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HomeMy WebLinkAboutMacKay Meters, Inc. - 2020-09-08 fppnivty 6-o City of Huntington Beach File #: 21-494 MEETING DATE: 7/6/2021 REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Oliver Chi, City Manager PREPARED BY: Chris Slama, Director of Community & Library Services Subject: Approve and authorize execution of an Amendment to the Service Agreement between the City of Huntington Beach and MacKay Meters, Inc.. for purchase of additional Single/Double Space Parking Meters Statement of Issue: There is a need to amend the current service agreement with MacKay Meters, Inc., due to the purchase of 24 additional MacKay smart meters. Financial Impact: Funding for the parking meter purchase in the amount of $25,436 is encumbered as part of the Fiscal Year (FY) 2021/22 Parking Meter General Fund account 10045203. Sufficient funds for the additional annual service fees ($2,784) are also available in the FY 2021/22 Parking Meter General Fund account10045203. Recommended Action: A) Approve the purchase of two one-space and 22 two-space MacKay parking meters; and, B) Approve and authorize the Mayor to execute the "Amendment for Addition of Single/Double- Space Parking Meters" to the Gateway/Hosting/Notification Service Agreement between the City of Huntington Beach and MacKay Meters, Inc. Alternative Actionlsl: Do not approve the recommended actions and direct staff accordingly. Analysis; The City's current service agreement with MacKay Meters, Inc., is for 65 one-space and 375 two- space on-street meters. While this initial purchase covered replacing the majority of the City's meters, certain areas are still in need of upgraded equipment, including parking spaces on 2nd Street in the downtown area. Staff would like to expand the City's smart meter inventory and associated credit card payment technology, and is recommending the additional purchase of two (2) one-space City of Huntington Beach Page t of 2 Pnnted on 613012021 ..b 164� - ., File #: 21-494 MEETING DATE: 7/6/2021 and twenty-two (22) two-space meters in the amount of $25,436. These additional meters will replace existing standard, coin-only meters on 211 Street, and will increase customer service and convenience. The additional annual service fees associated with the purchase total $2,784. which can be absorbed within the City's existing parking meter budget. Environmental Status: Not applicable. Strategic Plan Goal: Infrastructure & Parks Attachment(§): 1 . Amendment for Addition of Single/Double-Space Parking Meters Gateway/Hosting/Notification Service Agreement between the City of Huntington Beach and MacKay Meters, Inc. 2. Gateway/Hosting/Notification Service Agreement between the City of Huntington Beach and MacKay Meters, Inc. City of Huntington Beach Page 2 of 2 Printed on 6/30/2021 oowere755 Leps;ar- in" MACKAY METERS, INC. ® AMENDMENT FOR ADDITION OF SINGLE/DOUBLE-SPACE PARKING METERS Type of Agreement X Gateway/Hosting/Notification Service Agreement Amendment Date June 10 2021 Client Name City of Huntington Beach MacKay Sales Contact Jim Taylor Onginal Agreement Effective Date September 8. 2020 Current Number of Single/Double-Space Parking Meters Sixty-five (65) One-Space Three Hundred Seventy-five (375) Two-Space Number of Single/Double-Space Parking Meters to be Added with this Amendment. Two f2) One-Space. Twenty-two (22) Two-Space New Total Number of Single/Double-Space Parking Meters Sixty-seven (671 One-Space Three Hundred Ninety-seven (397) Two-Space Details of the Amendment Schedule A. Fees Payable for Services, Item 4 . Client shall pay the following fees for Services, is hereby changed to read 4 Client shall pay the following fees for Services. Quantity Monthl Fee er Terminal' Fee per Credit Card Transaction* One-Space Parking Meter 67 1 $6 00 $0.00 Two-Space Parking Meter 397 $10 00 $0 00 'Fee incJudes communication costs of Terminals on the Public System Except as expressly modified by this amendment all of the terms and conditions of the Agreement shall remain unchanged and in full force and effect In the case of any inconsistency between the Agreement and this amendment concerning the matters addressed herein, the terms and conditions of this amendment shall be controlling I By signing below the parties have duly executed this amendment this lu day of , 20 in the Town of New Glasgow. Nova Scotia Client Name v of Huntington Brach MACKAY METERS, INC. Signature: Signature. Print Name Kim Carr Print Name. Title. Ni vor Title: Date: Date. One (1) electronic copy is to be filled signed and returned by e-mail to MacKay Meters Inc One (1) copy duly executed will be sent returned by e-mail Laney m ��ee n 1�meterscom �PPR$�L�n����. COUNTERPART By: n MICMAEL E. GATTORNEES �`L C(TV ATTORNEY CM OF HVNTINGTON BEACH MACKAY METERS, INC. AMENDMENT FOR ADDITION OF SINGLEIDOUBLE-SPACE PARKING METERS Type of Agreement: Gateway/Hosting/Notification Service Agreement Amendment Date: June 10,2021 Client Name: City of Huntington Beach MacKay Sales Contact: Jim Taylor Original Agreement Effective Date: September 8 2020 Current Number of Si ngle/Double-Space Parking Meters: Sixty-flue (65) One-Space' Three Hundred Seventy-five(375)Two-Space Number of Single/Double-Space Parking Meters to be Added with this Amendment: Two (2) One-Space' Twenty-two(22)Two-Space New Total Number of Single/Double-Space Parking Meters: Sixty-seven (67) One-Space Three Hundred Ninety-seven(397)Two-Space Details of the Amendment: Schedule A, Fees Payable for Services, Item 4., Client shall pay the following fees for Services, is hereby changed to read: 4. Client shall pay the following fees for Services: Qua " MonthlyFee par Terminal* Fee Per Credit Card Transaction* Ono-Space Parkin Meter 67 $6.00 $0.00 Two-Space ParldnA Meter 397 10.00 1 $0.00 'Fee Includes communication costs of Tem Inals on the Public System Except as expressly modified by this amendment, all of the terms and conditions of the Agreement shall remain unchanged and in full force and effect. In the case of any Inconsistency between the Agreement, and this amendment concerning the matters addressed herein, the terms and conditions of this amendment shall be controlling. By signing below,the parties have duly executed this amendment this LS day of ,200( In the Town of New Glasgow, Nova Scotia. Client Name: Of Huntington Beach MACI ETERS, INC. Signature: Sig ure: Print Name: Kim Carr Print Name: 5 p Q Gu 1 Title: M or Title: Date: Date: One(1)electronic copy is to be filled signed and returned by e-mail to MacKay Meters Inc One(1)cony duly executed will be sent returned by e-mail ijneAvggVip,lypA4E,K"eters corn Y1�20 RCV IA,1.1 V0.until "//���--���' By., MICHAEL E.GATES (`L CITY ATroRNEY CRY OF HUNTINGTON BEACH COUNTERPART CSio CERTIFICATE OF LIABILITY INSURANCE This certificate Is Issued as a matter of Information only and confers no rights upon the certificate holder and Imposes no liability on the Insurer. This certificate does not amend,extend or alter the coverage afforded by the ollcles below. CERTIFICATE HOLDER- NAME AND MAILING ADDRESS INSURED'S FULL NAME AND MAILING ADDRESS City of Huntington Beach MacKay Meters Inc. 2000 Main St. P.O.Box 338 Huntington Beach CA . WE-g2848 New Glasgow NS M B2H SE3 DESCRIPTION OF OPERATIGNSILOCATIONSIAUrOMOBILESISPECML ITEMS TO WHICH THIS CERTIFICATE APPLIES{WI"wUh oOPt hewed Confimlalion of Insurance-City of Huntington Beech Its officers,elected or appointed officials,employees,agents,volunteer The certificate holder Is added as an addl8ana11nanred Tn the Cammerdel l3enerafLiabillllyy Coverage Policy,but only MOT respect to liability arising out of operatlana carded out by or on behalf of the Named Insured,excluding any autornoDlle Ilahm[y. COVERAGES This Is to Canty that the policies of Insurance listed below have been Issued to the insured named above for the policy period indicated notwllnslandmg any requirements.terms or conditions of any contract or other document with respect to which this canfIcate may be Issued or may pollam. The Insuranco afforded try me pollcias described herein Is subject m all Corms,exclusions and conditions of such policies. „IJMTSSHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS • •EFfECTIO E EXPIRY LIMITS OF LIABILITY TYPE OF INSURANCE INSURANCE COMPANY DATE DATE Canadlon dollars untps Indicated etherwlss AND POLICY NUMBER YYYY/MWCO YYYY/MMlDO COVERAGE DED. AMOUNT OF . . .. . . I" YBAANce COMMERCIAL GENERAL LIABILITY Clwob invaenoa Coewny a Caosde MIAX130 2022NBO0 f.ONERI]AI.GFNERIl tYeIRY ]sel4oes emLr wARrcun FgGPERtt oAUAaE ❑ciwl6 WOE Q$ ®OCOWAEAYE UAN-m .GENERAL AGGFEG.VE 6.o00,00o ®RfWLCie ANa loR rllrREtED OPEMM915 ERON CCCLaiPfM.E 1,OOp000 ❑EARLOYEmIL BILRY PPD1xICTSANO COLPIETEDl1PFM11pB ®CRaulMallTY _ AGGIEGATE ❑FEA40NAL wNfn lueenY 1,p0o.W0 ON ❑wAhFR 6?RROGAIXxI IgPER501ulAhD ADVBiT1E01G LW WY lIAOVTY M ICALPAYMENTS Patera []IFNANi]LEGLL WBUTY IENANT9lE0AtlWlITY I.00D000 ❑POLLUTIoa LusanY EXTootoN P0.lVTmN L'ABLm FJnEN9mN ❑ E nplerara Llyllt, 1.00a,0pa ®NdlONNEO W10AmNLF9 I InNtenu CaMMrydCaleee 1021A15!!o 20Y1A6130 NON-OwNEDM!TOWRIES 1.000.000 ❑M2EOAVr0Lm6lES NaFO MROMONlE9 AUTOMOBILE LIABILITY BOON w1NiYANO PRCPEIitt ❑0ESO00FD ACfOAmBILE9 D.wACF lxxlBlEO ❑AILDMtEJ)MNDYOBe£] BGpLY dL'1.R1' (PFIt PER90N) ❑LFA]ED AUTOWa 8 SODLY WUNY II'ERAC cl ••ALL AoiesOases LEASOO w Exaa of a PRQATrae RAOc1 aacaulPEo iO PRpwpCNw0.Wee PReQERTY DUYME EXCESS LIABIL Chubb insurance CanpMn d Caaeae m2lA 20221rMy3a EA1N OCdaiPEie£ a,C0o,a0o ❑1wRe2uFew (m17Bealef�l . . APPROVED AS TO FORM MGNEOATE OTHER LIABILITY (SPECIFY) ❑ ClBY MICHAEL . TES CANCELLATION Should any of the above described polkles be cancelled balsa the expiration date thereof,the issuing Colo any wi en ova o teal days written notice to the certificate holder named above,but failure to mall such notice sha9lm no obi ation or liabilityof an kind upon the company,Its agents a re resentatives. BROKERAGEJAGENCY FULL NAME AND MAILING ADDRESS ADDITIONAL INSURED NAME AND MAILING ADDRESS UdRI ..+dr lone dmeMnenemeatmm�al_- Anhur J.Gallagher Canada Limited .City oI Huntington Beach 227 Mein Street 20(0 Main St. Antigonish NS .... STA�82G.2M5 BROKER CLIENT 10: Huntington Beach CA COOEµ9284E CERTIFICATE AUTHORIZATION ISSUER Ar9Pr J GMIa9a rr CanW a LWIM CONTACT NUMSerts) TYPe phone NO.902�8e341211 TYPE NO. NITHORUEO REPRE SENTATIVE PAW FooW,aaA,fide TYPE Fax NO.902E 1338 TYPE NO, NJTHOWZED REPRESENTATIVE DATE 2011pSTJ0 EMaILA0DRE88 CNO-CAnnale of Warily Ineurana CA4301 a 201649 0201e.CAnee far Sludy d imrtrroe Operedo s.Aa aphis naArvrl. i I CS10 CERTIFICATE OF LIABILITY INSURANCE This certificate Is Issued as a matter of Information only and confers no rights upon the certificate holder and Imposes no liability on the Insurer. This certificate does not amend extend or alter the coverage afforded by the policies below. CERTIFICATE HOLDER- NAME AND MAILING ADDRESS INSURER'S FULL NAME AND MAILING AD DRESS City of Huntington Beach J.J.MacKay Canada Ltd. 2000 Main St. P.O.Box 338 Huntington Beach CA PO4E 82848 New Glasgow NS c fF 02H 5E3 DESCRIPTION OF OPERATIONSILOCATIONWAUTOMOBILESISPECIAL REMS TO WHICH THIS CFRTIFICA7E APPLIES(Wt."wim Wipes to U»aprleoro al ins Nwwa Elavoa Confirmation of Insurance-Auto COVERAGES This Is M cenlly that the pollcles of haurance lilted oelow have Dean Issuotl to Iha Insured named above for the Polley period Indltaled notwithstanding any requirements,terms or coodlbons of any contractor olller document wdh respect W Whkh this WrVaC to may be Issued or may perlela. The Insurance afforded by the policies described he,o(n Is subject ro all forma,axduabna and conditions of such policies. .,-U1M1T8 SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS " LIMITS OF UABIUTY EFFECTIVE EXPIRY TYPE OF INSURANCE INSURANCE COMPANY DATE DATE Caradlan doflars unless Indloslod alhuwisa AND POLICY NUMBER YYYY/MMJDD YYYYIMMW COVEMGe DEG ANOUHTOf . .. . ... _ I Nce COMMERCIAL GENERAL LIABILITY LOIIEACW GFNERN WHlltt BCCIY WJURYARe PeO1FAiY0AUAr£ []LT WImaE SIB ❑OCWRPDLE UNLffY GENEPIL AGOREOAIE ❑PIgCUCTSAN01OE C010'IPLEOOPEMilON3 EAtl10LLUPAENCE t]Fla\OlFA3l'A%ITY PRZLC1SAtq C01PlETEDOPFRA1gN3 ❑cRoss lMawTY AGfAEGiE PEA90NK LvaRrLwim oa ❑WAIYEn 6 AleabMacx ❑PERSOWANgAOVERTKeq wAaD llAa Um MEONN PAYYEM9 ❑rENANia1£GIL UABa1rY TENAKTSLEGALLASMIY ❑POLL11110N WaUIY E](TOLgW PO UMONLMEIUfYExTENSON ❑IgNd1E0AVi0MDBRE4 IIDIIAMED AUT00011t a ❑MREO W f0N001E9 HPEDAIrTOMOa.lE9 AUTOMOBILE LIABILITY Royela Sun Nance lml acmpmry of N Iwl =111mt 90WT NJURYANO PROPEAiY I,oao,000 1xIMKReFDAOTONO s C�nsda17310a NS DANAGECONRnED ❑NLGNEOAUTON(1SSFS 90DLYWWr (PER PERSON ❑LL"T"06VAStfl'- aWLY WURi (PFRKCexMI -LLLNfiaVOallG lW lD M L[Rae eE »oAnw s s TNe weuscs ro vm slnu w m.muroa eva22,ce »1oPEnD�� EXCESS LIABILITY ❑WeInELU FOWf AGWEOATE Cl OTHER LIABILITY (SPECIFY) ' CANCELLATION Shoup any of the above described policies be cancelled before he asp ration date thereof,the Issuing can ny wl II endeavor to mall 16 days written nolke to the cerUBcate hoWernamedabove,hutfailuretomallsuchnolkeshalllm sanoohtl anonabbi "-of kindu onthecam ,Bs gents or representatives. BROKERAGE/AGENCY FULL NAME AND MAILING ADDRESS AODITICNAL INSURED NAME AND MAILING ADDRESS niNG ! Ne a Na Inwred AMur J.Gallagher Canada Limited. 227 Main Street Antlgonish NS, MT$2G2MS-_. BROKER CLIENT to: POSTAL CODE CERTIFICATE AUTHOmZAT10N ISSUER AdMU J.Daeeer.Cuuda unubd CONLACi NUMRER(S) - TYPEPro'N H0,901 S3.12W TYPE NO, AUTHORIZED PEPRESENTATNE Pau,F.,,,eeA,CAS TYPEFN NO.902A 1119 rYPE NO. SIGNATURE OF DATE 20210er13 EMALAOOREea AUT!40U EO REPRESENTAT - CSIO-C.rUncau of Lleblery Ineurence CA4301e Z01309 GgIS,Caeae W 9a,dy of 4aum.ce OPw 4..Ae dens Resolution No. 2008-63 Su(f�\ity CITY OF HUNTIl'aTG'I ON BEACH 2000 Main Street, Huntington Beach, CA 92648-2702 Declaration of Non-Employer Status The State of California requires every enterprise or business to provide workers compensation insurance coverage. If you have no employees, you may make a declaration to that effect by completing and signing this form and returning to: City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648-2702 1 certify that In the performance of the activity or work for which this permit is issued, I shall not employ any person in any manner so as to become subject to California Workers' Compensation Insurance requirements. I authorize the City of Huntington Beach to immediately and retroactively revoke the license or permit issued under this declaration if I hire any employee(s) or become subject to the provision of the laws requiring Workers' Compensation Insurance. Company / Organization: // Address: /-10 L3�x 338 Alec✓ 61e. ,a ASS. l�/�l jE3 61'j, Applicant [please print]: Title, if any: 60,1 Applicant's Signature: t rIM� i Date Signed: —T,- 30 C90471 Telephone Number: (90,7) e-w/ 0?04) i ATTACHMENT #7 MACKAY METERS, INC. TERMS AND CONDITIONS OF SERVICE GATEWAY/HOSTING/NOTIFICATION SERVICE AGREEMENT THIS AGREEMENT made lhls8th day ofSeptember ,2o 20 .(EffecWeDate� BETWEEN: MACKAY METERS,INC.,a body corporate (hereinafter called'MacKay OF THE ONE PART -AND- CITY OF HUNTINGTON BEACH,aNunicipal COrpOratiggdy (hereinafter called'Cllenll OF THE OTHER PART 1. DEFINITIONS 1. In this Agreement the following words and expressions shall,unless the context oiherMse requires,have the following meanings: a) 'Bank Charges'means the charges levied by the Merchant Acquiring Bank for Card Transactions and Refunds; b) 'Bank System'means the banking system operated by any approved bank,financial Institution or other body; c) 'Card'means credit or debit cards; d) 'Codes of Practice'means all codes of practice,rules of procedure,guidelines,directions,scheme rules and other requirements Issued by the Bank System as may be specifled from time to time as being applicable to the Services and the use thereof by the Client; e) 'Confldential Information'means, in relation to either party, Information (whether In written or electronic form) belonging or relating to that party.Its business affairs or activities which Is not In the public domain and which: (I) either party has marked as confidential and proprietary;or (li) either party In writing has advised the other parry Is of a confidential nature; f) 'Client Account Information'means the Information provided by the Client of all the Client details Including the Merchant Amount Information and/or requirements,such Information to be provided to MacKay In a form to be agreed between the parties; g) 'CW,CW2,CVC2 or PV\means the security digits encoded on the Card,printed on the Card signature strip or appearing elsewhere on the Card; h) 'Fees'means all fees as set out In Schedule A herein; 1) 'Intellectual Properly means all copyright,design rights, database rights,trade marks, trade names,Confidential Information, service marks, domain name rights,patents,know-how and all other Intellectual property rights,whether registered,registerable or not and both present and future; J) 'Merchant Amount"means the merchant account facility agreed between the Client and the Merchant Acquiring Bank; k) 'Merchant Acquiring Bank'means the bank with which the Client holds a Merchant Amount; I) 'Merchant ID'means the Identity number associated with the Merchant Amount as notified to the Client by the Merchant Acquiring Bank: m) 'Offering'means the goods and/or services offered to the Service User by the CIIehi from the Terminal for which payment is made using the PSP Service; n) 'PSP SeMce(s)'means the processing of Card Transactions from Terminals making the Offering, such services to Include but not be limited to:accepting authortzallon requests for Card Transactions from the Terminals;the authorization of Card payments via the Merchant Acquiring Bank; following authorization, passing an appropriate message back to the requesting Terminal and submitting the settlement file of authorized Card payments to the Merchant Acquiring Bank. PSP Services are provided In pan by a third party,CredltCall Ltd. ('CredltCally, subject to an agreement (-CredItCall Agreement) between MacKay Meters, Inc., and CredllCall. PSP Services may also be provided by MacKay using an alternative third party solution as MacKay shall,In Its sole(Jlscretion,detenNne from time to time; o) 'Public System'means the telecommunications system run by a public telecommunications operator or Internet service provider which may be accessed by GSM Data,ISDN,IP,Mobitex,analogue line or other transmission type; p) 'Refund'means a Transaction Amount that Is refunded to the Service User by the Client via WebMIS; MACKAY METERS, INC. -GATEWAY I HOSTING/NOTIFICATION SERVICE AGREEMENT 1 eseenmo ue o..-o+o...rz..a-er. b.e-Cr awna;un e..4 er. 157 q) 'Service User'means the purchaser of the Offering; r) 'Services'means: (1) the hosting of remote monitoring,reporting and remote alert notification services(Hosted Services/; 00 facilitating PSP Services for the Terminals; (14) telephone and email support during the initial set up of the Services during MacKays normal business hours; Qv) reasonable,ongoing technical support related to the Services during MacKay's normal business hours; (v) data backups on MacKays hosting server consistent with reasonable Industry standards for a period of at least one year; s) 'rerminal(s)'means MacKays one-space,rvn space and multi-space parking meter(s); t) Terminal Live Date'means the date on which the Terminal starts transmitting Transactlons to the PSP Service: u) Track 2 Information'means the credit or debt card Information held on the Card,typically on the computer chip or the magnetic stripe; v) Transaction'means each Individual payment authorization and/or settlement processed by the PSP Service; vr) Transaction Amount'means the amount charged by the Client to the Service User for the Offering; x) WebMIS'means the CreditCall product which allows MacKay or the Client to access and manage their Transactions and Refunds via a CreditCall provided webslte. y) 'WebMIS Login'means an access account for the CreditCall WebMIS service. 2.RESPONSIBILITIES OF MACKAY 1. MacKay will use all reasonable endeavors to provide and maintain the Services to the Client. 2. MacKay shall at Its sole discretion,from time to time,Improve,upgrade or alter the Services as It deems appropriate provided such charges do not materially change the nature of the Services. MacKay shall use all reasonable endeavors to Inform the Client prior to the changes being made. Bug foes and upgrades to the software forming part of the Hosted Services will be carded out automatically and at no charge to the Client. 3. MacKay acknovdedges that it is responsible for the security of cardholder data which it possesses or otherwise stores, processes or tmnsmlls on behalf of the Client. 3.RESPONSIBILITIES OF THE CLIENT 1. The Client shall: a) at all times throughout the duration of this Agreement ensure that all publicity, signage and/or promotional material Issued by the Client in respect of or In connection with the Services complies In all respects with the Codes of Practice.The Client shall not In any publicity or other promotional activity state or Imply any approval or endorsement by MacKay or CreditCall of any Offering In any way without the prior written approval of a duly authorized officer of MacKay or CreditCall,as the case may be; b) ensure that before the Offering Is made available to the public that all such rights, authodzallons, 4censes, exemptlors, consents and permissions as may be necessary for the Offering have been obtained or granted and all such requirements of law or of any other competent authority or public body have been compiled with as am necessary or prudent In connection with the provision of the PSP Service and shall at all times throughout the duration of this Agreement maintain in full force and effect all such rights, authorizatlons, licenses, consents and permssions and comply with all such requirements; c) use best endeavors to provide to MacKay such assistance and/or Information as MacKay may from time to time reasonably request In order to comply with all or any requirements and conditions at arry time and from time to time imposed by any law or order of competent authority which are or may be applicable to or affect the Services; d) undertake not to disconnect or Interfere with the operation of the Services except where explicitly agreed In writing between the parties and to use Its best endeavors to prevent such disconnection or Interference by any third party; e) report to MacKay any abuse or threatened abuse or loss of the Services or any factors affecting the performar of the Services as soon as practicable after the Client becomes aware of such abuse,loss or performance-affecting factors; MACKAY METERS, INC. - GATEWAY/HOSTING/NOTIFICATION SERVICE AGREEMENT 2 0•vOYtPlO W GM-Q,�yyWrwdp�Wk6lps�-Gy al Mnpq{m p��N,G 158 f) acknowledge and ensure that for those Terminals providing PSP Services through CreditCell,CredltCall is and will be the supplier of payment service provision for the duration of this Agreement; g) ensure that only the sale of those services and/or products as agreed with MacKay and as documented in the Client Account Information will take place.MacKay reserves the right to treat any breach of this clause as a material breach for the purpose of this Agreement; h) purchase Terminal(s)that are appropriately configured to provide the Services; 0 provide to MacKay In a timely fashion with the client Account Information related to each Terminal or set of Terminals from which the PSP Service are to be provided and at least fifteen(15)working days prior to the Terminal Live Date; J) set up a Merchant Account with a Merchant Acquiring Bank,and be responsible to pay any and all set up and Bank Charges associated with the Merchant Account; k) RESERVED; 9 obtain and maintain access to the Internet using a current version of Google®Chrome or equivalent,at the Client's sole expense; m) be responsible for the Fees from the Terminal Live Date Irrespective of the fact that MacKay Is unable or prevented or hindered In providing the Services In any way as a result of ClIent's breach of its obtigatlons as set out In this Agreement or Its failure to maintain the Terminals or any other factors beyond the control of MacKay.Where any break in Services Is due to a problem with MacKay's provision of the Services,the Client will not be liable for the Fees applicable to any such break in Services; n) In the event of a dispute over an Invoice under Clause 4, supply MacKay with any Information and/or documentation as MacKay should reasonably request,within 2 working days; o) not use the Services In any manner whatsoever which constitutes a violation of any law,regulation,ordinance or other enactment, or of any person's rights,which may cause MacKay or CreditCall to be subject to any Investigation,prosecution or legal action. MacKay reserves the right to terminate this Agreement with Immediate effect In the event that this Clause 3.1.(o)Is subject to a breach by the Client; p) monitor the Transactions,Refunds and its Merchant Account using WebMIS. 4.PAYMENT&FINANCIAL PROVISIONS 1. The Fees payable for the Services are set out in Schedule A of this Agreement. Fees are firm for two(2)years from the Effective Date, 2. All Fees are payable In US dollars and are non-refundable. 3. MacKay shall issue Invoices to Client for Services provided at to be provided. Terms are Net 30 days from Invoice date. MacKay shall Invalce Client and Client shall pay MacKay for Services in accordance with the prices,quantities and Services description as outlined In Schedule A. Client shall make payment In full to MacKay within thirty(30)days of Invoice date. 4. MacKay shall be entitled to modify Fees and charges upon sixty(60)days written notice to Client. Increases to Fees and charges after two (2) years shall not exceed the standard CPI for escalation per year for any twelve(12)month period and anniversary thereof. 5. If Fees are Increased,Client will have thirty(30)days from the date of the notice to terminate this Agreement by notice In writing to MacKay. 6. MacKay reserves the right to charge and Invoice the Client an additional development fee to cover costs In the event that the Merchant Acquiring Bank requires MacKay to complete an accreditation procedure. 7. Unless staled otherwise all Fees,charges and other payments to be made by the Client under this Agreement are exclusive of sates and use tax and any other applicable taxes.It is the Client's responsibility to identify and pay any taxes or charges applied by any statutory or public body in the country andfor state in which the Client cables on Its business and the country and/or stale in which the Offering is made. 8. All payments due to MacKay shall be paid in full without any set off,counterclaim,deduction or withholding of any kind. 9. MacKay reserves the right to suspend the Services where any amount Is outstanding for Services after the Invoke due date. 10. MacKay reserves the right to charge dally Interest on any outstanding amounts,at a rate equal to 3%per annum above the Royal Bank of Canada base lending rate as current from time to time,whether before or afterjudgement,until the date actual payment Is made. MACKAY METERS, INC. •GATEWAY! HOSTING I NOTIFICATION SERVICE AGREEMENT 3 ObW3S30 UB Lrutl1 p,�ii���Rro-OV�vYYtlFap�u-L[1 MMnaR'+�e•�0.Cx 159 S.SECURITY 1. For security purposes,and in keeping with existing Codes of Practice,the MacKay supplied Terminals: a) do not store any Service User4dentifying element of a Transaction,other than temporarily to process the Transaction with the PSP Service; this expllcltly includes (but Is not limited to) any Card numbers,CVV, CW2, CVC2 or PVV Information and any Track 2 Information derived from the chip or magnetic strip; b) do not log arry Service-User Identifying element of a Transaction for any purpose at all Including debugging or auditing and nor will any other record of a Transaction be held electronically or on paper,and c) do encrypt or obscure the Card numbers either by masking all digits except the first 6 and last 4 numbers; using the last 4 digits only or by applying a secure one way hashing algorithm such as SHA-1. 2. Independent of and notwhstanding the above practices employed by the supplied Terminals,the Client shall: a) not store any Service User-Identifying element of a Transaction,other than lemporerily,to process the Transaction with the PSP Service;this explicitly Includes(but Is not limited to)any Card numbers,CVV,CW2,CVC2 or PVV information and any Track 2 Information derived from the chip or magnetic strip; b) not log any Service-User Identlybg element of a Transaction for any purpose at all Including debugging or auditing and nor will any other record of a Transaction be held electronicaly,or on paper,and c) encrypt or obscure the Card numbers either by masking a8 digits except the first 6 and last 4 numbers; using the last 4 digits only or by applying a secure one way hashing algorithm such as SHA-1. 6.PRIVACY 1. Both parties shall at all times comply with any applicable privacy legislation, regulation, order or other enactment. Neither parry may disclose personal Informatlon relating to any Service User to the other party save where the other party can demonstrate to the disclosing partys satisfaction that the Service User has consented to such disclosure or that such disclosure is otherwise In accordance with law, 2. Where any Service Users personal details are disclosed by one perry to the other under Clause 6.1.,above,the disclosing party shall not be liable for any loss mused,directly or Indirectly to the receiving parry, and/or any Service User by reason of any use, misuse or disclosure,made by the receiving party. The receiving party shall Indemnify and hold the disclosing parry harmless against any loss whatsoever, howsoever arising from any such use,misuse or disclosure,made by the receiving parry of such Information whether made negligently or otherwise. 7.PROPRIETARY RIGHTS 1. The Intellectual Property In the Services and PSP Services, underlying technology and any supporting documentation shag remain exclusively owned by MacKay and/or CreditCall,as the case may be.Nothing In this Agreement shall give the Cgent any right,title or Interest In the Services or PSP Services,underlying technology or supporting documentation,save as expressly set out In this Agreement. 2. This Agreement shall not operate as an assignment to either party of any Intellectual Property right belonging,or licensed,to any other parry and each party shall retain ownership of,or other Interest in,any such Intellectual Property right to which they may be entitled. 3. Nothing In this Agreement shall entitle either party to use any other party's name, logo,trademark or Intellectual Property right In any way or any context whatsoever without the prior written consent of the other. 4. MacKay reserves the right to assign or sub-cantract any of Its rights or obllgallons under this Agreement. 5. Both parties will use their best endeavors to ensure that they do nothing that will bring disrepute to the other party's name or which will affect the other party's reputation. 6. MacKay reserves all rights not expressly granted. 8.CONFIDENTIALITY 1. Neither party shall without the prior consent of the other disclose,publish nor make use of,for its own or any purposes,any Confidential Information concerning the other which may coma to Its knowledge as a result of the discusslons leading to this Agreement or anything done pursuant to It. This provision shall not apply: a) to the disclosure or publication of any Confidential Information to any person having a legal right or duty to obtain or require such Confidential Information; b) where such Confidential Information has been disclosed or published to the general public(other than as a result of a previous,unauthorized disclosure,publication,or use for Its own purpose by either party); MACKAY METERS, INC. -GATEWAY!HOSTING/ NOTIFICATION SERVICE AGREEMENT 4 dKbM]p U9 Gnl-Q+�fl�urwBMa/MflGprn-C!/aINVJY,pty,a,0.U 160 c) where the party received the Confidential Information from an Independent third party who did not itself obtain it under an obligation of confidentiality; d) where the Confidential Information Is already known to the receiving party prior to the commencement of this Agreement (but, for the avoidance of doubt,this exception shall not apply to any Confidential Information which became known to that parry during the course of any previous discussions,negotiations or relationship with the other party); e) Is developed by the receiving party at any time Independently of the Confidential Information disclosed to It by the other parry or by persons who have had no access to or knowledge of such Information, 2. For the avoidance of doubt Clause B.1 shall remain in full force and effect whilst this Agreement Is In force and for a period of 2 years from the date of terNnatlon of this Agreement howsoever caused. 3. The provisions set out In this Clause B are In addition to(and not In substitution for)all other confidentiality obligations agreed between the parties. 9.NO WARRANTY 1. MacKay makes no warranty or guaranies whatsoever, explicit or ImplICIL with regard to the quality, reliability or merchantability of the Services, and/or the PSP Services or the suitability of same for a particular purpose and without limiting the generality of the foregoing, MacKay does not warrant that the Services,the PSP Services,the Bank System or the Public System will be uninterrupted,error free or without delay. 2. Without limiting the generality of the foregoing,MacKay shall not be liable for any failure to provide or maintain the Services where such arises from a technical or other failure of the Public System,the Bank System or any product a service supplied by the Client or by a third party. 3. Without limiting the generality of the foregoing,the Client acknovedges that it has been made aware by MacKay of the types of theft and fraud which may occur and the Client further acknowledges and agrees that MacKay Is not responsible In warranty at In contract for any repair, replacement or damages of any sort caused by fraud and/or theft or Illegal means. 10.LIMITATION OF LIABILITY 1. MacKay will not be responsible for any loss the Client or anyone else suffers In any way related to or In connection with the Services or the PSP Services, regardless of cause. In no event will MacKay be liable for or obligated to pay damages of any kind,to any person,for loss of revenue, loss of profits, loss o1 business, loss of contracts, loss of goodwill, loss of data, loss of opportunity, damage to reputation or loss of anticipated savings,or any other damages or remedy,whether foreseeable or not,whether MacKay Is advised of the possibility of any such losses or not,and whether or not sustained by the Client or any other person. 2. MacKay shall not be[table to the Client In respect of any breach of this Agreement caused by revocation or alteration o1 any license,pernisslon or authorization goveming the operation of the Services,the PSP Services,the Public System or the Bank System from time to time. 3. All risks in respect of authorization and/or settlement of Transactions and Refunds by the Bank System Ile with the Client and/or the relevant financial institution,and neither MacKay nor CreditCall shall have any liability In respect thereof Io the Client and/or the Service User except where a Transaction or Refund fails due to MacKay's or CreditCall's negilgent act or omission in which case MacKay's and CredllCall's sole liability wit be to reprocess the Transaction or Refund. 4. Neither MacKay nor CredltCall shall be liable for any costs associated with the acts or omissions of the Client or any third party. 5. In no circumstances will MacKay's liability to the Client hereunder exceed the sum of the Fees paid by the Client for Services for the 12 months preceding the date of any claim. 6. The Client acknowledges and agrees that neither MacKay nor CmdllCall will have any liabglty In contract or in tort for: a) the supply to the Service User of the Offering, invokes, recelpls or any other Information the Service User may require to use or otherwise take the benefit of the Offering; b) the timeliness,standard,quality and/or sultabllity of the Offering; c) or in respect of any charge,cancellation or dispute relating to the Offering. 7. The Client shall fully Indemnify MacKay and/or CreditCall against any and all expenses, losses or damages resulting from claims or demands brought by a Service User against MacKay and/or CredltCall In respect of the Offering. MacKay shall as soon as reasonably possible give notice to the Client of any such action,proceeding,claim or demand and shall not settle or compromise any claim made by a Service User against MacKay without the prior written consent of the Client,which shag not be unreasonably withheld or delayed. MACKAY METERS, INC. -GATEWAY 1 HOSTING I NOTIFICATION SERVICE AGREEMENT 5 ewxxa ue a.u-a,.ap...rraeo•wusnr•..-ar aama,n,,,a.w u 161 11.TERM,TERMINATION AND SUSPENSION 1. Thls Agreement wit be In force for twelve(12)months from the Effective Dale and will aulamallealy be renewed for successive twelve(12)month periods unless the Client notifies MacKay In writing to the contrary el least fifteen(15) make before the expiration of the original term or any subsequent renewal,or unless this Agreement Is otherwise terminated In accordance with Ins term&hereof. 2. Either party shall have the right at any lima to Immediately terminate this Agreement by giving notice to the other party If: a) the other party commlta a breach of this Agreement save that where the breach Is capable of reo(lncallon this Agreement may not be terminated unless the other party falls to remedy the breech within ten(10)days of receipt of a written notice to do so;or b) the other parry comnlle any act of bankruptcy or act of In5olverwy;or c) the other party proposes or accepts an arrangement with any one or more of Its creditors or Buffers a petition for wdnding up(otherwise then for reconstruction or amalgamation)or the appointment of a receiver or edmiNstredver receiver over all or any part of Its easels;or d) anything analogous to any of the foregoing occurs to the other party under the law of any Jurisdiction. 3. MacKay may suspend Services Immediately upon non-paymenl of any amount owing under this Agreement,as of the dote such amount becomes due. MacKay may tennlnam this Agreement If payment Is not made In full within ten(10)days of nollce of non-payment. a: MacKay may suspend or terminate PSP Services If the services provided by CredltCell are Interrupted or terminated for any reason,and MacKay shall use best endeavors to nolly,Client In advance of such interruption or terminator. 5. Termination of this Agreement shall be without pre)udice to any rights that either party may have against the other under the terms of this Agreement which have accrued up to the data of termination. 6. Where this Agreement Is terminated(howsoever caused)(hose provisions of this Agreement capable of surviving termination(Including but not limited to Clauses B,g,and 10)shag continue In full force and effect. 12.WAIVER 1. No failure of delay by either party In exercleing Its rights under the Agreement shell be construad as a waiver or release from the[right or create a precedent or In any way preJudIce any pony's rights under this Agreement. 2. Any waiver by either party of any prevision of this Agreement shag be limited to the particular breach and shall not operate In any way In respect of any future breach. 3. The rights and remedies provided In this Agreement ere cumulallve and are additional to any rights or remedies provided by low. 13.GENERAL 1. The following provisions govern this Agreement: a) Except for payment obligations,neither perry wig be liable for any failure or delay In performing any obligation under this Agreement(hot Is due to causes beyond Its reaeonabo control,Including without nmileton act or God,food,nghtnlng or lire,the act or omtsalon of government,war, terrorism, riot or congestion or non-aperatlon of the Public System or the Bank System. If these causes continue to prevent or delay performance for more than sixty(80)days,the effected party may terminate this Agreement,effective Immediately upon notice to the other party. b) The parties to this Agreement are Independent entities. Nothing In this Agreement shall constitute any partnership between the parties or to create any relationship of agency between them and neither of the parties has authority to bind the other In any way,unless expressly staled. c) The rights and obligations of the parties will bind and enure to the benefit of their respective successors, executors, administrators and permitted assigns. The Client may not assign or delegate Its obligations under this Agreement without the pilot written consent of MacKay. MacKay may assign Its rights and obligations under tins Agreement to a third party In connection with a merger,sate of all or substantially all of MacKay's assets or other corporate reorgenlzallon d) No modification or other change to this Agreement will be binding unless signed by a duly authorized officer of MacKay and a duly authorized officer of the Client. e) This Agreemeni-w" "eeordence,-withiawraHhe-Provhtee we-9co;le-Bothrpertieszgree 0, "ny HN r,ln»gHelte pheetmg,e pro Raa 011016ye Goal ,-fM V Q Reference to any solum,license or other regulation Includes a reference to that statute,license or regulation as re-enacted or amended from time to time. MACKAY METERS,INC.-GATEWAY I HOSTING/NOTIFICATION SERVICE AGREEMENT 6 wronne w u.x-a..y.,✓R+N.wrrnq.u-ur rr waM..B.,q u 162 g) Where the context so admits words denoting the maecullne gander shell Include the fer mine or the neuter and vice versa and words denoting the singular shall denote the plural and vice versa. h) The Clause headings are for the purpose of reference only and do not form part of this Agreement, nor do they effect the validity w enforceability of this Agreement. 4 If any provision of this Agreement Is found by a court or any other competent authority to be unenforceable for any reason,ell other provisions of the Agreement not affected by such Invalidity,or wenformablllty shall remain In full force and effect;and both parties will seek to agree to a valid and enforceable substitute provision that achieves to the greatest extent possible the economic,legal and commercial objective of the Invalid or unenforceable provision. j) Except where this Agreement specifies written notice'or as may otherwise be required by law,all natices under this Agreement shall be given by Internet electronic mail to MacKay at the email address specified below and to the Client at the small address apeclfled In Schedule A. Where this Agreement opacities'Written notice,",the notifying parry will send a=Iran copy,In addition to notice by electronic mall,by any established recelpted delivery service to MacKay at the address noted below,and to the Client at the address noted In Schedule A. MacKay Meters,Inc. PO Box 338 1342 Abercrombie Rd. New Glasgow,Nova Smile Canada 13211 5E3 Fax:(902)752-5955 l contra(t.eaanortaMackaymelefa com I k) This Agreement,Including Schedule A.constitutes the entire agreement between MacKay and Client with regard to the Services,and replaces I any previous agreement respecting the Services,and there are no other agreements,warranties,coverrems or other obligations arising from any other document or communication between the parties. BY SIGNING BELOW, CLIENT ACKNOWLEDGES THAT IT HAS READ AND UNDERSTOOD THE ABOVE TERMS AND CONDITIONS OF SERVICE, AND AGREES TO BE BOUND BY ALL SUCH TERMS AND CONDITIONS. THE UNDERSIGNED SIGNATORY WARRANTS, PERSONALLY AND ON BEHALF OF THE CLIENT, THAT THE UNDERSIGNED HAS AUTHORITY TO EXECUTE THIS AGREEMENT ON BEHALF OF THE CLIENT, AND THAT THE SIGNATURE OF THE UNDERSIGNED IS SUFFICIENT TO FULLY BIND THE CLIENT TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, Client Name: CITY OF HUNTt T BEACH MAC , INC. Signature: Slgnat Print Name: ��/i�) �7i4 Print Name: James Macl y Title: ��[�/� _ Title: VPS ea Date: Z�71 p .1Dd Date: ga oz-2o Please sign 2 copies and return to MacKay Meters Inc An executed coov will then be returned to you. APPROVED U ASTO FORM By; � QTM eel Gates, city ttorney MACKAY METERS,INC.-GATEWAY/HOSTING/NOTIFICATION SERVICE AGREEMENT 7 W WMSO N fJw-OnN{r✓t,�epnr/1fagvu_d,YMulMnn ruJ,G 163 SCHEDULEA Effective Data: CLIENTS INFORMATION 1, Client Name: CITY OF HUNTINGTON BEACH 2. a)Billing Department Contact b)Notification Contact: Name: Name: Telephone 4t Telephone k. Fax p: Fax ik. Emall: Email: 3. 'a)Billing Address: b)Notification Address FEES PAYABLE FOR SERVICES 1. Client shall pay the following set up fees: a) Merchant ID set up fee(Including unlimited MacKay Terminals at time of Merchant ID set up and It applicable one WebMIS Login account): $295 per Merchant ID (WeoMIS Terms&CoMltions can be found on the WebMJS websi'e and are Incorpoculed within this Agreement) b) Terminal set up fee(only applies when added to an existing Merchant ID): $15 per MacKay Terminal c) Additional WebMIS Login account fee(only applies when added to an existing WebMIS Login): $100 per account 2. Client shall pay additional fees for customized web page design or other additional development of customization work requests: Quotes available on request 3. Client understands and acknowledges that any and all lees,charges or other expenses associated with uedt card payments are the responsibility of the Client. 4. Client shall pay the following fees for Services: Quantity Monthly Fee per Fee per Credit Card Terminal' Transaction' One-Space Perking Motor 65 $6.D0 $0.00 Two-Space Parking Meter 375 $10.00 $0.00 'Fee Includes communication costs of Terminals on the Public System 5. Client shall pay the fdkrving fees for ParkMobse cell phone payment propagation of time shown on the MacKay Tertdnals. $0.10 per ParkMobile transaction displayed on the MacKay Terminals MACKAY METERS, INC. -GATEWAY/ HOSTING/NOTIFICATION SERVICE AGREEMENT 8 eLhEdAE A olAY3C1fl V]CMN- eM•Jiw9psYWfJAn-<:y.r14.Y�.m e�qu 164 C510 CERTIFICATE OF LIABILITY INSURANCE This certificate Is Issued as a matter of Information only and confers no rights upon the certificate holder and Imposes no liability on the Insurer. This certificate does not amend,extend or alter the coverage afforded b the policies below. ESA O CIN AODR 9S t: 'J OMEN �°- elL-6YAdb 9B' i'01 a'Y City of Huntington Beach J.J.MacKay Canada Ltd. 20DO Main St, P.O.Box 338 Huntington Beach CA COS 92648 New Glasgow NS PDsrAL 821-1 5E3 COO- BCipP,TdO ] F' R ON IL;pCgTJO S ,M. BI' 975.EEIA REMac OaA'H� 5 BSfERTIFJCA� ;qPP EB• ,-di:ms >h- s`- . -',p Confirmation of Insurance-Auto Ecc GE a' `..r,. c � .. ,R ..• . .,,. ,.r. .r am„. [SIB to MI that the ponclas of Insurance listed below have been Issued to the Insured named above for the policy period Indicated noMithstandinp airy requirements,terms or conditions of any contract or other document Ivor,respect to which this ceNllrate may be Issued or may pertain. The Insurance afforded by the pansies doccdbed herein t Is Subject to all terms,axcluclone and conditions of such policies. ad SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS .t4 ,,syy �Y . r` Eff3SOS` �2A ' . a, 8D C�yCO_e... G - -.ppChale .d�lelRsues ndm at'he. 5 M �uj._. 11C uu a r �'me '0..3 . r>E �"'Ea�'' ' • °g cE�.,:` ( NC COMMERCIAL GENERAL LIABILITY N COMLERCWL OFNERLLLLAB2RY m BOOiLY WLRY NlO PROPEInT OMUDE GxADW MADE OR OCLTIRRENCE uUMIT( •0EA'E/ULAWREOATE ❑PROOUCTIIANDIORCOL IEIED OFEtATIONE -EACH DE ❑E O'YERBuIISLITY PPOWCfBMD DOMJ9ETEOOPERATION9 ❑cimss uAnurr AOOREOATE OR ❑PMi40NALINNRYlUBMY ❑WAVER Or SJOR00AnON ❑M111iALMDAp'JFAnaIAG L4AIRY LUDLTiY MEDICALPAYMENTB ❑TENANTBIr1'.1LlISEUN 1ENM'ia lEOAL WeRRY ❑powino4 tJAB M MEN90.4 FOLLVrO4111aflaY ExTENSMY ❑NOYdY,N®AIRONOfllE4 NON-0ANE0 RUi0L1J9LEe ❑HREDAUIDIRIBRE9 IfAEDAU1N10eEE8 AUTOMOBILE LIABILITY Raytle Sin AlOmcUInuErOECcmpI L2cigilml 202011 BODIlYDI.MRYAN°PROPEATY 1,000,0D0 ®OESORTEDAUTMID88Ee Caned, CAPO1e173133 NS DAMAGE OOL!E;NED ❑ALLOMMAUTOMDEE9 e ❑tF mAurohvuw a^ _ 01LY 0MAii (PER P80A') -Aunnaaoeaea l.WESu mcccea of e0DRY000RY (PER=DENn 31 DATE MERU ME INSURED IE REO.Mo TO MO IDE MUSI PROPpKTy EXCESS LIABILITY ❑ustoFmAFORM EACH OCCURRENCE ❑ A00REOATE OTHER LIABILITY (SPECIFY) CAGE., 74O0 tt Should any of the above described petioles be cancelled before the expiation date thereof,the Issuingcompanywglendeaverlomall 15 dayswiltiennoticetolhecertficle holder named above,but(allure to mall such nogcashall Impose no obllgallon or liabilityof an kind up on Iho company,Its a enls or mrosenlallves. ...�FV pp p,I1 D; �o➢RE S.TT,, �� D}Z�D iSl.. BO EAND. 1.�!rS�DDQQES :'.y��•33...' . _# . %"r-. lF'r - _ - - - d�r�vr3= iv`fr:h'•N1 iA' rm rS. Arthur J.Gallagher Canada Umlted `, 227 Main Street A�9gonish NS POµ B2G 2M5 coDE BROKER CLIENT to: POI yATAW ,�•• •" COOE ERfI IC 'SF�f�T qHe R: v 'a+ !<. ' - :'..^>-"�" 1 t7 . » �_.".1ti3!' .. r,•'.,; .; >.%' a - Issu�1 ARhut J a.eealmr caneda LLDttea courncr NuueeR(s7 TYPE From, Aro,902.8e33210 TYPE NO, AUTHORIZED REPRESENTATIVE Patty Freest,85&GIB TYPE Fax NO.60]36}100e TYPE NO. 816NATUgE OP AUTHORIZED REPREBENTATIVE GATE 202aNY1fl E4AIL AODRE99 ' CSIO-CerUaub of LIablOty Insurance OA001e 201 ODD Came.Can"M SWOy of Inem mos Open t. .AS rl M7 a MsEI igR CS10 CERTIFICATE OF LIABILITY INSURANCE This certificate Is Issued as a matter of Information only and confers no rights upon the certificate holder and Imposes no liability on the Insurer. This certificate does not amend,extend or alter the coverage afforded b the policies below. City or Huntington nngton tingto-O Heath uE ='r M N MAIEI 'ADD 936LIMER MOUSYO� IdING�1)O}tE9� .m ,_g}yi MacKay Meters Inc. LL 2000 Main SL P.O.Box 338 Huntington Beard CA cooeAL 92648 New Glasgow NS P STAL B2H SE3 cc OEBC D-ERATIO _@ILYOCATi 61A _OB l'f BP.E r�9. O� C 19 dERT� OA7 .EL'E� ` ayza ey1" A' i Confirmation of Insurance.City of Huntington Beach Its olticers,elected or appointed officials,employees,agents,volunteer The certificate holder Is added as an additional Insured to the Commercial General LlablllN Coverage Policy,but only with respect to liability arlsing out of operations canted out by or on behalf of the Named Insured,excluding any aWomobge as IBty. TWO Is to cortify foes the pollcloa of Insurenca listed below have boon Issued to Cho Insured nemod ebwa far Na po0cy perbd Indicated nohvllhstandlne airy requirements,terms V or mct to as o1 any cantrect or other document wHTb respect to which iNs cartln®te may ba bsved ar may pertain The Insurance eBoNetl by Na polldes described heroin a subject to at Corms,exclusbne end coneltlone of ouch pollUae. LIMITS SHOWN MAY F1AVE BEEN REDUCED 8Y PAID CLAIMS zi s < �EkP � �I TOF�LI L �PE70� -ry � :�L kE ./INU� ,GYrJ7B'�. �oiiII.AT�.✓ OaT� a '� p�stllenldolk�''1� d erw ee � irk: ED, GUM:Qe t BdRANC COMMERCIAL GENERAL LIABILITY CIrAElnauranca Campury of Cvmde 202OOa'SO 202fAxVJO Ca�RYC&�N� ��,��OE SSB1a086 J_ICUkow OR rM OCOxRRERCE 40oo,000 I�IPROOUCi9A40I OR CONAEIEOOPERAnON9 EACH OCCWRREKE 1,000,000 ®E60'LOYF1r0U,MIUTY FROOU7T9 AND CONPLET®OPERATIONS ❑CR=LIA IM AGGREOAIE ❑PERSONALOWRf use nY 1,COO,pOp OR ❑wAJYaoE euatocATxNv LVS® ROEW4A•mrOVERnstnc NfJRr uARRrtY NEOCALPAYNENTS /pWO IS}IENMTB LFaLL 11AAUTY TENAXf9LEGA UMI TT I.DODA00 ❑POLumaNWOMYDTEi W P0.LIIigNl1AB6JiY ExTEN90N ❑ Em war.Wdtty LOOO,00D ❑NavoxXEDAuroxosaEs NON T+ED A1170 EEa ❑IOL•D AVReTOBlE9 IOIm AUTON091lE8 AUTOMOBILE LIABILITY fi00LY INARLYAhD RIOPFRrY ❑DESCRINE➢AWTON0e1Ea DAWGECONBNEO ❑kLOIp'EOAUTONOHIES s=y WAIRY (FERpmoxftt ❑LEASE)AIIIOMOBILEO` �ALLAVTCYOaaJ:a LEAeCe Y1 E%CIeE OF EDDRY4YNRY (FERACCIDENT) . .1 DAY11 WNCRE THe WEYRED 0 MOMEe TO PROVIDE WENRANCa pagppLyrpAy,1OE EXCESS LLABILITY ❑UVBI03LAFOAM EACH OCCIMRENCE ❑ AGGREGATE OTHER LIABILITY (SPECIFY) 4G •E�-I,A7EOX' Y>wR"�: .i x • a; �".4 `..'� :, ShCuldfinyof the above described policies be cancelled before lha expiration date thereof,thelssuingcom any wlll endeavor tomill 16 days INTIlen notice to(he ceAlgcale holder named aboyl but failure to mall such notice shall Impose no obligation or gabfll of an kind u n the cam anh Its agents orrere resentatives. • .�.�OKE�tAGE/AGE .-1_ _M f Rp AiLX SAD R,.B.�• ,1 � '. P JGJ(AT; BD DT NOIMAi GI '_Q�EB (..' 'F�'��A'r:r,: a Co eGl;'a dDI'ard !oG.tli°. me a:!♦ `d nelma ::r.:' Arthur J.Gallagher Canada Limited Clty of Huntington Beach 227 Main Street 2000 Main SL Ant gonish NS cooeAL B2G 2M5 BROKER CLIENT to: Huntington Beach CA POCIN2648 OyI CODE 'L C YFA �:6 . in :..>5?4:P:f.::.`.r$, r.l' ix.l. ^'gC. .r;C ISSUER Now J.Gaeaptw Carmda LlmRad CONTACT NUMBER(S) - TYPEP . NO.e02-0 210 TYPE NO. AUTHORIZED REPRESENTATIVE PEW F.W.BBA,GIB TYPE F. NO.e02-0811 0 0 6 TYPE NO. BIGNANRE OF AUTHORIZED REPRESENTATIVE GATE 2020e0r2B EMAq.AOOREa9 CSIO-CerUnoata of L141,10ly In.urence CA43D1a 201600 e2014,Ca.Taa Im Shrdy of Imnis.Opauaon.N egI,gg�aanad. 166 Su pity CITY OF HUNTTNGT'ON BEACH 2000 Main Street, Huntington Beach, CA 92648 Hun6n i8mch0 Declaration of Non-Employer Status The State of California requires every enterprise or business to provide workers compensation insurance coverage. If you have no employees, you may make a declaration to that effect by completing and signing this form and returning to: City of Huntington Beach 2000 Main Street Huntington Beach CA 92648 1 certify that in the performance of the activity or work for which this permit is issued, I shall not employ any person in any manner so as to become subject to California Workers' Compensation Insurance requirements. I authorize the City of Huntington Beach to immediately and retroactively revoke the license or permit issued under this declaration if I hire any employee(s) or become subject to the provision of the laws requiring Workers' Compensation Insurance. NAME OF: fit, /� Company/ Organization //,9c/5, _ as Af Address 131'2 Aeay n&el? Applicant [please printl Title, If any Applicant's Signatur Date Signed: Telephone Number: 212 —f25e �R7 City of Huntington Beach 2000 Main Street ♦ Huntington Beach, CA 92648 (714) 536-5227 ♦ iN,%Niv.huntingtonbeachca.gov Office of the City Clerk Robin Estanislau, City Clerk . July 19, 2021 MacKay Meters, Inc. PO Box 338 1342 Abercrombie Road New Glasgow, Nova Scotia Canada, B2H 5E3 Dear Mr. MacKay: Enclosed is a copy of the "Amendment For Addition of Single/Double-Space Parking Meters" approved by the Huntington Beach City Council on July 6, 2021. Sincerely, Robin Estanislau, CMC City Clerk RE:ds Enclosure Sister Cities: Anjo, Japan Waitakere, New Zealand �,¢Aj4-,0C(Od'Dz- City of Huntington Beach File #: 20-1840 MEETING DATE: 9/8/2020 REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Oliver Chi, City Manager PREPARED BY: Chris Slama, Director of Community Services Subject: Approve the Purchase of Parking Meters and Associated Service Agreement between the City of Huntington Beach and MacKay Meters Inc. Statement of Issue: The purchase and installation of new smart parking meters is required. The City's current inventory is well beyond the average life expectancy of smart meters. In addition, the current smart meters use 2G cellular network technology, which is scheduled to be discontinued by T-Mobile and Verizon at the end of this calendar year. The 2G network is required in order to transmit credit card information for most of the City's existing smart meters. Financial Impact: Funding for the purchase in the amount of$446,000 is included in the FY 2020/21 Equipment Replacement Fund 324, along with $827 in Parking Meters General Supplies 10045203.63100. Recommended Action: A) Approve the purchase of MacKay parking meters and associated Gateway/Hosting services in the amount of$446,827; and, B) Authorize the Mayor and City Clerk to execute the Service Agreement between the City of Huntington Beach and MacKay Meters, Inc., for Gateway/Hosting services. Alternative Action(s): Do not approve the recommended action and direct staff accordingly. Analysis: The City currently has 808 designated single space, smart parking meter spaces. Many of the meters utilized in these spaces are well beyond their average useful life expectancy of approximately 5-7 years, making repairs increasingly costly. Additionally, 80% of the City's smart meters function with 2G modems using T-Mobile or Verizon cellular networks. Early this calendar year, staff became aware of the phone companies' plans to discontinue their 2G network services at the end of the year, City of Huntington Beach Page 1 of 3 Printed on 9/2/2020 powere'li.`t7y LegistarTM File #: 20-1840 MEETING DATE: 9/8/2020 which will render 80% of the City's on-street meters obsolete for credit card transactions. Due to the age of the majority of the smart meter inventory and the need for newer technological capabilities, upgrading the existing meters was not a viable option. In light of this information, Parking Meter and Purchasing staff worked together to prepare and release a Request for Proposals (RFP) for the selection of a new vendor. Included in the RFP were requirements for 4G modems or better, card, coin, and Near Field Communication (NFC) acceptance capabilities. NFC technology allows users to tap their credit card on the meter instead of inserting it, as well as use Google Pay and Apple Pay. The RFP scope also included meter upgrade options, such as sensors and pay-by-phone options, as well as dual space equipment. On February 12, 2020, the RFP was released. A total of four bids were received: IPS Group (existing vendor), Civic Smart, MacKay Meters, and POM Parking Meters. Of these, POM Parking Meters was eliminated from further consideration due to their inability to provide 4G network modems, which was a requirement of the RFP. As part of the bidding requirements, meters from the remaining three companies were tested for a 45 -day period (June 1, 2020 - July 15, 2020) at a total of four highly utilized parking stalls. During this period, the meters were evaluated according to the below categories: • Screen Appearance/Resilience • Communications • Keypad Feedback • Display Screen Light • LED Indicators on Both Sides of the Meter • NFC (Near Field Communication) Functioning • Card Stuck Alerts • Coin Jam Alerts • Fake Coins • Fraudulent coin and bank card use Following the ranking and review of all these items by a committee of Community Services, Finance, and Police Department staff, MacKay Meters scored the highest and also offered the option of dual space meters. The advantages of dual space meters include more efficient meter collection procedures, reduced maintenance (one meter instead of two meters for every two spaces), and reduced costs associated with the initial capital outlay. Additionally, MacKay meters provide pay-by- phone and sensor upgrade options creating increased parking collection opportunities. The proposed purchase of the 440 MacKay parking meters includes 375 dual space meters and 65 single space meters, covering a total of 815 parking spaces (with spares). Once received, staff plans to install the meters in various locations identified along Pacific Coast Highway, Pacific View, Walnut, Olive, Orange, Main, and 3r1 and 5th Streets. City of Huntington Beach Page 2 of 3 Printed on 9/2/2020 powered LegistarTM File #: 20-1840 MEETING DATE: 9/8/2020 The purchase also includes ongoing Meter Management System (MMS) Gateway/Hosting service fees estimated to cost approximately $50,000 annually. While the MacKay MMS Gateway/Hosting service fees are higher than the current vendor, staff estimates a net overall annual savings of approximately $40,000, due to the elimination of transaction fees charged by the current vendor for all credit card transactions. Staff also anticipates both short and long-term repair savings, due to the initial five-year product warranty and the fact that the MacKay meters can be repaired in-house, whereas the current vendor requires that broken meters be shipped and repaired at their facility. Due to this capability, meter repair response times will also be significantly improved. The total cost for this purchase is $446,827, which includes a five-year warranty, training, shipping, tax, and the associated MMS Gateway/Hosting start-up services. Funding in the amount of$446,000 is set aside in Equipment Replacement Fund 324 for the purchase. The balance of$827 will be funded from the Parking Meter General Fund operating budget. The City of Redondo Beach has recently purchased MacKay meters after testing for over one year. Staff has also spoken with the cities of Walnut Creek, California, and Ocala, Florida, who have been operating with MacKay meters and expressed only positive feedback regarding their product and services. Based on staff's review and evaluation, as well as the above reference checks, staff is recommending the purchase of the MacKay meters. Environmental Status: Not applicable. Strategic Plan Goal: Enhance and maintain infrastructure Attachment(s): 1. Service Agreement between the City of Huntington Beach and MacKay Meters, Inc. City of Huntington Beach Page 3 of 3 Printed on 9/2/2020 poweret5g LegistarT" _ MACKAY METERS, INC, TERMS AND CONDITIONS OF SERVICE ® GATEWAY/HOSTING/NOTIFICATION SERVICE AGREEMENT THIS AGREEMENT made this8th day of September 20 20 .("Effective Date') BETWEEN: MACKAY METERS,INC.,a body corporate (hereinafter called"MacKay') OF THE ONE PART -AND- CITY OF HUNTINGTON BEACH,aMunicipal Corporatigqdy (hereinafter called"Client') OF THE OTHER PART 1.DEFINITIONS 1. In this Agreement the following words and expressions shall,unless the context otherwise requires,have the following meanings: a) "Bank Charges"means the charges levied by the Merchant Acquiring Bank for Card Transactions and Refunds; b) "Bank System"means the banking system operated by any approved bank,financial institution or other body; c) "Card"means credit or debit cards; d) "Codes of Practice"means all codes of practice,rules of procedure,guidelines,directions,scheme rules and other requirements issued by the Bank System as may be specified from time to time as being applicable to the Services and the use thereof by the Client; e) "Confidential Information"means, in relation to either party, information (whether in written or electronic form) belonging or relating to that party,its business affairs or activities which is not in the public domain and which: (1) either party has marked as confidential and proprietary;or (ii) either party in writing has advised the other party is of a confidential nature; f) "Client Account Information"means the information provided by the Client of all the Client details including the Merchant Account information and/or requirements,such information to be provided to MacKay in a form to be agreed between the parties; g) "CVV,CW2,CVC2 or PW'means the security digits encoded on the Card,printed on the Card signature strip or appearing elsewhere on the Card; h) "Fees"means all fees as set out in Schedule A herein; i) "Intellectual Property"means all copyright,design rights,database rights,trade marks,trade names,Confidential Information,service marks, domain name rights,patents,know-how and all other intellectual property rights,whether registered,registerable or not and both present and future; j) "Merchant Account"means the merchant account facility agreed between the Client and the Merchant Acquiring Bank; k) "Merchant Acquiring Bank"means the bank with which the Client holds a Merchant Account; 1) "Merchant ID"means the identity number associated with the Merchant Account as notified to the Client by the Merchant Acquiring Bank; m) "Offering"means the goods and/or services offered to the Service User by the Client from the Terminal for which payment is made using the PSP Service; n) "PSP Service(s)"means the processing of Card Transactions from Terminals making the Offering,such services to include but not be limited to:accepting authorization requests for Card Transactions from the Terminals;the authorization of Card payments via the Merchant Acquiring Bank; following authorization, passing an appropriate message back to the requesting Terminal and submitting the settlement file of authorized Card payments to the Merchant Acquiring Bank. PSP Services are provided in part by a third party,CreditCall Ltd.("CreditCall"), subject to an agreement ("CreditCall Agreement") between MacKay Meters, Inc., and CreditCall. PSP Services may also be provided by MacKay using an alternative third party solution as MacKay shall,in its sole discretion,determine from time to time; o) "Public System"means the telecommunications system run by a public telecommunications operator or Internet service provider which may be accessed by GSM Data,ISDN,IP,Mobitex,analogue line or other transmission type; p) "Refund"means a Transaction Amount that is refunded to the Service User by the Client via WebMIS; MACKAY METERS, INC.-GATEWAY/HOSTING/NOTIFICATION SERVICE AGREEMENT 1 08106f2020 US Client—OneSpacerrw Space/MM6-Space—Clly of Huntington Beach,CA q) "Service User"means the purchaser of the Offering; r) "Services"means: (i) the hosting of remote monitoring,reporting and remote alert notification services("Hosted Services"); (ii) facilitating PSP Services for the Terminals; (iii) telephone and email support during the initial set up of the Services during MacKay's normal business hours; (iv) reasonable,ongoing technical support related to the Services during MacKay's normal business hours; (v) data backups on MacKay s hosting server consistent with reasonable industry standards for a period of at least one year; s) "Terminal(s)"means MacKay s one-space,two-space and multi-space parking meter(s); t) "Terminal Live Date"means the date on which the Terminal starts transmitting Transactions to the PSP Service; u) "Track 2 Information"means the credit or debit card information held on the Card,typically on the computer chip or the magnetic stripe; v) "Transaction"means each individual payment authorization and/or settlement processed by the PSP Service; w) "Transaction Amount"means the amount charged by the Client to the Service User for the Offering; x) "WebMIS" means the CreditCall product which allows MacKay or the Client to access and manage their Transactions and Refunds via a CreditCall provided website. y) "WebMIS Login"means an access account for the CreditCall WebMIS service. 2.RESPONSIBILITIES OF MACKAY 1. MacKay will use all reasonable endeavors to provide and maintain the Services to the Client. 2. MacKay shall at its sole discretion,from time to time,improve,upgrade or alter the Services as it deems appropriate provided such changes do not materially change the nature of the Services. MacKay shall use all reasonable endeavors to inform the Client prior to the changes being made. Bug fixes and upgrades to the software forming part of the Hosted Services will be carried out automatically and at no charge to the Client. 3. MacKay acknowledges that it is responsible for the security of cardholder data which it possesses or otherwise stores, processes or transmits on behalf of the Client. 3.RESPONSIBILITIES OF THE CLIENT 1. The Client shall: a) at all times throughout the duration of this Agreement ensure that all publicity, signage and/or promotional material issued by the Client in respect of or in connection with the Services complies in all respects with the Codes of Practice.The Client shall not in any publicity or other promotional activity state or imply any approval or endorsement by MacKay or CreditCall of any Offering in any way without the prior written approval of a duly authorized officer of MacKay or CreditCall,as the case may be; b) ensure that before the Offering is made available to the public that all such rights, authorizations, licenses, exemptions, consents and permissions as may be necessary for the Offering have been obtained or granted and all such requirements of law or of any other competent authority or public body have been complied with as are necessary or prudent in connection with the provision of the PSP Service and shall at all times throughout the duration of this Agreement maintain in full force and effect all such rights, authorizations, licenses, consents and permissions and comply with all such requirements; c) use best endeavors to provide to MacKay such assistance and/or information as MacKay may from time to time reasonably request in order to comply with all or any requirements and conditions at any time and from time to time imposed by any law or order of competent authority which are or may be applicable to or affect the Services; d) undertake not to disconnect or interfere with the operation of the Services except where explicitly agreed in writing between the parties and to use its best endeavors to prevent such disconnection or interference by any third party; e) report to MacKay any abuse or threatened abuse or loss of the Services or any factors affecting the performance of the Services as soon as practicable after the Client becomes aware of such abuse,loss or performance-affecting factors; MACKAY METERS, INC.-GATEWAY/HOSTING/NOTIFICATION SERVICE AGREEMENT 2 06/06=20 US COent—On"paowTw Space/Multi-Space—City of Huntington Beach,CA f) acknowledge and ensure that for those Terminals providing PSP Services through CreditCall,CreditCall is and will be the supplier of payment service provision for the duration of this Agreement; g) ensure that only the sale of those services and/or products as agreed with MacKay and as documented in the Client Account Information will take place.MacKay reserves the right to treat any breach of this clause as a material breach for the purpose of this Agreement; h) purchase Terminal(s)that are appropriately configured to provide the Services; i) provide to MacKay in a timely fashion with the Client Account Information related to each Terminal or set of Terminals from which the PSP Service are to be provided and at least fifteen(15)working days prior to the Terminal Live Date; j) set up a Merchant Account with a Merchant Acquiring Bank,and be responsible to pay any and all set up and Bank Charges associated with the Merchant Account; k) RESERVED; I) obtain and maintain access to the internet using a current version of Google®Chrome or equivalent,at the Client's sole expense; m) be responsible for the Fees from the Terminal Live Date irrespective of the fact that MacKay is unable or prevented or hindered in providing the Services in any way as a result of Client's breach of its obligations as set out in this Agreement or its failure to maintain the Terminals or any other factors beyond the control of MacKay.Where any break in Services is due to a problem with MacKay s provision of the Services,the Client will not be liable for the Fees applicable to any such break in Services; n) in the event of a dispute over an invoice under Clause 4, supply MacKay with any information and/or documentation as MacKay should reasonably request,within 2 working days; o) not use the Services in any manner whatsoever which constitutes a violation of any law, regulation, ordinance or other enactment,or of any person's rights,which may cause MacKay or CreditCall to be subject to any investigation,prosecution or legal action. MacKay reserves the right to terminate this Agreement with immediate effect in the event that this Clause 3.1.(o)is subject to a breach by the Client; p) monitor the Transactions,Refunds and its Merchant Account using WebMIS. 4.PAYMENT&FINANCIAL PROVISIONS 1. The Fees payable for the Services are set out in Schedule A of this Agreement. Fees are firm for two(2)years from the Effective Date. 2. All Fees are payable in US dollars and are non-refundable. 3. MacKay shall issue invoices to Client for Services provided or to be provided. Terms are Net 30 days from invoice date. MacKay shall invoice Client and Client shall pay MacKay for Services in accordance with the prices,quantities and Services description as outlined in Schedule A. Client shall make payment in full to MacKay within thirty(30)days of invoice date. 4. MacKay shall be entitled to modify Fees and charges upon sixty(60)days written notice to Client. Increases to Fees and charges after two(2) years shall not exceed the standard CPI for escalation per year for any twelve(12)month period and anniversary thereof. 5. If Fees are increased,Client will have thirty(30)days from the date of the notice to terminate this Agreement by notice in writing to MacKay. 6. MacKay reserves the right to charge and invoice the Client an additional development fee to cover costs in the event that the Merchant Acquiring Bank requires MacKay to complete an accreditation procedure. 7. Unless stated otherwise all Fees,charges and other payments to be made by the Client under this Agreement are exclusive of sales and use tax and any other applicable taxes.It is the Client's responsibility to identify and pay any taxes or charges applied by any statutory or public body in the country and/or state in which the Client carries on its business and the country and/or state in which the Offering is made. 8. All payments due to MacKay shall be paid in full without any set off,counterclaim,deduction or withholding of any kind. 9. MacKay reserves the right to suspend the Services where any amount is outstanding for Services after the invoice due date. 10. MacKay reserves the right to charge daily interest on any outstanding amounts,at a rate equal to 3%per annum above the Royal Bank of Canada base lending rate as current from time to time,whether before or after judgement,until the date actual payment is made. MACKAY METERS, INC.-GATEWAY/HOSTING/NOTIFICATION SERVICE AGREEMENT 3 0 810 6 20 20 US COent=OneSpece/rw Space/Muld-Space—City of Huntington Beach,CA 5.SECURITY 1. For security purposes,and in keeping with existing Codes of Practice,the MacKay supplied Terminals: a) do not store any Service User-identifying element of a Transaction,other than temporarily to process the Transaction with the PSP Service; this explicitly includes (but is not limited to) any Card numbers, CW, CW2, CVC2 or PW information and any Track 2 Information derived from the chip or magnetic strip; b) do not log any Service-User identifying element of a Transaction for any purpose at all including debugging or auditing and nor will any other record of a Transaction be held electronically or on paper,and c) do encrypt or obscure the Card numbers either by masking all digits except the first 6 and last 4 numbers; using the last 4 digits only or by applying a secure one way hashing algorithm such as SHA-1. 2. Independent of and notwithstanding the above practices employed by the supplied Terminals,the Client shall: a) not store any Service User-identifying element of a Transaction,other than temporarily to process the Transaction with the PSP Service;this explicitly includes(but is not limited to)any Card numbers,CW,CW2,CVC2 or PW information and any Track 2 Information derived from the chip or magnetic strip; b) not log any Service-User identifying element of a Transaction for any purpose at ail including debugging or auditing and nor will any other record of a Transaction be held electronically or on paper;and c) encrypt or obscure the Card numbers either by masking all digits except the first 6 and last 4 numbers; using the last 4 digits only or by applying a secure one way hashing algorithm such as SHA-1. 6.PRIVACY 1. Both parties shall at all times comply with any applicable privacy legislation, regulation, order or other enactment. Neither party may disclose personal information relating to any Service User to the other party save where the other party can demonstrate to the disclosing party's satisfaction that the Service User has consented to such disclosure or that such disclosure is otherwise in accordance with law. 2. Where any Service User's personal details are disclosed by one party to the other under Clause 6.1.,above,the disclosing party shall not be liable for any loss caused,directly or indirectly to the receiving party,and/or any Service User by reason of any use, misuse or disclosure, made by the receiving party.The receiving party shall indemnify and hold the disclosing party harmless against any loss whatsoever, howsoever arising from any such use,misuse or disclosure,made by the receiving party of such information whether made negligently or otherwise. 7.PROPRIETARY RIGHTS 1. The Intellectual Property in the Services and PSP Services, underlying technology and any supporting documentation shall remain exclusively owned by MacKay and/or CreditCall,as the case may be.Nothing in this Agreement shall give the Client any right,title or interest in the Services or PSP Services,underlying technology or supporting documentation,save as expressly set out in this Agreement. 2. This Agreement shall not operate as an assignment to either party of any Intellectual Property right belonging,or licensed,to any other party and each party shall retain ownership of,or other interest in,any such Intellectual Property right to which they may be entitled. 3. Nothing in this Agreement shall entitle either party to use any other party's name, logo,trademark or Intellectual Property right in any way or any context whatsoever without the prior written consent of the other. 4. MacKay reserves the right to assign or sub-contract any of its rights or obligations under this Agreement. 5. Both parties will use their best endeavors to ensure that they do nothing that will bring disrepute to the other parry's name or which will affect the other party's reputation. 6. MacKay reserves all rights not expressly granted. 8.CONFIDENTIALITY 1. Neither party shall without the prior consent of the other disclose,publish nor make use of,for its own or any purposes,any Confidential Information concerning the other which may come to its knowledge as a result of the discussions leading to this Agreement or anything done pursuant to it. This provision shall not apply: a) to the disclosure or publication of any Confidential Information to any person having a legal right or duty to obtain or require such Confidential Information; b) where such Confidential Information has been disclosed or published to the general public(other than as a result of a previous,unauthorized disclosure,publication,or use for its own purpose,by either party); MACKAY METERS, INC. -GATEWAY/HOSTING/NOTIFICATION SERVICE AGREEMENT 4 08/00/2020 US Client—Ona-Spacerr -Space/Multi-Space—City of Huntington Beach,CA c) where the party received the Confidential Information from an independent third party who did not itself obtain it under an obligation of confidentiality; d) where the Confidential Information is already known to the receiving party prior to the commencement of this Agreement (but, for the avoidance of doubt,this exception shall not apply to any Confidential Information which became known to that party during the course of any previous discussions,negotiations or relationship with the other party); e) is developed by the receiving party at any time independently of the Confidential Information disclosed to it by the other party or by persons who have had no access to or knowledge of such information. 2. For the avoidance of doubt Clause 8.1 shall remain in full force and effect whilst this Agreement is in force and for a period of 2 years from the date of termination of this Agreement howsoever caused. 3. The provisions set out in this Clause 8 are in addition to(and not in substitution for)all other confidentiality obligations agreed between the parties. S.NO WARRANTY 1. MacKay makes no warranty or guarantee whatsoever, explicit or implicit, with regard to the quality, reliability or merchantability of the Services, and/or the PSP Services or the suitability of same for a particular purpose and without limiting the generality of the foregoing, MacKay does not warrant that the Services,the PSP Services,the Bank System or the Public System will be uninterrupted,error free or without delay. 2. Without limiting the generality of the foregoing,MacKay shall not be liable for any failure to provide or maintain the Services where such arises from a technical or other failure of the Public System,the Bank System or any product or service supplied by the Client or by a third party. 3. Without limiting the generality of the foregoing,the Client acknowledges that it has been made aware by MacKay of the types of theft and fraud which may occur and the Client further acknowledges and agrees that MacKay is not responsible in warranty or in contract for any repair, replacement or damages of any sort caused by fraud and/or theft or illegal means. 10.LIMITATION OF LIABILITY 1. MacKay will not be responsible for any loss the Client or anyone else suffers in any way related to or in connection with the Services or the PSP Services, regardless of cause. In no event will MacKay be liable for or obligated to pay damages of any kind,to any person,for loss of revenue, loss of profits, loss of business, loss of contracts, loss of goodwill, loss of data, loss of opportunity, damage to reputation or loss of anticipated savings,or any other damages or remedy,whether foreseeable or not,whether MacKay is advised of the possibility of any such losses or not,and whether or not sustained by the Client or any other person. 2. MacKay shall not be liable to the Client in respect of any breach of this Agreement caused by revocation or alteration of any license,permission or authorization governing the operation of the Services,the PSP Services,the Public System or the Bank System from time to time. 3. All risks in respect of authorization and/or settlement of Transactions and Refunds by the Bank System lie with the Client and/or the relevant financial institution,and neither MacKay nor CreditCall shall have any liability in respect thereof to the Client and/or the Service User except where a Transaction or Refund fails due to MacKay's or CreditCall's negligent act or omission in which case MacKay's and CreditCall's sole liability will be to reprocess the Transaction or Refund. 4. Neither MacKay nor CreditCall shall be liable for any costs associated with the acts or omissions of the Client or any third party. 5. In no circumstances will MacKay's liability to the Client hereunder exceed the sum of the Fees paid by the Client for Services for the 12 months preceding the date of any claim. 6. The Client acknowledges and agrees that neither MacKay nor CreditCall will have any liability in contract or in tort for: a) the supply to the Service User of the Offering, invoices, receipts or any other information the Service User may require to use or otherwise take the benefit of the Offering; b) the timeliness,standard,quality and/or suitability of the Offering; c) or in respect of any charge,cancellation or dispute relating to the Offering. 7. The Client shall fully indemnify MacKay and/or CreditCall against any and all expenses, losses or damages resulting from claims or demands brought by a Service User against MacKay and/or CreditCall in respect of the Offering. MacKay shall as soon as reasonably possible give notice to the Client of any such action,proceeding,claim or demand and shall not settle or compromise any claim made by a Service User against MacKay without the prior written consent of the Client,which shall not be unreasonably withheld or delayed. MACKAY METERS, INC.-GATEWAY/HOSTING/NOTIFICATION SERVICE AGREEMENT 5 66/06=20 US Mont-O—SpacwTw SpaodMutll-Space-City of Huntington Beach,CA 11.TERM,TERMINATION AND SUSPENSION 1. This Agreement will be in force for twelve(12)months from the Effective Date and will automatically be renewed for successive twelve(12)month periods unless the Client notifies MacKay in writing to the contrary at least fifteen (15) weeks before the expiration of the original term or any subsequent renewal,or unless this Agreement is otherwise terminated In accordance with the terms hereof. 2. Either party shall have the right at any time to immediately terminate this Agreement by giving notice to the other party If: a) the other party commits a breach of this Agreement save that where the breach Is capable of rectification this Agreement may not be terminated unless the other party fails to remedy the breach within ten(10)days of receipt of a written notice to do so;or b) the other party commits any act of bankruptcy or act of Insolvency;or c) the other party proposes or accepts an arrangement with any one or more of Its creditors or suffers a petition for winding up(otherwise than for reconstruction or amalgamation)or the appointment of a receiver or administrative receiver over all or any part of its assets;or d) anything analogous to any of the foregoing occurs to the other party under the law of any jurisdiction. 3. MacKay may suspend Services immediately upon non-payment of any amount owing under this Agreement,as of the date such amount becomes due. MacKay may terminate this Agreement If payment is not made In full within ten(10)days of notice of non-payment. 4. MacKay may suspend or terminate PSP Services if the services provided by CredItCall are Interrupted or terminated for any reason,and MacKay shall use best endeavors to notify Client In advance of such Interruption or termination. 5. Termination of this Agreement shall be without prejudice to any rights that either party may have against the other under the terms of this Agreement which have accrued up to the date of termination. 6. Where this Agreement Is terminated (howsoever caused)those provisions of this Agreement capable of surviving termination (Including but not limited to Clauses 8,9,and 10)shall continue In full force and effect. 12.WAIVER 1. No failure or delay by either party in exercising Its rights under the Agreement shall be construed as a waiver or release from that right or create a precedent or In any way prejudice any party's rights under this Agreement. 2. Any waiver by either party of any provision of this Agreement shall be limited to the particular breach and shall not operate in any way in respect of any future breach. 3 The rights and remedies provided In this Agreement are cumulative and are additional to any rights or remedies provided by law. 13.GENERAL 1. The following provisions govern this Agreement: a) Except for payment obligations,neither party will be liable for any failure or delay in performing any obligation under this Agreement that Is due to causes beyond its reasonable control,including without limitation act of God,flood,lightning or fire,the act or omission of government,war, terrorism, riot or congestion or non-operation of the Public System or the Bank System. If these causes continue to prevent or delay performance for more than sixty(60)days,the affected party may terminate this Agreement,effective immediately upon notice to the other party. b) The parties to this Agreement are Independent entities. Nothing in this Agreement shall constitute any partnership between the parties or to create any relationship of agency between them and neither of the parties has authority to bind the other in any way,unless expressly stated. c) The rights and obligations of the parties will bind and enure to the benefit of their respective successors, executors, administrators and permitted assigns. The Client may not assign or delegate Its obligations under this Agreement without the prior written consent of MacKay. MacKay may assign Its rights and obligations under this Agreement to a third party In connection with a merger,sale of all or substantially all of MacKay's assets or other corporate reorganization. d) No modification or other change to this Agreement will be binding unless signed by a duly authorized officer of MacKay and a duly authorized officer of the Client. e) T44-Agfeemefl m tteemdanceRowith-Ia �;ince-- idvva Scotia. Both parte"gree that-any f) Reference to any statute,license or other regulation Includes a reference to that statute,license or regulation as re-enacted or amended from time to time. MACKAY METERS,INC.-GATEWAY/HOSTING/NOTIFICATION SERVICE AGREEMENT 6 OIJM2020 US Cant-0na-Spacarrm-3pwwMu10 Space-City of H-tinglon Swath,CA g) Where the context so admits words denoting the masculine gender shall include the feminine or the neuter and vice versa and words denoting the singular shall denote the plural and vice versa. h) The Clause headings are for the purpose of reference only and do not form part of this Agreement, nor do they affect the validity or enforceability of this Agreement. i) if any provision of this Agreement is found by a court or any other competent authority to be unenforceable for any reason,all other provisions of the Agreement not affected by such invalidity or unenforceability shall remain in full force and effect;and both parties will seek to agree to a valid and enforceable substitute provision that achieves to the greatest extent possible the economic, legal and commercial objective of the invalid or unenforceable provision. j) Except where this Agreement specifies"written notice"or as may otherwise be required by law,all notices under this Agreement shall be given by Internet electronic mail to MacKay at the email address specified below and to the Client at the email address specified in Schedule A. Where this Agreement specifies 'Written notice,", the notifying party will send a written copy,in addition to notice by electronic mail, by any established receipted delivery service to MacKay at the address noted below,and to the Client at the address noted in Schedule A. MacKay Meters, Inc. PO Box 338 1342 Abercrombie Rd. New Glasgow,Nova Scotia Canada 82H 5E3 Fax:(902)752-5955 contract.su000rtCdlmackay m eters,com k) This Agreement,including Schedule A,constitutes the entire agreement between MacKay and Client with regard to the Services,and replaces any previous agreement respecting the Services,and there are no other agreements,warranties,covenants or other obligations arising from any other document or communication between the parties. BY SIGNING BELOW, CLIENT ACKNOWLEDGES THAT IT HAS READ AND UNDERSTOOD THE ABOVE TERMS AND CONDITIONS OF SERVICE, AND AGREES TO BE BOUND BY ALL SUCH TERMS AND CONDITIONS. THE UNDERSIGNED SIGNATORY WARRANTS, PERSONALLY AND ON BEHALF OF THE CLIENT, THAT THE UNDERSIGNED HAS AUTHORITY TO EXECUTE THIS AGREEMENT ON BEHALF OF THE CLIENT, AND THAT THE SIGNATURE OF THE UNDERSIGNED IS SUFFICIENT TO FULLY BIND THE CLIENT TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT. Client Name: CITY OF HUNTIbIGTQh1 BEACH MAC , INC. Signature: Signat y or Print Name: �,Y/L/ -rnE-� Print Name: James Mac y Title: ��I-(/D/� ' d Title: VP S es Date: �T' �. � Date: 09-02-20 Please sign 2 copies and return to MacKay Meters Inc. An executed copy will then be returned to you. APPROVED AS TO FORM By: 4%M ael Gates, City ttorney MACKAY METERS, INC.-GATEWAY/HOSTING/NOTIFICATION SERVICE AGREEMENT 7 0 810612 0 2C US CWt-C1e-SPI-axro-SP-11M,b-Sp-ce-City of hl'Wgton Se n.CA SCHEDULE A Effective Date: CLIENTS INFORMATION 1. Client Name: CITY OF HUNTINGTON BEACH 2. a)Billing Department Contact: b)Notification Contact: Name: Name: Telephone# Telephone# Fax#: Fax# Email: Email: 3. a)Billing Address: b)Notification Address: FEES PAYABLE FOR SERVICES 1. Client shall pay the following set up fees: a) Merchant ID set up fee(including unlimited MacKay Terminals at time of Merchant ID set up and if applicable one WebMIS Login account): $295 per Merchant ID (WebMIS Terms&Conditions can be found on the WebMIS website and are incorporated within this Agreement) b) Terminal set up fee(only applies when added to an existing Merchant ID): $15 per MacKay Terminal c) Additional WebMIS Login account fee(only applies when added to an existing WebMIS Login): $100 per account 2. Client shall pay additional fees for customized web page design or other additional development or customization work requests: Quotes available on request 3. Client understands and acknowledges that any and all fees,charges or other expenses associated with credit card payments are the responsibility of the Client. 4. Client shall pay the following fees for Services: Quantity Monthly Fee per Fee per Credit Card Terminal* Transaction* One-Space Parking Meter 65 $6.00 $0.00 Two-Space Parking Meter 375 $10.00 $0.00 *Fee includes communication costs of Terminals on the Public System. 5. Client shall pay the following fees for ParkMobile cell phone payment propagation of time shown on the MacKay Terminals: $0.10 per ParkMobile transaction displayed on the MacKay Terminals MACKAY METERS, INC.-GATEWAY/HOSTING/NOTIFICATION SERVICE AGREEMENT 8 SCHEDULE A 08/06/2020 US Client—One-Spa-7/ SpaealMulBSpace—City of Huntington Beach,CA CS18 CERTIFICATE OF LIABILITY INSURANCE This certificate Is issued as a matter of Information only and confers no rights upon the certificate holder and imposes no liability on the Insurer. This certificate does not amend,extend Or alter the coverage afforded by the policies below. rCE1�lE„IC��'FID_,,L�G6R,,+'µ,�l`R1WE D; 1LIN-�.�b �.'u�•'' "F Stl rALIF1Cdt3 .L City of Huntington Beach J.J.MacKay Canada Ltd. 2000 Main St. P.O.Box 338 Huntington Beach CA PosTALg2648 New Glas ow NS POSTAL R CODE g CODE 621-1 5E3 WGwFotEnIV j1 QL�/),TIol1SrlCoMOBtt�F$/seECflwsLrYFJ1lSF.ER3ii,x �N' r1Fh rywl3urPes JFie Dp�ralr mvmed lnsurpj Confirmation of Insurance-Auto ' '-_�',r+Q RATBE����:�" ....�u�W��...t� L��:�..�,r� "�' ws aB� "'" `"'". -�„'_ x,...� c yE -^±^u�#'". .a •�i' .r _r's.�rc �.w'�. ..x ,= t r This Is to certify that the policies of insurance listed below have been Issued to the Insured named above for the policy perlod Indicated notwithstanding any requirements,temspV is or conditions 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 r subject to all terns,exclusions and condllons of such policies. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS r�`-�`•�'�a�e �a SF� � ism-"tom,. ��' -`��'� :a PJr-�IrR81 •"f---�'-----�--�v. =z- � p ` dam_ [a�14 56 Ltd totFraFwt ,r-r�,,. -.n;u7 _"i c3•�. '-•-.� .7:,.�s=.- �,..�:v g '�•���3..�"..�au�s.:.e'•�..t .�:� '`t .n�. �i.�`�ib ��'''��v'fit��Ep -+'� �ti-�D ILr^OFl- COMMERCIAL GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY BODILY INJURY AND PROPERTY DAMAGE CLAIMSMADE OR OCCURRENCE LIABLITY _ GENERAL AGGREGATE ❑PRODUCTS AND/OR COMPLETED OPERATIONS -EACH OCCURRENCE ❑EMPLOYER'S LIABILITY PRODUCTS AND COMPLETED OPERATIONS ❑CRoss LIABILITY AGGREGATE ❑PERSONAL INJURY LIABILITY OR ❑WAIVER OF SUBROGATION ❑PERSDNALANDADVERTISING INJURY LIABILITY MEOICALPAYMENTS ❑TENANTS LEGAL LIABILITY TENANTS LEGAL LIABILITY ❑POLLUTION LIABILITY EXTENSION POLLUTION LIABILITY EXTENSION ❑NON-OWNED AUTOMOBILES NON-OWNED AUTOMOBILES ❑HIRED AUTOMOBILES HIRED AUTOMOBILES AUTOMOBILE LIABILITY Royal 8 Sun Alliance Insurance Company of 2019/12/31 2020/12/31 BODILY INJLIRYANO PROPERTY 1,D00,000 In DESCRIBED AUTOMOBILES Canada CAP018173135 NS DAMAGE COMBINED ❑ALL OWNED AUTOMOBILES BODILYINJURY (PERPERSON) ❑LEASED AUTOMOBILES" - -ALLAUTOMOBILES LEASED IN EXCESS OF BODILY INJURY(PERACCIDENT) 30 DAYS WHERE THE INSURED IB REQUIRED TO PROVIDEINSuRANCE PROPERTY DAMAGE EXCESS LIABILITY [:]UMBRELLA FORM EACH OCCURRENCE ❑ AGGREGATE OTHER LIABILrff (SPECIFY) El �GAt�CH�Ti01�T��. x'FrE,,sz+.w�' '°".,ZF� •a a�,' 7',�i-�-�.-,u.+c��. 1: .s,_:u �- "=s',F r.' „' .r^ n� �...... _ __,r..'t�r-r:tb�...1-ems".�.L:,..' 1..aee�_Ne�'fi-._m.... ....�%�'v� •. � r_�".���'.. 'nx-'.4 _.- i�_,/:'�"e,.. .:..:tit h:.'�' Should any of the above described policies be cancelled before the expiration date thereof,the Issuing company will endeavor to mall 1s days written notice to the certificate holder named above,but failure to mall such noticeshall_Impose no obligation or liability of any kind upon the company,Its agents or representatives, ROKEREIC, L�LI- i1E 11iIDdMs111ul�.GfADR ss• ' bxrJQ ,�rz'�ppi� �. E DJ1A1A�L�N I1 mini ';L,and dS MR oEiI rvNffi lee d +dh � $Sv11he.Neined 1neured Arthur J.Gallagher CanadaLimited 227 Main Street Antrgonish NS POSTALDE B2G 2M5 CO BROKER CLIENT ID: POSTAL E ERiJFiCTY1itQF9d_OJ t t` ;s ` U 4 ,- �� ISSUER Arthur J Gallagher Canada Llmfted CONTACT NUMBER(S) TYPE Phone NO,902-863-3210 TYPE NO. AUTHORIZED REPRESENTATIVE Peter Fraser,BEA,CAIB TYPE Fax NO.902-863-1336 TYPE NO. SIGNATURE OF AUTHORIZED REPRESENTATIVE DATE 2020/08/26 EMAILADDRESS CSIO-Certificate of Llablllty Insurance CA4301e 201609 @2016.Centre for Study of Insurance Operallons.Ail rights reserved. 168 CS10 CERTIFICATE OF LIABILITY INSURANCE This certificate is Issued as a matter of information only and confers no rights upon the certificate holder and Imposes no liability on the Insurer. This certificate does not amend,extend or alter the coverage afforded by the policies below •��IaTi�c��ac�z�jx � M�� �� isq ss ����: .� . . ._r� l . - City of Huntington Beach MacKay Meters Inc. uK 2000 Main St. P.O.Box 338 Huntington Beach CA POSTAL92648 New Glasgow NS PDSTAL62H 5E3 DE ° ESC tI O0W", eEitl�TlO�iSLL CATI IV ?A1J7biI IOB�1 678 L �t I1 tIA8 $ fxJC A PIE {bv£cgiYwlUGreapacb c the opeiallona"hattamed lnaured Confirmation of Insurance-City of Huntington Beach its officers,elected or appointed officials,employees,agents,volunteer The certificate holder is added as an additional Insured to the Commercial General Liability Coverage Policy,but only with respect to liability arising out of operations carried out by or on behalf of the Named Insured,excluding any automobile liability. This Is to certify that the policies of Insurance listed below have been Issued to the Insured named above for the policy period Indicated notwithstanding any requirements,terms or conditions 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 terms,exclusions and conditions of such policies. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS fi�Y c.� �FtE a EXP ca � � IIU-3, N }_,:"PE ifl U � s m N Mom» nad e rl t � cat�eraei 5 :•3-'f'r k, fs~,;� - .., .�s-r .'�. , .=`_`..-A `=" k.l-c. ,f.2�.,.� ��' Iyl_1Cy1P'�1�' `'s. ..,y x 3 -` EL)' �g0'1J' -OP.i•.: COMMERCIAL GENERAL LIABILITY Chubb Insurance Company of Canada 2020/06/30 2021/06/30 COMMERCIAL GENERAL LIABILITY 35814DB5 BODILY INJURY AND PROPERTY DAMAGE .- CLAIMS MADE - OR OCCURRENCE LIABILITY _ _-GENERALAGGREGATE S,DOD,000_ ©PRODUCTS AND IOR COMPLETED OPERATIONS EACH OCCURRENCE 1,000,000 ®EMPLOYER'S LIABILITY PRODUCTS AND COMPLETED OPERATIONS ❑CROSS LIABILITY AGGREGATE []PERSONAL INJURY LIABILITY 1,000,13DO OR ❑WAIVER OF SUBROGATION ®PERSONALANO ADVERTISING INJURY LIABILITY MEDICAL PAYMENTS 10,000 ©TENANTS LEGAL UABWTY TENANTS LEGAL LIABILITY 1,000,ODO []POLLUTION LIABILITY EXTENSION POLLUTION LIABILITY EXTENSION ❑ Employer's Liability 1,000,000 ❑NON-OWNED AUTOMOBILES NON-OWNED AUTOMOBILES ❑HIRED AUTOMOBILES HIRED AUTOMOBILES AUTOMOBILE LIABILITY BODILY INJURYAND PROPERTY ❑DESCRIBED AUTOMOBILES DAMAGE COMBINED ❑ALL OWNED AUTOMOBILES BODILY INJURY (PERPER90N) []LEASED AUTOMOBILES" "ALL AUTOMOBILES LEASED IN EXCESS OF BODILY INJURY (PERACCIDENT) 30 DAYS WHERE THE INSURED 16 REQUIRED TO PROVIDE INSURANCE PROPERTY DAMAGE EXCESS LIABILITY ❑UMBRELLA FORM EACH OCCURRENCE ❑ AGGREGATE OTHER LIABILITY (SPECIFY) C�LLAIb l A t t .: c�r - d .ate ,1,9: . _ 1X''. "s�`' _'a�3'T�"`:,'`�.. Should any of the above described policies be cancelled before the expiration date thereof,the issuing company will endeavor to mail 15 days written notice to the certificate holder named above,but failure to mail such notice shall impose no obligation or liability of an kind upon the company,Its agents or representatives. e: - z ors 7 a a Ala 'I `. 8U 4Ct, � D1f�1LINCfxADDRE$a yBflOt ERAiaF_11AFGENC -11t�.FIAM� ID N�AILI �+ r ' �v �a a V - ,,. s c•��--, v "r'LOrruffid ae§9n EaI:FJ9bBi"'.:f3Ot,o711 wN$Icrsa CL1791B:9 Teti si[N1e,Nsrri9d•.Insured- ';.' Arthur J.Gallagher Canada Limited Clty of Huntington Beach 227 Main Street 2000 Main St. Antigonish NS PosTAL B2G 2M5 coDE BROKER CLIENT ID: Huntington Beach CA POSTALDE ISSUER Arthur J.Gallagher Canada Limited CONTACT NUMBER(S) TYPE Phone NO.902-863-3210 TYPE NO. AUTHORIZED REPRESENTATIVE Peter Fraser,SBA,CAM TYPE Fax NO.902-863-1336 TYPE NO. SIGNATURE OF EMAILADDRESS DATE 2020/OB/28 AUTHORIZED REPRESENTATIVE CSIO-Certificate of Liability Insurance CA4301 a 201609 02016,Centre for Study of Insurance Operations.All rights reserved. 169 ' r Su CITY OF HUNTINGTON BEACH 2000 Main Street, Huntington Beach, CA 92648 Hun6n !Beach o Declaration of Non-Employer Status The State of California requires every enterprise or business to provide workers compensation insurance coverage.. If you have no employees, you may make a declaration to that effect by completing and signing this form and returning to: City of Huntington Beach 2000 Main Street Huntington Beach., CA. 92648 1 certify that in the performance of the activity or work for which this permit is issued, 1 shall not employ any person in any manner so as to become subject to California Workers' Compensation Insurance requirements. I authorize the City of Huntington Beach to immediately and retroactively revoke the license or permit issued under this declaration if I hire any employee(s) or become subject to the provision of the laws requiring Workers' Compensation Insurance. NAME OF: �y � Company/ Organization Address l 1,,2 �4�t.%► c-����.� /�d���f/ ,- �.c,�r�ar� ?� ��,� Applicant [please print] Title, if any Applicant's Signatur Date Signed: ,?aeo Telephone Number: _ (Ed 2 ,j 2 170 .' .• City of Huntington Beach 2000 Main Street ♦ Huntington Beach, CA 92648 (714) 536-5227 ♦ www.huntingtonbeachca.gov !),1g09, Office of the City Clerk Robin Estanislau, City Clerk September 15, 2020 MacKay Meters, Inc. PO Box 338 1342 Abercrombie Road New Glasglow, Nova Scotia Canada B21-1 5E3 Dear Mr. MacKay: 1 Enclosed is a duplicate original of the "MacKay Meters, Inc. Terms and Conditions of Service Gateway/Hosting/Notification Service Agreement" approved by the Huntington Beach City Council on September 8, 2020. Sincerely, Robin Estanislau, CIVIC City Clerk RE:ds Enclosure Sister Cities: Anjo, Japan ♦ Waitakere, New Zealand