded and inserted into envelopes with delivery point barcode. 3. File will be provided no later than 10:00 A.M. each Friday. Mailing should occur the same day. 4. Process to include printing, folding, stuffing, sealing, and metering and bar- coding. Mai( Management for the City of Huntington Beach 4 EXHIBIT "B" Payment Schedule (Fixed Fee Payment) 1. CONTRACTOR shall be entitled to monthly progress payments toward the fixed fee set forth herein in accordance with the following progress and payment schedules. During the Initial Term, for all services set forth in this Agreement, CITY will be charged an advanced monthly billing of $5,142 plus amounts owed for any other chargeable services rendered for the previous month as specified in Exhibit B.1 of this Agreement. Charges in this Exhibit B do not include Utility Bill Mail Management Services. The rates for these services are as follows: (a) Additional Labor. Short-term labor will be billed on an arrears basis at a rate of $27.00 per hour per person. If a person requested initially by the CITY to perform work on an hourly basis has a time period of more than four continuous weeks performing services, then the CITY will be charged at the lower monthly rate for that time period. CITY maintains the authority to increase or decrease staffing levels at anytime. (b) Back-up Labor. CONTRACTOR will provide back-up personnel for absences of on -site contracted personnel based upon workload and staffing requirements. Should CONTRACTOR fail to provide back-up staffing to CITY that meets the aggregated monthly staffing allocation as described in Exhibit A, CITY will receive a credit as follows: # of absence hours x $32.14. Should CITY desire back-up staffing or additional staffing beyond the contracted amount, CITY would be billed in accordance with the rates established for short-term labor in Section La of Exhibit B. (c) Non -Standard Supplies. All supplies not covered under Section 3 that are expressly requested by CITY and not otherwise supplied by CITY will be provided to CITY at CONTRACTOR's trade cost plus 10%. CITY is not obligated to purchase any specialty supplies through CONTRACTOR. (d) Overtime. When workload requires the facility to be staffed beyond regular hours and an authorized representative of the CITY requests overtime, CONTRACTOR will bill the CITY at a rate of $39.00 per hour per employee for weekdays and at a rate of $52.00 per hour per employee for weekends and holidays, with a two hour minimum overtime shift when the overtime is not directly adjacent to regular operating hours. CONTRACTOR will make every effort to fill all requests for overtime and guarantees to fill overtime requests when given reasonable notice. (e) Payment Terms/Discount. CITY will be charged an advanced monthly billing in a cycle consistent with CONTRACTOR's payroll periods for all work performed. All invoices are payable upon receipt. CONTRACTOR will issue a rebate equaling 2% of the total pre-tax invoice amount for electronic payment received by CONTRACTOR within ten (10) days of the invoice date. The credit will be reflected on the following month's invoice. CITY agrees to pay a monthly finance charge of 1.5% of the outstanding balance if payment is not received by CONTRACTOR after thirty (30) days from the date upon which the invoice is received by CITY. Surfnet Exhibit B EXHIBIT B Fixed Fee Payment (f) Price Guarantee. For the term of this Agreement, on the annual anniversary date of CONTRACTOR's installation and for each annual anniversary date thereafter, CONTRACTOR will increase its rates to the CITY by 3.5%. (g) Mail/Messenger. Funds for petty cash (subways, taxis, misc. expenses, etc.) will be provided by CITY, upon prior approval from CITY, with CONTRACTOR providing documentation for each such disbursement. Postage, Federal Express, and other similar messenger charges will be paid directly by CITY with supporting documentation of such expenses by CONTRACTOR. (h) Taxes. CITY shall pay all applicable federal, state, municipal or other governmental excise, sales, use or similar taxes respecting the services/products sold by CONTRACTOR to the CITY hereunder. 2. Delivery of work product: A copy of every memorandum, letter, report, calculation and other documentation prepared by CONTRACTOR 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. CONTRACTOR shall submit to CITY an invoice for each monthly payment due. Such invoice shall: A) Reference this Agreement; B) Describe the services performed; C) Show the total amount of the payment due; If the CITY disputes an invoice for any particular item, the CITY shall give written notice of such dispute to CONTRACTOR and the parties shall negotiate in good faith to resolve the dispute. If the CITY has given notice of such dispute, the CITY shall be entitled to a waiver of the finance charge of the disputed item until thirty (30) days after such dispute is resolved. The CITY shall not withhold payment on any invoice except amounts subject to a dispute of which CONTRACTOR has been properly notified. 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 N_� p as .miroi P�aetiig s ARO has designed a solution to meet the City of Huntington Beach Requirements of Quality, Flexibility; and Value that fits well into the current and future business model. ,Q®R SOFTWAR ANm o Staff- 1 - National Director of Operations (off -site) 1 - Client Services Director (off -site) 1 - Area Sales Manager (off site) I - On -Site Account Manager 1 Total Employees on -site AROworks Module: o Package Tracking Services: • Guaranteed staff coverage at all times • Web Based Reporting of Office Services • Management of all ARO site employee payroll and benefits • Employee background and criminal checks • Explanation of Services Guides • Operations Manual/On Site Training Manual • Monthly and quarterly reports • Internal marketing programs to increase levels of service, reduce costs and increase end user satisfaction • Six Sigma based quality management programs • Proactive cost savings programs • All implementation and start-up costs Equipment: ARO will utilize the City's existing equipment. if and when the City is interested in replacing equipment, ARO can facilitate the negotiations to reduce acquisition costs. This equipment can be procured directly from the City or through ARO. Monthly Pricing (non-taxable) $5,142 conridential Page 52 12/1212007 Schedule C AROworks License Agreement Location: 2000 Main Street Huntington Beach, CA 92648 AROworks Equipment/Software Package Tracking ASP module with one handheld Notice: By using the AROworks application software, you agree to be bound by the terms of this license agreement set forth below. 'We ","us", and "our" refers to Administrative Resource Options. "You", and "your" refers to the entity or individual that wishes to use the program from Administrative Resource Options. "Programs", and "Applications" refers to the Administrative Resource Options software, also referred to as AROworks. This agreement is governed by the substantive and procedural laws of Illinois. You and Administrative Resource Options agree to submit to the exclusive jurisdiction of, and venue in, the courts of Cook County, Illinois in any dispute arising out of or relating to this agreement. License Rights We grant you a nonexclusive, nontransferable limited license to use the programs for the purpose they were intended in locations designated by the AROworks contract. The application may not be copied, redistributed or resold. Ownership and Restrictions We retain all ownership and intellectual property rights in the programs. The application must remain installed on the computer provided by us. You may copy the applications for backup purposes. We retain ownership of the equipment. We grant you a license to use both the hardware and software. We are responsible for maintaining and repairing the hardware and software. You may not: - Remove or modify any program markings or any notice of our proprietary rights; - Make the program available in any manner to any third party; - Use the program to provide third party training; - Assign this agreement or give or transfer the programs or an interest in them to another individual or entity; - Cause or permit reverse engineering ( unless required by law for interoperability), disassembly, decryption or decompilation of the programs; - Disclose results of any program benchmark tests without prior consent; - Use any AROworks, ARO or Administrative Resource Options name, trademark or logo. The AROworks application contains proprietary functionality. The functionality of the application may not be disclosed to any third party for any reason. Nor may you disclose any performance capabilities or any database layout information. Disclaimer of Warranty and Exclusive Remedies THE PROGRAMS ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. WE FURTHER DISCLAIM ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING WITHOUR 25544 LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT. IN NO EVENT SHALL WE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA OR DATA USE, INCURRED BY YOU OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT OR TORT, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR ENTIRE LIABILITY FOR DAMAGES HEREUNDER SHALL IN NO EVENT EXCEED ONE THOUSAND DOLLARS (U.S. $1000). Technical Support Technical support for all of AROworks applications will be provided as set forth in the Service Agreement and are not implied by this license agreement. Access to AROworks Equipment You agree to allow Administrative Resource Options personnel physical and/or remote access to AROworks equipment and application for the purpose of performing maintenance and product enhancements. Failure to allow this access will limit our liability. End of Agreement You may terminate this agreement by removing all AROworks equipment from your production environment and ceasing to use the product. We have the right to terminate your use of the programs if you fail to comply with any of the terms of this agreement or your specific AROworks contract, in which case you shall remove the AROworks application and equipment from the production environment. Entire Agreement You agree that this agreement is the complete agreement for the programs and licenses for AROworks. If any term of this agreement is found to be invalid or unenforceable, the remaining provisions will remain effective. CONSULTANT/CONTRACTOR Administrative Resource Options 200 West Adams Suite 2000 Chicago IL. 60606 print name ITS: (circle one) Chairman/ reside /Vice President AND .. By: print name ITS: (circle one) Secreta hief Financia Officer/Asst. Secretary - Treasurer CITY OF HUNTINGTON BEACH, a municipal co ra 'on of the State of California r Finance Direct REVIE/` AND APPROVED: / "I City Adp`i nistrator APPROVED AS TO FORM: ¢� City Attorney W R_ a e- o R 25544 2 ADMIRES-01 ARRB ACORDL CERTIFICATE OF LIABILITY INSURANCE DATE 9/11/2008 ' PRODUCER (847) 797-5700 Assurance Agency, Ltd. One Century Centre ry 1750 E. Golf Road Schaumburg, IL 60173 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC # INSURED Administrative Resource Options 200 West Adams Street Chicago, IL 60606 INSURER Markel American Insurance Company INSURER B ACE USA INSURER c:lllinois National Insurance Company INSURER D' INSURER E COVERAGES 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 CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR DD'L NSR TYPE N POLICY NUMBER POLICY EFFECTIVE DATEM/DD POLICY EXPIRATION DATEIDDIYY LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,00 PREMISES Eaoccurence $ 300,000 A X COMMERCIAL GENERAL LIABILITY 8502RS3122560 4/1/2008 4/1/2009 CLAIMS MADE ® OCCUR MED EXP (Any one person) $ 10,000 PERSONAL & ADV INJURY $ 1,000,00 GENERAL AGGREGATE $ 2,000,00 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 2,000,00 X POLICY PE OT- LOC A AUTOMOBILE LIABILITY ANY AUTO 8502RS3122560 4/1/2008 4/1/2009 COMBINED SINGLE LIMIT (Ea accident) $ 1,000,000 BODILY INJURY (Per person) $ ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY (Per accident) $ X X HIRED AUTOS NON -OWNED AUTOS AD' VEDA PROPERTY DAMAGE (Per accident) $ _ GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ ANY AUTO � $ AUTO ONLY: AGG EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE $ 5,000,00 A X OCCUR CLAIMS MADE 4602RS3115260 4/1/2008 4/1/2009 AGGREGATE $ 5,000,00 $ DEDUCTIBLE $ X RETENTION $ 10,000 WORKERS COMPENSATION AND X WC STATU- OTH- TDRY LIMITS ER B EMPLOYERS LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER AEMBER EXCLUDED? C4510168A 4/1/2008 4/1/2009 E.L. EACH ACCIDENT $ 600,000 E.L. DISEASE - EA EMPLOYE $ 500,000 If yes, describe under SPECIAL PROVISIONS below E.L. DISEASE - POLICYLIMIT $ 500,000 OTHER C Miscellaneous E&O 002420458 10/15/2007 10/16/2008 Aggregate 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS It is agreed that the City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers are named as Additional Insured with respect to General Liability and Auto Liability coverage. CERTIFICATE HOLDER CANCELLATION City of Huntington Beach 2000 Main St. Huntington Beach, CA 92648- SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATIC DATE THEREOF, THE ISSUING INSURER WALL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE 70 DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, I7S AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE ACORD 25 (2001108) U ACORD CORPORATION 1938 POLICY NUMBER: 8502RS312256 - 0 COMMERCIAL GENERAL LIABILITY CG 20 10 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Additional Insured Person(s) Or Organization(s): I Location(s) Of Covered Operations City of Huntington Beach Attn:Risk Manager 2000 Main Street Huntington Beach, CA 92648 Ilnformation required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II - Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) desig- nated above. B. With respect to the insurance afforded to these additional insureds, the following additional exclu- sions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. CG 20 10 07 04 Copyright ISO Properties, Inc., 2004 Page 1 of 1 0 CITY OF HUNTINGTON BEACH Service Agreements Purchasing Certification 1. Date: September 3, 2008 2. Department: Finance 3. Requested By: Richard Amadril 4. Name of Consultant: American Resource Options 5. Amount of Contract: $191,667.00 6. Are sufficient funds available to fund this contract? Yes ® No ❑ 7. Company Number and object code where funds are budgeted: 100 35 207. 69505 8. Is this contract less than $50,000? Yes ❑ No 9. Does this contract fall within $50,000 and $100,000? Yes ❑ No 10. Is this contract over $100,000? Yes ® No ❑ 11. Were formal written proposals requested from at least three available qualified firms? Yes ® No ❑ If no, explain: 12. Attach list of vendors from whom proposals were requested (include name of company, address, contact person, aad-te4ephem). -/ 13. Attach proposed scope of work. 14. Attach proposed payment schedule. `F ii Department Hea Signature � 4�- RI HARD`AMADRIL, Manager Central Services Division MAIL MANAGEMENT SERVICES VENDOR LIST Pitney Bowes, Inc. MSC 20-45 Attn: Armen Oozoonian 801 S. Grand Avenue, Ste 600 Los Angeles, CA 90017 Administrative Resource Options Attn: Doug Christensen 1722 Carlson Lane Redondo Beach, CA 90278-4713 Archer Management Services Attn: John N. O'Brien III 19191 S. Vermont Ave, Ste 850 Torrance, CA 90502 Xerox Corporation Attn: Solutions Engagement Mgr 1851 E. First St., Ste 260 Santa Ana, CA 92705 Dataman Direct Attn: Dawn Porras 2907 W. Pendelton Santa Ana, CA 92704 American Mailing Attn: Ludi Ureno 1164 N. Kraemer Place Anaheim, CA 92806 NOTE: RFP WAS ALSO POSTED ON THE CITY OF HUNTINGTON BEACH WEBSITE