City of
Santa Clara
AGENDA ITEM#: l 7 . F
AGENDA REPORT
The Center of What 's Possible
Date: June 27, 2017
To:
From:
City Manager for Council Action
Director of Finance
Subject: Approval of an Agreement for the Performance of Services with lnfoSend , Inc., for Bill Print and Mail Services
EXECUTIVE SUMMARY
The City issues over 60,000 utility invoices per month using lnfoSend as an outsource services provider for bill print and mail services. The agreement with lnfoSend is set to expire on June 30, 2017.
The Municipal Services Division conducted a Request for Proposal (RFP) process and received inquiries from seven (7) service providers and formal proposals from two (2) service providers.
After review of the proposals, staff believes that lnfoSend provides the best overall combination of service and value for the following reasons:
• lnfoSend is an experienced vendor in the areas of bill print and mail services, and provided the most complete set of capabilities aligned to the solution and administrative requirements set forth in the RFP.
• lnfoSend provides advanced electronic invoicing and service options that will allow the City to implement improved operational efficiencies and customer services in the future. • The cost quoted by lnfoSend for bill print and mail services is competitive with price quotes received from the other proposer to the RFP.
• lnfoSend is committed to continually implementing solutions for reducing the environmental footprint while increasing output efficiency. They offer a non-profit tree planting program to allow clients to pledge $1 to the Arbor Day Foundation for each paperless subscription.
• lnfoSend charges no costs for implementation of bulk letter printing and mail service. • lnfoSend has existing bill print and mail service relationships with other major California municipalities. These other clients provided favorable references for the services received from lnfoSend.
ADVANTAGES AND DISADVANTAGES OF ISSUE
Approval of the agreement for bill print and mail services with lnfoSend will allow the City to continue outsourced services with a leading vendor at a market competitive price.
Subject: Approval of an Agreement for the Performance of Services with lnfoSend, Inc., for Bill Print and Mail Services
ECONOMIC/FISCAL IMPACT
lnfoSend will provide bill print and mail services beginning in fiscal year 2017-18 for a not to exceed yearly amount of $340,000 for three fiscal years, and options for two additional years. The total cost of the contract over three years will not exceed $1 ,020,000, and over five years will not exceed $1,700,000. Appropriations in future years will be requested and approved through the annual budget process.
RECOMMENDATION
That the Council (1) Approve and authorize the City Manager to execute an Agreement for the Performance of'Services with lnfoSend, Inc., for bill print and mail services, for a yearly amount of $340,000 with the amount not-to-exceed $1,020 ,000 over the three-year initial term of the Agreement, and (2) authorize the City Manager to exercise up to two (2) options to extend the Agreement for extended terms of one (1) year each, for a total not-to-exceed amount of $1,700,000, subject to annual budget appropriations.
"-¼ch~
Acting Director of Finance
~ RajeevBara Bow
City Manager
Documents Related to this Report:
1) Agreement with lnfoSend, Inc.
Certified as to Budget Form: t.{- .
'i2-87~ 40,000.00
~ ue:L , 4.gela aetsdi
Acting Director of Finance
J:\CITYMGR\AGENDA \Agen 1617\06-27-17 lnfoSend Agreement. docx EBIX Insurance No. S200002618
AGREEMENT FOR THE PERFORMANCE OF SERVICES
BY AND BETWEEN THE
CITY OF SANTA CLARA, CALIFORNIA,
AND
INFOSEND, INC.
PREAMBLE
This agreement for the performance of services ("Agreement") is by and between InfoSend , Inc. , a California corporation, with its principal place of business located at 4240 East La Palma A venue, Anaheim, California 92807 ("Contractor"), and the City of Santa Clara, California, a chartered California municipal corporation with its primary business address at 1500 Warburton Avenue, Santa Clara, California 95050 ("City"). City and Contractor may be referred to individually as a "Party" or collectively as the ''Parties" or the "Parties to this Agreement. "
RECITALS
A. City desires to secure professional services more fully described in this Agreement, at Exhibit A, entitled "Scope of Services"; and
B. Contractor represents that it, and its subcontractors, if any, have the professional qualifications, expe1tise, necessaiy licenses and desire to provide certain goods and/or required services of the quality and type which meet objectives and requirements of City; and,
C. The Parties have specified herein the terms and conditions under which such services will be provided and paid for.
The Parties agree as follows:
AGREEMENT PROVISIONS
1. EMPLOYMENT OF CONTRACTOR.
City hereby employs Contractor to perform services set forth in this Agreement. To accomplish that end, City may assign a Project Manager to personally direct the Services to be provided by Contractor and will notify Contractor in writing of City's choice. City shall pay for all such materials and services provid ed which are consistent with the terms of this Agreement.
2. SERVICES TO BE PROVIDED .
Except as specified in this Agreement, Contractor shall furnish all technical and professional services, including labor, matc1ial, equipment, transportation, supervision and expertise (collectively referred to as "Services") to satisfactorily complete the work required by City at his/her own risk and expense. Services to be provided to City arc more fully described in Exhibit A entitled "SCOPE OF SERVICES." All of the exhibits referenced in this Agreement are attached and are incorporated by this reference.
Agreement for the Perfonnanc e of Services/InfoSend, Inc.
Rev. 02/01/1 5
3. COMMENCEMENT AND COMPLETION OF SERVICES.
A. Contractor shall begin providing the services under the requirements of this Agreement upon receipt of written Notice to Proceed from City. Such notice shall be deemed to have occurred three (3) calendar days after it has been deposited in the regular United States mail. Contractor shall complete the Services within the time limits set forth in the Scope of Services or as mutually determined in writing by the Parties.
B. When City detennines that Contractor has satisfactorily completed the Services, City shall give Contractor written Notice of Final Acceptance. Upon receipt of such notice, Contractor shall not incur any further costs under this Agreement.
Contractor may request this determination of completion be made when, in its opinion, the Services have been satisfactorily completed. If so requested by the contractor, City shall make this determination within fourteen (14) days of its receipt of such request.
4. QUALIFICATIONS OF CONTRACTOR- STANDARD OF WORKMANSHIP.
Contractor represents and maintains that it has the necessary expertise in the professional calling necessa1y to perfonn services , and its duties and obligations, expressed and implied, contained herein, and City expressly relies upon Contractor's representations regarding its skills and knowledge . Contractor shall perfo1m such services and duties in conformance to and consistent with the professional standards of a specialist in the same discipline in the State of California.
The plans, designs, specifications , estimates, calculations, reports and other documents furnished under Exhibit A shall be of a quality acceptable to City. The criteria for acceptance of the work provided under this Agreement shall be a product of neat appearance , well organized, that is technically and grammatically conect, checked and having the maker and checker identified . The minimum standard of appearance, organization and content of the drawings shall be that used by City for similar projects.
5. TERM OF AGREEMENT.
Unless otherwise set forth in this Agreement or unless this paragraph is subsequently modified by a written amendment to this Agreement, the term of this Agreement shall begin on the Effective Date of this Agreement and terminate on June 30, 2020, subject to two optional one-year renewals.
6. MONITORING OF SERVICES.
City may monitor the Services performed under this Agreement to determine whether Contractor's operation conforms to City policy and to the terms of this Agreement. City may also monitor the Services to be performed to determine whether financial operations are conducted in accord with applicable City, county, state, and federal requirements. If any action of Contractor constitutes a breach, City may terminate this Agreement pursuant to the provisions described herein.
Agreement for the Perfonnance of Services/InfoSend, Inc.
Rev. 02/01/15
7. WARRANTY.
Contractor expressly warrants that all materials and services covered by this Agreement shall be fit for the purpose intended, shall be free from defect, and shall conform to the specifications, requirements , and instructions upon which this Agreement is based.
Contractor agrees to promptly replace or conect any incomplete, inaccurate, or defective Services at no further cost to City when defects are due to the negligence, errors or omissions of Contractor. If Contractor fails to promptly correct or replace materials or services, City may make corrections or replace materials or services and charge Contractor for the cost incurred by City.
8. PERFORMANCE OF SERVICES.
Contractor shall perform all requested services in an efficient and expeditious manner and shall work closely with and be guided by City. Contractor shall be as fully responsible to City for the acts and omissions of its subcontractors, and of persons either directly or indirectly employed by them , as Contractor is for the acts and omissions of persons directly employed by it. Contractor will perform all Services in a safe manner and in accordance with all federal , state and local operation and safety regulations .
9. BUSINESS TAX LICENSE REQUIRED.
Contractor must comply with Santa Clara City Code section 3.40.060, as that section may be amended from time to time or renumbered, which requires that any person who transacts or carries on any business in the City of Santa Clara pay business license tax to the City. A business tax certificate may be obtained by completing the Business Tax Affidavit Fonn and paying the applicabl e fee at the Santa Clara City Hall Municipal Services Division.
10. RESPONSIBILITY OF CONTRACTOR.
Contractor shall be responsible for the professional quality, technical accuracy and coordination of the Services furnished by it under this Agreement. Neither City's review, acceptance, nor payments for any of the Services required under this Agreement shall be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement and Contractor shall be and remain liable to City in accordance with applicable law for all dama ges to City caused by Contractor negligent performance of any of the Services furnished under this Agreement.
Any acceptance by City of plans, specifications , construction contract documents , reports, diagrams, maps and other material prepared by Contractor shall not in any respect absolve Contractor from the responsibility Contractor has in accordance with customary standards of good professional practice in compliance with applicable federal, state, county, and/or municipal laws, ordinances, regulations, rules and orders.
11. COMPENSATION AND PAYMENT.
In consideration for Contractor 's complete performance of Services, City shall pay Contractor for all materials provided and services rendere d by Contractor at the rate per Agreement for the Performance of Services /Info Send, Inc.
Rev . 02/01/15
hour for labor and cost per unit for materials as outlined in Exhibit B, entitled "SCHEDULE OF FEES."
Contractor will bill City on a monthly basis for Services provided by Contractor during the preceding month, subject to verification by City. City will pay Contractor within thirty (30) days of City's receipt of invoice.
12. TERMINATION OF AGREEMENT.
Either Party may terminate this Agreement without cause by giving the other Party written notice ("Notice of Tennination") which clearly expresses that Party's intent to terminate the Agreement. Notice of Tetmination shall become effective no less than thirty (30) calendar days after a Party receives such notice. After either Party terminates the Agreement, Contractor shall discontinue further services as of the effective date of tem1ination, and City shall pay Contractor for all Services satisfactorily perfonned up to such date.
13. NO ASSIGNMENT OR SUBCONTRACTING OF AGREEMENT.
City and Contractor bind themselves, their successors and assigns to all covenants of this Agreement. This Agreement shall not be assigned or transferred without the prior written approval of City. Contractor shall not hire subcontractors without express written permission from City.
14. NO THIRD PARTY BENEFICIARY.
This Agreement shall not be construed to be an agreement for the benefit of any third party or parties and no third party or parties shall have any claim or right of action under this Agreement for any cause whatsoever.
15. INDEPENDENT CONTRACTOR.
Contractor and all person(s) employed by or contracted with Contractor to furnish labor and/or materials under this Agreement are independent contractors and do not act as agent(s) or employee(s ) of City. Contractor has full rights , however , to manage its employees in their perfo1mance of Services under this Agreement. Contractor is not authorized to bind City to any contracts or other obligations .
16. NO PLEDGING OF CITY'S CREDIT.
Under no circumstances shall Contractor have the authority or power to pledge the credit of City or incur any obligation in the name of City. Contractor shall save and hold harmless the City, its City Council, its officers, employees, boards and commissions for expenses arising out of any unauthorized pledges of City's credit by Contractor under this Agreement.
Agreement for the Perfonnance of Se1vices/InfoSend, Inc.
Rev. 02/0 1/15
17. CONFIDENTIALITY OF MATERIAL.
All ideas, memoranda, specifications, plans, manufacturing procedures, data, drawings, descriptions, documents, discussions or other info1mation developed or received by or for Contractor and all other written information submitted to Contractor in connection with the performance of this Agreement shall be held confidential by Contractor and shall not, without the prior written consent of City, be used for any purposes other than the performance of the Services nor be disclosed to an entity not connected with performance of the Services. Nothing furnished to Contractor which is otherwise known to Contractor or becomes generally known to the related indushy shall be deemed confidential.
18. USE OF CITY NAME OR EMBLEM.
Contractor shall not use City's name, insignia, or emblem, or distribute any information related to services under this Agreement in any magazine, trade paper, newspaper or other medium without express written consent of City.
19. OWNERSHIP OF MATERIAL.
All material, including infotmation developed on computer(s) , which shall include, but not be limited to, data, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports and other material developed, collected, prepared or caused to be prepared under this Agreement shall be the property of City but Contractor may retain and use copies thereof.
City shall not be linuted in any way or at any time in its use of said material. However , Contractor shall not be responsible for damages resulting from the use of said material for work other than Project, including, but not limited to, the release of this material to third patties.
20. RIGHT OF CITY TO INSPECT RECORDS OF CONTRACTOR.
City, through its authorized employees, representatives or agents shall have the right during the term of this Agreement and for three (3) years from the date of final payment for goods or services provided under this Agreement, to audit the books and records of Contractor for the purpose of verifying any and all charges made by Contractor in connection with Contractor compensation under this Agreement, including termination of Contractor. Contractor agrees to maintain sufficient books and records in accordance with generally accepted accounting principles to establish the correctness of all charges submitted to City. Any expenses not so recorded shall be disallowed by City.
Contractor shall submit to City any and all reports concerning its performance under this Agreement that may be requested by City in writing. Contractor agrees to assist City in meeting City's reporting requirements to the State and other agencies with respect to Contractor's Services hereunder.
Agreement for the Perfonnance of Services/Info Send, Inc.
Rev. 02/01/15
21. CORRECTION OF SERVICES.
Contractor agrees to correct any incomplete , inaccurate or defective Services at no further costs to City, when such defects are due to the negligence, errors or omissions of Contractor.
22. FAIR EMPLOYMENT.
Contractor shall not discriminate against any employee or applicant for employment because ofrace, color, creed, national origin, gender , sexual orientation, age, disability , religion, ethnic background, or marital status, in violation of state or federal law.
23. HOLD HARMLESS/INDEMNIFICATION.
To the extent permitted by law, Contractor agrees to protect, defend, hold harmless and indemnify City, its City Council, commissions, officers, employees , volunteers and agents from and against any claim, injury, liability, loss, cost, and/or expense or damage, including all costs and reasonable attorney's fees in providing a defense to any claim arising therefrom, for which City shall become liable arising from Contractor's negligent , reckless or wrongful acts, errors, or omissions with respect to or in any way connected with the Services performed by Contractor pursuant to this Agreement.
24. INSURANCE REQUIREMENTS.
During the term of this Agreement, and for any time period set forth in Exhibit C, Contractor shall provide and maintain in full force and effect, at no cost to City insurance policies with respect to employees and vehicles assigned to the Performance of Services under this Agreement with coverage amounts, required endorsements, certificates of insurance , and coverage verifications as defined in Exhibit C.
25. AMENDMENTS.
This Agreement may be amended only with the written consent of both Parties.
26. INTEGRATED DOCUMENT.
This Agreement represents the entire agreement between City and Contractor. No other understanding, agreements, conversations, or otherwise, with any representative of City prior to execution of this Agreement shall affect or modify any of the tenns or obligations of this Agreement. Any verbal agreement shall be considered unofficial information and is not binding upon City.
27. SEVERABILITY CLAUSE.
In case any one or more of the provisions in this Agreement shall, for any reason , be held invalid , illegal or unenforceable in any respect, it shall not affect the validity of the other provisions , which shall remain in full force and effect.
Agreement for the Performance of Services/InfoSend , Inc.
Rev. 02/01/15
28. WAIVER.
Contractor agrees that waiver by City of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement.
29. NOTICES.
All notices to the Parties shall, unless otherwise requested in writing, be sent to City addressed as follows:
City of Santa Clara
Attention: Finance Department
1500 Warburton Avenue
Santa Clara, California 95050
or by facsimile at (408) 241-1543
And to Contractor addressed as follows:
Name:
Address:
InfoSend, Inc.
4240 East La Palma Avenue
Anaheim , California 92807
or by facsimile at (714) 993-1306
If notice is sent via facsimile, a signed, hard copy of the material shall also be mailed.
The workday the facsimile was sent shall control the date notice was deemed given if there is a facsimile machine generated document on the date of transmission. A facsimile transmitted after 1 :00 p.m. on a Friday shall be deemed to have been transmitted on the following Monday.
30. CAPTIONS.
The captions of the various sections, paragraphs and subparagraphs of this Agreement are for convenience only and shall not be considered or referred to in resolving questions of interpretation.
31. LAW GOVERNING CONTRACT AND VENUE.
This Agreement shall be governed and construed in accordance with the statutes and laws of the State of California. The venue of any suit filed by either Party shall be vested in the state courts of the County of Santa Clara, or if appropriate, in the United States Disttict Court, Northern District of California, San Jose, California.
32. DISPUTE RESOLUTION.
A. Unless otherwise mutually agreed to by the Parties, any controversies between Contractor and City regarding the construction or application of this Agreement, and claims arising out of this Agreement or its breach , shall be submitted to mediation within thirty (30) days of the written request of one Party after the service of that request on the other Party.
Agreement for the Perfonnance of Services/lnfoSend, Inc.
Rev. 02/01/15
B. The Parties may agree on one mediator. If they cannot agree on one mediator , the Party demanding mediation shall request the Superior Court of Santa Clara County to appoint a mediator. The mediation meeting shall not exceed one day (eight (8) hours). The Parties may agree to extend the time allowed for mediation under this Agreement.
C. The costs of mediation shall be borne by the Parties equally.
D. For any contract dispute, mediation under this section is a condition precedent to filing an action in any court. In the event of mediation which arises out of any dispute related to this Agreement, the Parties shall each pay their respective attorney ' s fees, expert witness costs and cost of suit through mediation only. In the event of litigation, the prevailing Party shall recover its reasonable costs of suit, expert's fees, and attorney 's fees. If mediation does not resolve the dispute , the Parties agree that the matt er shall be litigated in a court oflaw, and not subject to the arbitration provisions of the Public Contracts Code.
33. COMPLIANCE WITH ETHICAL STANDARDS.
Contractor shall:
A. Read Exhibit D, entitled "ETHICAL STANDARDS FOR CONTRACTORS
SEEKING TO ENTER INTO AN AGREEMENT WITH THE CITY OF SANT A CLARA , CALIFORNIA"; and,
B. Execute Exhibit E, entitled "AFFIDAVIT OF COMPLIANCE WITH ETHICAL STANDARDS."
34. AFFORDABLE CARE ACT OBLIGATIONS
To the extent Contractor is obli gated to provide health insuranc e coverage to its employees pursuant to the Affordable Care Act ("Act") and/or any other similar federal or state law , Contractor warrants that it is meeting its obligations under the Act and will fully indemnify and hold harmless City for any penaltie s, fines , adverse rulings, or tax payments associated with Contractor 's responsibilities under the Act.
35. RESERVED.
36. CONFLICT OF INTERESTS.
This Agreement does not preven t either Party from entering into similar agreement s with other parti es. To prevent a conflict of interest, Contractor certifies that to the best of its knowledge , no City officer, employee or authori zed representa tive has any financial interest in the business of Contractor and that no person associated with Contractor has any interest, direct or indirect, which could conflict with the faithful performance of this Agreement. Contractor is familiar with the provisions of California Government Code Agreement for the Performance of Services/InfoSend, Inc.
Rev. 02/01/15
Section 87100 and following, and certifies that it does not know of any facts which would violate these code provisions. Contractor will advise City if a conflict arises.
37. PROGRESS SCHEDULE.
The Progress Schedule will be as set forth in the attached Exhibit F, entitled "MILESTONE SCHEDULE" if applicable.
(Signatures follow on page 10)
Agreement for the Perfonnance of Services/Info Send, Inc.
Rev. 02/01/15
This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but both of which shall constitute one and the same instrument; and, the Parties agree that signatures on this Agreement, including those transmitted by facsimile, shall be sufficient to bind the Parties.
The Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following signatures of their duly authorized representatives. The Effective Date is the date that the final signatory executes the Agreement. It is the intent of the Parties that this Agreement shall become operative on the Effective Date.
CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation
APPROVED AS TO FORM:
BRIAN DOYLE
Interim City Attorney
ATTEST:
ROD DIRIDON, JR.
City Clerk
"CITY"
Dated: -----------
RAJEEV BATRA
City Manager
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771
INFOSEND, INC.
a corporation
Name: Russ Rezai
Title: President
Local Address: 4 240 East La Palma A venue
Anaheim , California 92807
Email Address: russ.r@infosend .com
Telephone: (800) 955-9331
Fax: (714) 993-1306
"CONTRACTOR"
Agreement for the Perfonnance of Services/lnfoSend, Inc.
Rev. 02/01/15
Page l0ofl0
AGREEMENT FOR THE PERFORMANCE OF SERVICES
BY AND BETWEEN THE
CITY OF SANT A CLARA, CALIFORNIA,
AND
INFOSEND, INC.
EXIDBIT A
SCOPE OF SERVICES
The Services to be performed for the City by the Contractor under this Agreement are more fully described in the Contractor's proposal entitled, "Statement of Work Prepared for The City of Santa Clara" dated April 26, 2017, which is attached to this Exhibit A.
Agreement with lnfoSend, lnc./Scope of Services/Exhibit A Rev. 02/0 1/15
~ infos n
•
Bil!Print. ij6illu. Oeln 01-.itJ
Statement of Work
Prepared for The City of Santa Clara
04/26/2017
Confidentia l and Proprietary - for Client o r Part ner use Only Agreement with Info Send, Inc./Scope of Services/Exhibit A Rev. 02/01/15
USG SC SE = SE SZE SZE SZE SC SZE SZE sac SZE DC DEC SZE z;ac zza SC USG Time and Materials:
City of Santa Clara
Oty of Santa aara llills Implementation
Katrina Bates
60,000 bills/mont h, printed daily
54:hedule of btes:
The cost of this project will be administered per the charges specified in the table below. Olarges are based on the inform.rtion provided at the time this SOW was drafted. O,a.nges made to project require,ments alter this SOW is approvect bay result in additional d1arges being incurrect.
De.smplion ;;:::;: CMt fatimat~
P.vment Terms:
Client will be invoiced for the billable charges in this SOW upon completion of the requ ireml!l'lts contained he,rein.
11 Page, StatemEnt o f Wor~
Agreement with InfoSend, Inc./Scope of Services/Exhibit A Rev. 02/01/15
SC sac ace SC szzc SZZE SZZE SZE SZE SZE sac SC SC SZE SSC SZ DE- G£!G - I Statement of Work:
Assumptions :
1- General :
a. lnfoSend will provide Data proce55i:ng, Print and Mail servilCl!sforthe City of Santa Clara. b. During the initial implementation, lnfoSend will design a single data processing application to hand le the regu lar, delinquent, closing and shutoff noti ces/b ills for the City. This program now also runs the Monthly Net Metering bills. c. lnfoSend developed a separate applicati<m which is 11Sed to process the Annua l Net Metering Bills.
d. lnfoSend is currently working with the City on developing the fol lowing applications :
i Under the billing statements application: Closed Account Letter, 48 Hour Not ices, 0-edit Card 60 Day Ellpiry Notice, C.-edit Card Expiry Notice ii Under a new application for Susiness Tax Licenses: Cenifiates , Renewal forms (Fim, Delinquent , and Final), Salance Due Lene.-, Missing Information Letter
2. Mock-ups:
a. lhe City will be maintaining their current b ill design, but may opt at a later elate a to change/revise the bill layout.
b. If the City chooses tD reclesign, lnfoSend will worx to create a new docu ment which communicates all ralevant information to their customers while also taking adltantage of the latest advances in fu ll colortr.ansactional print ing tedmology . This may indude adding color to the graphs and trand lines, increasing use of graphics and visual rues foc data prese ntation, a nd/o.- using colo.-to highlight key informati on on the documents. c. lnfoSend will develop a data processi ng appkation to process City bills.
3. T~ Files to be used for Data Processing:
a. lnfoSend is currently providing Data Process ing, Printing, and Mailing Services for 2 applications for the City.
i Statements : this application cove rs all regu la.-b illing statements, .-egular Net Metering bills, past due bills, shut-off notices, etc. .. ii. NEP Bills: this application covers the Annual Net Metering Bills
4. Materials and printing requirements
a. All docum ents will be duple x printed using full color inkjet technol ogy on white a.s•x11 • 24#paper.
b. A horizonta l perfora tion creating a 2" remittance stub is applied dynamical ly at the bottom of the sheet.
c. 1he City i:s using custom #10 outgoing envelopes.
i lnfoSend has established a process to coordinate a production and use of new custom outgoing envelope each month.
d. Th1! City ls using a custom #9 remit envelope.
2 I Pa:;,;; Srate mEnt or Wcr~
Agreement with JnfoSend, Inc./Scope of Services/Exhibit A Rev. 02/01/15
5, Handlini:: lnstruaions
a. Bills will be folded using standard C-fold and inserted into outgoini:: envelope ensurini::
that customer addresses are visible through envelope window. b. Bills with bad addresses will be separated from the batch of bills illld mailed to the City for review.
c. Househo lding - lnfoSend will group bil~ with the same recipient name and address in one envelope
d. Selective #9 Inserting - [nfoSend will suppress the remittance ecnvelope for bills that have a zero balance, credit balance or are flaggl!d for Automatic Payment in the data e . Selective inserting: lnfoSend has implemented the capabirrty for the Clty to tari::et inseru selectively to different i::roups of customers.
i. Current options indude excfudini:: inserts from commercial, industria l, or closing accounts. Should the City havec additiona l requirements in this area, lnfoSend can implement selective criteria to meet the City's needs . f_ lnfoSend understands that the City may have a ma:<imllm of 5 inserts included with any billing. Should more than 5 inserts be required, lnfoSend wil I worfc with thee City to develop a solution to handle additiona.l inserts.
6. Wod!flow:
a. The City will send data fifes for processing, printing and maifini:: each weekday. b. Data fifes are transmitted vra SFTP.
c. fnfoSend and the City wm decide upon a naming com1ention for data files prior to the go-five date, will be used by lnfoSend's automated file transfer program to ~gnize a nd route said files to the correct processing application, at whic:h tima a 'Fife Transfe r Acknowledgment' email will be sent to specified raam member.. within the City. d. The C-rty has elected not to apprC111e sampla files for the Statements program. F~es will be released for printini:: and mailing upon completion of data processing. e. Upon col1\J}letion of the data processing, lnfoSend will provide back to the City copies of all ooruments which wecre processed using our Final Doc Transfer product. i. Toe PDF dot\J ments: are provided to the City in a Zip file . PDFs in the z.ip rne wiO be named with a convention which is approved by the City. ii lnfoSend will also send an index file which wil I be used to help identify the records in the np fil!!c.
f_ Aftecr processing the job will be printed and staged for the production proces s. g_ After printing, the job will move through the Quality Contro l and Mailing Operations departments:, and finally released to the USPS for mailing h. For next day mailing, data must be sent to lnfoSecnd by 6pm. When possible, lnfoSend will mail all batdles tfte nert business day, even those received after 6PM. i. Upon completion, a Process Confirmation Report containing details of the mailed batch will be ecma~ed to specified use1>.
3 I Pag,; State m,;nt o r \~/or~
Agreement with Info Send, lnc./Scop e of Services/Exh ibit A Rev. 02/01/15
7. Spemicatioru. for Data Processing:
a_ Bills will be printed with two custom 15-months bar graphs, proceeding oldest to newe!it starting from the left border moving to the right. i_ In cases whera only one service (ie. water or power I is reflected on th" bill, lnfoSend will only print a single mnsumption graph_
b. Conditiona l programming will be done to copy tbe display of information as provided in the document lnv_Exampl.,_V04.pdf _ Customer information for different rustomer types/groups will be displayed acrorcling to the rules containe-d in BP _Req_v02r01.xls. c. All charces to be printed on the-biUs will be pulled directly from the data file and will not require calculations..
8. Additional Services :
a. lnfoSend has provided information to the client on the following optiona l services which can be implemented, pending confirmation/approva l from the City of Santa Oara. The final list of additional services
;_ Print Image Archiving
ii_ USPS Move Update Service
iii. Exception Processing
iv_ Message Manager
9. Oient Management Servii:es:
a. The services listed below aI"E! included as part of your data processing, print and mai I support:
i. 800 Toll Free Telephone support: jBOO) SSS-9330
ii. Scheduled assistance for project implementations &. other special projects [there may be biflable professional services hours dep.,nding on scope of workl - iii. Technical Troubleshooting & Issue Resolution
iv. Free electronic access 24 x 7 with the fo llowing onfine henefits:
1_ Log, track, & dose support requests
2. View and updat" support requests
3. Access published documentation
4. Access available downloads
5. Download reports
6. View Job Tracking statistics
7. Download sample filei in PDF format
b. Help Desk Hours:
i. Standard hoursofsupportara from 8:00 a.m. PST to 5:00 p.m. PST, Monday to Friday, excluding. designated statutoty holidays. Support hours may vary by spedficproduc.t line_ Weekend assistance is available and must be scheduled in ad\filnce aoo in most cases is b~lable_
41 Page State mt:nt of ~Nc--r~
Agreement with InfoSend, Inc ./Scope of Services/Exhibit A Rev. 02/01/15
c. Call Process
i. All issues or questions reported to support can be tradced via an online support ticket. Account Manager.; can provide support vi.a telephone, email, or via the online support tid<et tool that is located by logging into www .infosend.com.
1. Each call is handled with personal support. Oient will receive support from its dedicated Account Manager. If that person is not available call wUI be handled by another cross trained Account Manager or Senior Account Manager. This representative will be your liaison through the support process, giving you a single point of contact for isS1Je resolution.
2. Each support request logged using the online support tool gets a unique ID and can be viewed by either party. Both Client and Consultant can filter by open and dosed support requests.
3. Our raff will coordi nate with our programming, production, and data processini:: departments to ensure that quality issues an! resolved quickly and comp letely the first time. All necessary modtfications are thoroughly tested before being applied to your applications to make sure that the final product meets your qualfty expectations.
4. Once an issue has been resolved, you will be notified of the solution, and allowed to review a new set of samples to approve any changes. Extra atten tion is paid to the new job throughout our production, quality control, a.nd mailing process . When all parties cortlirm that the job is meeting qua lity expectations through every step in the process, we will approve and release the µib for completion.
ci. Escalation Process
i. In the event that tfle Account Man ager has been unable ta provide a permanent or a mutually acceptable temporary resolution within timeframes that the Client feels are reasonable the issue can be escalated to the Client Service Director. An interna l escalation process filter.; high-priority is.sues to the COO. Contact details for the Client Services Director are provided below:
1. Client Services Director: Jo.sue Martinez, 714-993-2690, xt. 289, [email protected]
2. .£22: Matt Schmidt, 714-993-2690, xt 238, [email protected] Olange Management Proc;ess,
5 I Page Statem s nt of 'Nor~
Agreement with Info Send, Jnc./Scope of Service s/Exhibit A Rev. 02/01/15
lmring1he initial imp lementation phase, changes will be mmmunicatecl to your lnfoSeoo Account Manager by email, ptione, lnfoSend 's online 'Contact Support' tool, or 5ome combination of tllese. Your Account Manager will manage am, dlanges to the application with interna l lnfoSend departmE!nts, aoo wil I also trad changes in a Microsoft Excel spreadsheet to be made available to City employees upon request . Any change wtiidl substantively manges ttle .scope of this project w~I be r-e11iewed aoo agreed upon by the Client and lnfoSeoo management. Change-s to the sCQpe of the project after approva l of this SOW may inrur additional professional services fees.
Future dtanges made to ttle design of the data processing application, the outputs from tflis application (included but not limited to the bills tnemselves or any anci llary re-ports created by ln~nd), or-the requiremE!ilts contained nerein, are deemed to be outside the scope of tnis document. Such manges may be communicated to the C'rty's desicnated lnfoSend Account Manager or another qualified member of lnfoSend's Oient Services team. If deemed necessary, lnfoSend will create a quote for ana lysis, design, and programming time to complete the request at the agreed-upon hourly rate for s001 serv ices as specified in the master agreement.
Professillt\ill Services Agreement:
Terms and conditions will abide by the stand ing contract between lnfoSend and the Client.
Acceptance and Approval:
6 I Page Statement ofWo rl
Agreement with InfoSend, Inc./Scope of Services/Exhibit A Rev. 02/01/15
This SOW is based Dnthe infonnation as gi...en to lnfoSend as of the date of approval. The number Df professional services hours and completion deadlines required to complete the project may change if any of the following occur after approval of the SOW:
1. The project requirements change.
2. The file format chan,ges lit applicable I
3. lnfoSend requi.-es informatir:>n abr:>ut or to complete the project which the Client is uBable tr:> provide .
Approval of this SOW cr:>nflfflls thattf1e informatio .n contained i.s accurate and authorizes lnfoSend to begin and complete the implementation project in accordance with this SOW. Changes to the project whidl require changes to this SOW may result in additioBal professioBal services charges being incurred.
Client (Full Name}
Title
Signature
Date
71 Page Sta1em..,nt ofWor~
Agreement with lnfoSend, lnc./Scop e of Services/Exhibit A Rev. 02/01/15
AGREEMENT FOR THE PERFORMANCE OF SERVICES
BY AND BETWEEN THE
CITY OF SANT A CLARA, CALIFORNIA,
AND
INFOSEND, INC.
EXHIBITB
FEE SCHEDULE
Consultant shall provide a schedule of rates and fees which includes all billing amounts and costs as follows (if applicable), such as :
The estimated annual cost for services is three hundred forty thousand dollars ($340,000).
In no event shall the amount billed to City by Contractor for services under this Agreement exceed one million seven hundred thousand dollars ($1,700,000) for the three-year contract te1m and two optional one-year renewal periods, subject to budget appropriations.
Agreement with InfoSend, Inc./Fee Schedule /Exhibit B
Rev. 02/01/15
~
infos
is appreciat ive for the opportun lly to present lhi&
Pricing Recap for:
Proposal Provided By:
Glen E'lerroad
Go-~ernment Solutions
glen.e@lnfosend .c.om
Toll Free: 800.955.9330
Mobile: 949 .874.4786
May 26, 2017
Agreement with InfoSend, Inc./Fee Schedule/Exhibit B
Rev. 02/01/15
Jerry Flnrie9an
District Sales Manager
[email protected]
Toll Freo: 800.955.9330
Mobile: 7 14.600.3069
Pricing: BIIIPrlnt and Mall Service
lnfo Send's Fen - Print and Mall S&rvlco: Esilmatod volume = 60,000 Bflls Per Month (The lndlvldWll prices i;hown ln Che labole l>sbw apply only to the turnkey Bll! Prlnt ancl MaR service , some Items can go up In price II sold separately)
Serv lcas
BIii and Notice Data $0.0191 per Per page. lnclude:s address velklaBon and prasortlng. Black Proces11lng and prinUng - pleoa simplex prinUng onto a pte-pti:nl.ed form. (50,000 11er month)
Corn,11pond1111ce and $0.0018 pe,r Per page. Includes address val'ldallon encl prasortlng. Slack St;atemerrt P~alng piece slmplaJC pnnUng onlo a pre-pti:nlad ronn.
Bild lJrlnting (3000 1J8r
month) Discount : This fee Is raduced by $0.010 per page if you use the Express PDF lmplemenlaUon.
Mall PrBp (63,DOD per $0.027 1 per Per page. Bill ls (Olded and in:serlBd (along w ith !he rahJm etlvelope month) piece if !here I& om1) and dellvered lo Iha post ol'fice wl!hln 1 business c;lay.
lnHrt Proce111lng and $0.015 per Th[$ prfcing was i;;peclflc ID your sample "Mission City Scenes Printing (300,000 par piece Insert· we ware referred lo es your reference. This Is a larger Insert month) and account$ for a s.lgnlflcanl portion of Iha insert page vOI ume indicated.
Machin& lnaertfng of $0.005Per Same ooet appUes ror inserting lnfoSBnd-printsd lnserls and Cf1y- lniJerta Into blD n.'ICl<a-11 Pfece nrovlded in,;etts.
Mall Dell\tery to U$PS $0.00 No matl dellve;y fees
(63,000 Der month)
Poatage (63,000 malllng11 Pas&- Lowest pos:sfble p05lage wm be BIJ'plled based on your bllUng me IJ&rmonthj Through end CASS encl pre-sort rBS1.Jl!s. At lhe present Ume $0.35 Is the lowest possib le rate - II 111 the Flf'!jl Clas$ 5-Dlglt pre-sort&ct rsle otferad by the USPS. l-lfgher postage ratss apply for mall places that: welgh more lhari 2 at, are addressed to a lbrelgn address (you have 1h& opllon of i;uppr esslng these), or conlaln an um1ellverab1e address.
Materials Prici ng
Paper Stock for Blfls $0.013 Per page. Custom Fann up to 3 oolor prlnllng on 24# paper wllh a Bild NoU0011 (60,DOD per petforetiQn . The bill stoci>: uses nmmal paper , you ca.n use rBC'Jcie,d month) stock ror an acld!Uonal $0.004 per shoot
Paper Stock for $0.0 13 24# pound paper. T he bUI slock Uses nonnal pape r, you can U5'8 t;(IITilc&pondence (3,000 recyc led stock far an acfd!Monal $0.00.f pBl shes l PIN' month!
Enve lopea
~
Enve lope1> u,;e sustalnably Cogged paper , whlc.h Is lhe equlvalen l or s-uperior lo recycled pape r as thera are no chemicals used In Iha recycitng process . Ir you wish to us.a recycled con!enl envefopes add S0.004 to Iha price or eadi erwalope..
Par RFP Spec Custom $0.019 Cost lo recreate the current outgot:ng erive [ope:
110 Outgoing Envelope
(60,00D per month) Price is for B-monlh ordera Ill a Ume or CUSI0m single window envelopa wllh 1 ooror Ink being printed on 1he front , back and Inside or the envelope . Price can go down or up as req:ulrements change D4I' order ouanUtles chenae.
2 Agreement with InfoS end, Inc ./Fee Schedule /Exhibit B Rev. 02/01/15
Pagd of5
Pa~ RFP Spec custom $0.013 Cost lo rei;raate thi;, c;urrent return etl\lelope:
n Return Enllelope
(&O,OOD per month) Price h, for 12-monlh orders al a llme cf cu,;lom envelope 'Hilh 1 color Ink being printed on the front of the envelope . Prli;e can go up ,or dovim as requlrsments chan11e or ocder QuanUUes chan11e.
Allemiltlve- Slahdani $0.013 Per lnfC>Send sUmdard double wlndQyy outgoing envelope with 1110 Outgoing Eri\relopit &BC1,1Mty tlnl and plai,llc Him prolecUng the windows (with !his opUon Ille mail ing addr9$S and reltlm address era prfnled on the bill).
AltemaUve- Standard H $0.012 Per lnfoSend standard single window one color printing on lhe Relum Envelope front, beck and Inside of llie 2211> paper 611'.lck retum envelope Wllh security Unland plastic ftlni prolecting the windows,{wlth lhh, optioo lhe ma]I~ address is pnnled on the remfttancs stub). These envelopes use suslalnebly logged paper.
O ther Servlcn
Help Desk Support (coal $0.00 Them are no help des-I\ oosls . oe-t month!
Pmmalonal Sei'Vfcn $150.00 A Stetement o f Wolil wl □ l>e prov ided for B\18ry change raquesl !hOurlv r'Blal sffetGo Uva.
Optional Senllcea
Electron:lc Addre11& $0.003 Per mall pi!!(lll cost to proeess mallllig addresses ostng Iha Updates - NCOALlnk or NaU0nal Change or Address (NCOA) dalabese. BTils BfB marred to ACS the new address.
Document Imaging $0.0D5 This Is the cost lo Image tha documents for onllne slor$ge . lmeges (63,000 per monlh) are transferred to lnfoSllflcf'S Prlnt Image Arohlvlng web appllcaBoo (storage cosls on IJne below). Tuey are al50 sloR!d on up to 1 CD {Final Doc CO product) per month and shipped LC> the Clfy tor Ieng- term archiving (no edra cost for the CD}. Addrtfonl;llly they can be transferred lo the City's nelwDlk el no addlUonal cost (FlnalDoc Transfer service) .
Optiona l Duplex fee $0.005 Upgrade to full color prlnted on both sides, base price of bll mctu des 4 colors front (full color) a oo 1 color back. This upgrade will make full color-duplex print
Document Stnrag1t $0.0025 This is the cost lo store the tmeges onlfne for 24 months from Ilia (53,DOD per month) mel1 dale. Images can be stored onflne for 48 monlhs for $0.01 per Image, and for SO months for $0.0125 per lmege.
Document Acces11 $0.00 Na oost for document access
(453,000 Image■ per
month)
Mall Merge Coal Is a ltllsl or $0.13 per place lo perfo11TI e mall merge end print (prtce per place) and mell 1 page docume nls that are formatted lo use tnfC>Send's standard double window oulgo!ng envelope and stancard single wlndow return envelope . Prtoe assumes melllng wlll have et l east 20,000 edd.rt!SSes. No setup fee. Sublra(:t $0.013 from mal8'rle1s oost if no relilm envelope ls requ.lred.
BBllgT.aU En11alcpe11 $0.077 per Prloll ror 1-month orders or BengTaD' envelopes . Prloe goes down place if larger orders are placed.
3 Agreement with lnfoSend, lnc./Fee Sched ule/Exhibit B Rev. 02/01/15
"Houa.e Holding" + See No cost to provide lh.is service if the pages m rn Iha regula r ou1gCl'ing grouping multiple DescripNon enve lope . If lhere are loo many pages grouped together to lit in the &talements with the s.ame . regular outgoing envelope lhen they are inserted by he nd into a flat mailing address together en.velopQ and a S0.25 labor surcharge applies and lhe cost or the In the ,s.ame outgo ing flat fl1welope is $0.16. Using hoose holding saves the City money envelope. beca use ii reduces postage costs.
Postage Deposit
lrtfoSend pu~chases lha p06tage needed to mail e rrant documemts on Iha day of nil.ailing. The postage charges ere late r invoiced l.o Client based on lhe Cllenrs paymen t terTriS. lnfOSend requires Cl'ient lo submi t a poslege deposi1 prior lo Uhe rirst rrtai6ng lo racilnate the paymen t tenns. Thia am.ounl will remain in deposit for lhe duration of the Agreement Upon Agreemenl expiratio n or term ination Cltertf must pay in run any ootslandmg uwoices froon I nfOSend for payables created under this Agreeme nt; the pOS-fage deposit ....-ill be refun ded ....-ithm fifteen (15} days of Iha date Iha! Ilia last open invoice is paid.
The postage deposil is subject to an annual review and may be adjusted to account for changes lO C lienl average maiUng vol ume or changes lo USPS postage rates " There will be no more lhen Ol!ll! edjustmenl requested per year, if at Eill.
The postage deposil am oont is calculated by mulll~lylng lhe e-sfunated number mail pieces per month by the current 5-Dlgif pre-sorted first clas.s pDStage rate. The poslaga dapos i1 amount due for yoor accou n.t is:
P .O. a mount •On a<:COunt: $22.ll80.00
TerTris: Nel3D
Agreement with TnfoSend, Tnc./Fee Schedule/Exh ibit B
Rev. 02/01/15
4
AGREEMENT FOR THE PERFORMANCE OF SERVICES
BY AND BETWEEN THE
CITY OF SANT A CLARA, CALIFORNIA,
AND
INFOSEND, INC.
EXHIBITC
INSURANCE REQUIREMENTS
Without limiting the Contractor's indemnification of the City, and prior to commencing any of the Services required under this Agreement , the Contractor shall provide and maintain in full force and effect, at its sole cost and expense, the following insurance policies with at least the indicated coverages, provisions and endorsements :
A. COMMERCIAL GENERAL LIABILITY INSURANCE
1. Commercial General Liability Insurance policy which provides coverage at least as broad as Insurance Services Office form CG 00 01. Policy limits are subject to review, but shall in no event be less than, the following:
$1,000,000 Each Occurrence
$2,000,000 General Aggregate
$2,000,000 Products/Completed Operations Aggregate
$1,000,000 Personal Injury
2. Exact structure and layering of the coverage shall be left to the discretion of Contractor; however, any excess or umbrella policies used to meet the required limits shall be at least as broad as the underlying coverage and shall otherwise follow form.
3. The following provisions shall apply to the Commercial Liability policy as well as any umbrella policy maintained by the Contractor to comply with the insurance requirements of this Agreement:
a. Coverage shall be on a "pay on behalf' basis with defense costs payable in addition to policy limits;
b. There shall be no cross liability exclusion which precludes coverage for claims or suits by one insured against another; and
c. Coverage shall apply separately to each insured against whom a claim is made or a suit is brought, except with respect to the limits of liability .
Agreement with InfoSend, Inc./lnsurance Requirements/Exhibit C Rev. 02/01/15
B. BUSINESS AUTOMOBILE LIABILITY INSURANCE
Business automobile liability insurance policy which provides coverage at least as broad as ISO fonn CA 00 01 with policy limits a minimum limit of not less than one million dollars ($1,000,000) each accident using , or providing coverage at least as broad as, Insurance Services Office form CA 00 01. Liability coverage shall apply to all owned, non-owned and hired autos.
In the event that the Work being performed under this Agreement involves transporting of hazardous or regulated substances , hazardous or regulated wastes and/or hazardous or regulated materials, Contractor and/or its subcontractors involved in such activities shall provide coverage with a limit of two million dollars ($2,000,000) per accident covering transportation of such materials by the addition to the Business Auto Coverage Policy of Environmental Impairment Endorsement MCS90 or Insurance Services Office endorsement form CA 99 48, which amends the pollution exclusion in the standard Business Automobile Policy to cover pollutants that are in or upon, being transported or towed by, being loaded onto, or being unloaded from a covered auto.
C. WORKERS ' COMPENSATION
1. Workers' Compensation Insurance Policy as required by statute and employer's liability with limits of at least one million dollars ($1,000,000) policy limit Bodily Injury by disease, one million dollars ($1 ,000 ,000) each accident/Bodily Injury and one million dollars ($1,000,000) each employee Bodil y Injury by disease.
2. The indemnification and hold harmless obligations of Contractor included in this Agreement shall not be limited in any way by any limitation on the amount or type of damage, compensation or benefit payable by or for Contractor or any subcontractor under any Workers ' Compensation Act(s), Disability Benefits Act(s) or other employee benefits act(s).
3. This policy must include a Waiver of Subrogation in favor of the City of Santa Clara, its City Council , commissions, officers, employees, volunteers and agents.
D. COMPLIANCE WITH REQUIREMENTS
All of the following clauses and/or endorsements, or similar provisions, must be part of each commercial general liability policy, and each umbrella or excess policy.
1. 2.
Additional Insureds. City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents are hereby added as additional insureds in respect to liability arising out of Contractor's work for City , using Insurance Services Office (ISO) Endorsement CG 20 10 11 85 or the combination of CG 20 10 03 97 and CG 20 3 7 10 01, or its equivalent.
Primary and non-contributing. Each insurance policy provided by Contractor shall contain language or be endorsed to contain wording making it primary insuranc e as respects to, and not requiring contribution from, any other insurance which the Agreement with InfoSend, lnc./Insurance Requirements/Exhibit C Rev. 02/01/15
Indemnities may possess, including any self-insurance or self-insured retention they may have. Any other insurance Indemnities may possess shall be considered excess insurance only and shall not be called upon to contribute with Contractor's insurance .
3. Cancellation.
a. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided due to non payment of premiums shall be effective until written notice has been given to City at least ten (10) days prior to the effective date of such modification or cancellation. In the event of non-renewal , written notice shall be given at least ten (10) days prior to the effective date of non renewal.
b. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided for any cause save and except non-payment of premiums shall be effective until written notice has been given to City at least thirty (30) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least thirty (30) days prior to the effective date of non-renewal.
4. Other Endorsements. Other endorsements may be required for policies other than the commercial general liability policy if specified in the description of required insurance set forth in Sections A through D of this Exhibit C, above.
E. ADDITIONAL INSURANCE RELATED PROVISIONS
Contractor and City agree as follows:
1. Contractor agrees to ensure that subcontractors, and any other party involved with the Services who is brought onto or involved in the performanc e of the Services by Contractor, provide the same minimum insurance coverage required of Contractor, except as with respect to limits. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this Agreement.
Contractor agrees that upon request by City, all agreements with, and insurance compliance documents provided by, such subcontractors and others engaged in the project will be submitted to City for review.
2. Contractor agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Contractor for the cost of additional insurance coverage required by this Agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements . There shall be no recourse against City for payment of premiums or other amounts with respect thereto.
Agreement with lnfoSend, lnc./Insurance Requirements/Exhibit C Rev. 02/01/15
3. The City reserves the right to withhold payments from the Contractor in the event of material noncompliance with the insurance requirements set forth in this Agreement.
F. EVIDENCE OF COVERAGE
Prior to commencement of any Services under this Agreement, Contractor, and each and every subcontractor ( of every tier) shall, at its sole cost and expense, provide and maintain not less than the minimum insurance coverage with the endorsements and deductibles indicated in this Agreement. Such insurance coverage shall be maintained with insurers, and under forms of policies, satisfactory to City and as described in this Agreement. Contractor shall file with the City all certificates and endorsements for the required insurance policies for City's approval as to adequacy of the insurance protection.
G. EVIDENCE OF COMPLIANCE
Contractor or its insurance broker shall provide the required proof of insurance compliance, consisting oflnsurance Services Office (ISO) endorsement forms or their equivalent and the ACORD f01m 25-S certificate of insurance ( or its equivalent), evidencing all required coverage shall be delivered to City, or its representative as set forth below, at or prior to execution of this Agreement. Upon City's request, Contrac tor shall submit to City copies of the actual insurance policies or renewals or replacements.
Unless otherwise required by the terms of this Agreement, all certificates, endorsem ents, coverage verifications and other items required to be delivered to City pursuant to this Agreement shall be mailed to:
EBIX Inc.
City of Santa Clara - Finance Department
P.O. Box 100085 - S2 or 1 Ebix Way
Duluth, GA 30096
Telephone number:
Fax number:
Email address:
H. QUALIFYING INSURERS
John's Creek, GA 30097
951-766-2280
770-325-0409
[email protected]
All of the insurance companies providing insurance for Contractor shall have, and provide written proof of, an A. M. Best rating of at least A minus 6 (A- VI) or shall be an insurance company of equal financial stability that is approved by the City or its insurance compliance representatives.
Agreement with InfoSend, lnc./Insurance Requirement s/Exhibit C Rev. 02/01/15
AGREEMENT FOR THE PERFORMANCE OF SERVICES
BY AND BETWEEN THE
CITY OF SANT A CLARA, CALIFORNIA,
AND
INFOSEND, INC.
EXHIBITD
ETHICAL STANDARDS FOR CONTRACTORS SEEKING TO ENTER INTO AN
AGREEMENT WITH THE CITY OF SANTA CLARA, CALIFORNIA
Termination of Agreement for Certain Acts.
A. The City may, at its sole discretion, tenninate this Agreement in the event any one or more of the following occurs:
1. If a Contractor 1 does any of the following:
a. Is convicted 2 of operating a business in violation of any Federal , State or local law or regulation;
b. Is convicted of a crime punishable as a felony involving dishonesty3; c. Is convicted of an offense involving dishonesty or is convicted of fraud or a criminal offense in connection with: (1) obtaining; (2) attempting to obtain; or, (3) perfo1ming a public contract or subcontract; d. Is convicted of any offense which indicates a lack of business integrity or business honesty which seriously and directly affects the present responsibility of a City contractor or subcontractor; and/or, e. Made (or makes) any false statement(s) or representation(s) with respect to this Agreement.
For purposes of this Agreement, the word "Consultant" (whether a person or a legal entity) also refers to "Contractor" and means any of the following: an owner or co-owner of a sole proprietorship; a person who controls or who has the power to control a busines s entity; a general partner of a partnership; a principal in a joint venture; or a primary corporate stockholder [i.e., a person who owns more than ten percent (10%) of the outstanding stock of a corporation] and who is active in the day to day operations of that corporation.
For purposes of this Agreement, the words "convicted " or "conviction" mean a judgment or conviction of a criminal offense by any court of competent jurisdiction, whether entered upon a verdict or a plea, and includes a conviction entered upon a plea ofnolo contendere within the past five (5) years. 3 As used herein , "dishonesty" includes , but is not limited to, embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, failure to pay tax obligations, receiving stolen property , collusion or conspiracy .
Agreem ent with Info Send, Inc./Ethic al Standards for Contractors/Exhibit D Rev. 02/01/15
2. If fraudulent, criminal or other seriously improper conduct of any officer, director, shareholder, partner, employee or other individual associated with the Contractor can be imputed to the Contractor when the conduct occurred in connection with the individual's perfonnance of duties for or on behalf of the Contractor, with the Contractor's knowledge, approval or acquiescence, the Contractor's acceptance of the benefits derived from the conduct shall be evidence of such knowledge, approval or acquiescence.
B. The City may also terminate this Agreement in the event any one or more of the following occurs:
1. The City detennines that Contractor no longer has the financial capability 4 or business experience 5 to perform the terms of, or operate under, this Agreement; or,
2. If City determines that the Contractor fails to submit infonnation, or submits false information, which is required to perform or be awarded a contract with City, including, but not limited to, Contractor's failure to maintain a required State issued license, failure to obtain a City business license (if applicable) or failure to provide and maintain bonds and/or insurance policies required under this Agreement.
C. In the event a prospective Contractor (or bidder) is ruled ineligible (debarred) to participate in a contract award process or a contract is terminated pursuant to these provisions, Contractor may appeal the City's action to the City Council by filing a written request with the City Clerk within ten (10) days of the notice given by City to have the matter heard. The matter will be heard within thirty (30) days of the filing of the appeal request with the City Clerk. The Contractor will have the burden of proof on the appeal.
The Contractor shall have the opportunity to present evidence, both oral and documentary, and argument.
4 Contractor becomes insolvent, transfers assets in fraud of creditors, makes an assignment for the benefit of creditors, files a petition under any section or chapter of the federal Bankruptcy Code (11 U.S.C.), as amended, or under any similar law or statute of the United States or any state thereof, is adjudged bankrupt or insolvent in proceedings und er such laws, or a receiver or trustee is appointed for all or substantially all of the assets of Contractor.
Loss of personnel deemed essential by the City for the successful perfonnance of the obligations of the Contractor to the City.
Agreement with InfoSend, Inc./Ethical Standards for Contractors/Exhibit D Rev. 02/01/15
Pag e 2 of2
AGREEMENT FOR THE PERFORMANCE OF SERVICES
BY AND BETWEEN THE
CITY OF SANT A CLARA, CALIFORNIA,
AND
INFOSEND, INC.
EXHIBITE
AFFIDAVIT OF COMPLIANCE WITH ETHICAL STANDARDS
I hereby state that I have read and understand the language, entitled "Ethical Standards" set forth in Exhibit D. I have the authority to make these representations on my own behalf or on behalf of the legal entity identified herein. I have examined appropriate business records, and I have made appropriate inquiry of those individuals potentially included within the definition of "Contractor" contained in Ethical Standards at footnote 1.
Based on my review of the appropriate documents and my good-faith review of the necessary inquiry responses, I hereby state that neither the business entity nor any individual(s) belonging to said "Contractor" category [i.e., owner or co-owner of a sole proprietorship, general partner , person who controls or has power to control a business entity, etc.] has been convicted of any one or more of the crimes identified in the Ethical Standards within the past five (5) years.
The above assertions are true and correct and are made under penalty of perjury under the laws of the State of California.
INFOSEND, INC.
a corporation
By ~~ S ~ ~~son or Representative
Name: Russ Rezai
Title: President
NOTARY'S ACKNOWLEDGMENT TO BE ATTACHED
Please execute the affidavit and attach a notary public's acknowledgment of execution of the affidavit by the signatory. If the affidavit is on behalf of a corporation , partnership, or other legal entity, the entity's complete legal name and the title of the person signing on behalf of the legal entity shall appear above. Written evidence of the authority of the person executing this affidavit on behalf of a corporation, partnership, joint venture , or any other legal entity, other than a sole proprietorship, shall be attached.
Agreement with InfoSend, Inc.I Affidavit of Compliance/Exhibi t E Rev. 02/01/15
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who signed the document to which this certificate is
attached, and not the truthfulness , accuracy , or
validitv of that document.
State of California
County of Orange
On - "'""'bi'-+/_1<-+/_,_/-'--? ____ before me, Lt,-. i Al H,;r , &o-ba '¥ P.,,1z1, c, (insert name title of the of cer)
personally appeared R 11-:tz ''1, -e:z_/)L,,
who proved to me on the basis of satisfactory evidence to be the person(S') whose name($) is/9'"e subscribed to the within instrument and acknowledged to me that he/sb.@fthey executed the same in his/her/their authorized capacity (?S), and that by his/h~ r signature (%) on the instrument the person(~, or the entity upon behalf of which the person(lt) acted, executed the instrument.
I certify under PENAL TY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signii (Seal)
LORIN. HI NG
COMM. #2118355 z
Notary Public - California ~
Orange County -
Comm. Ex Ires Au . 1, 2019
AGREEMENT FOR THE PERFORMANCE OF SERVICES
BY AND BETWEEN THE
(Not Applicable)
CITY OF SANT A CLARA, CALIFORNIA,
AND
INFOSEND, INC.
EXHIBITF
MILESTONE SCHEDULE
Agreement with InfoSend, Inc./Milestone Schedule/Exhibit F Rev. 02/01/15
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