Ebix Insurance No. S200004196
AMENDMENT NO. 2
TO THE AGREEMENT FOR SERVICES
BETWEEN THE
CITY OF SANTA CLARA, CALIFORNIA,
AND
SMART ENERGY SYSTEMS, INC.
PREAMBLE
This Amendment No. 2 ("Amendment No. 2") is entered into between the City of Santa Clara,. California, a chartered California municipal corporation ("City"), and Smart Energy Systems, Inc., a Delaware corporation ("Contractor"). City and Contractor may be referred to individually as a "Party" or collectively as the "Parties."
RECITALS
A. The Parties previously entered into an agreement entitled "Agreement for Services between the City of Santa Clara, California and Smart Energy Systems, LLC", dated December 22, 2018 ("Agreement");
B. The Agreement was amended by Amendment No. 1, dated Nov.ember 10, 2021.
The Agreement as amended by all previous amendments are collectively referred to herein as the "Agreement as Amended"; and
C. The Parties entered into the Agreement as Amended for the purpose of having Contractor provide a cloud-hosted Customer Self-Service Portal, and the Parties now wish to amend the Agreement as Amended to change the fees governing commercial credit card transactions.
NOW, THEREFORE, the Parties agree as follows:
AMENDMENT TERMS AND CONDITIONS
1. Exhibit B-1 of the Agreement as Amended, entitled "Detailed Fee Schedule" is hereby deleted in its entirety and amended and restated to read as set forth in that certain Second Revised Exhibit B-1, attached hereto.
2. Except as set forth herein, all other terms and conditions of the Agreement as Amended shall remain in full force and effect. In case of a conflict in the terms of the Agreement as Amended and this Amendment No. 2, the provisions of this Amendment No. 2 shall control.
The Parties acknowledge and accept the terms and conditions of this Amendment No. 2 as evidenced by the following signatures of their duly authorized representatives.
Amendment No. 2 to Agreement/Smart Energy Systems, Inc.
Rev. 10/25/19
CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation
Dated: ~ / .5C)/ 23
~ -G-R_O_G_A_N _____ _
City Attorney
"CITY"
City Manager
City of Santa Clara
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771
SMART ENERGY SYSTEMS, INC.
a Delaware corporation
Dated: Ju \i\e /LJ,/ 2-f> 2 3,
By (Signature): ==~=========~=====-===· ============= Name: Harman Sandhu ---------------- Tit I e: President ----------------Pr inc i pa I Place of 15495 Sand Canyon Ave., Suite 100 Business Address: Irvine, CA 92618 ---"----'---'--'---'------------- Email Address: -'h-'--'-a_;_rm'-"-'--'-an'-'-'._sa=n_d-'-h-'-u@"""'--s_ew_.a_i _______ _ Telephone: _,('-'-9-'--09:;..<.)...:;::2;_;_17_-_;_3_34-'-4 __________ _ Fax: (909) 614-7125
"CONTRACTOR"
Amendment No. 2 to Agreement/Smart Energy Systems, Inc.
Rev. 10/25/2019
I-
SECOND REVISED EXHIBIT B-1
DETAILED FEE SCHEDULE
This Exhibit provides the fee rates that Contractor may charge the City for services and products with regard to the use of the software and/or services provided. The City may modify this Exhibit to add/delete services and products as may be required. Such changes shall require no modification of the Agreement if the Total Maximum Compensation is not exceeded.
The unit prices set forth in the tables below shall be fixed for the Initial Term of the Agreement.
In the event the rates charge by Contractor's third-party provider for any pass-through fees exceed the increase in the CPI (Consumer Price Index - West Region, as published by the U.S. Bureau of Labor after the Initial Term, Contractor may pass through such increase to the City. All price increases that exceed the increase in the CPI must be supported by documentation from the third-party provider or a formal cost justification letter from Contractor.
Table B1-A -Annual Software Subscription Fee
Description of Price Notes Software / Service
SCM® - Customer For 86,000 Meter Accounts, Includes Following Modules: My Web Portal and $115,716 Account, Usage, Billing, Notifications, Connect Me, Compare, Mobile Platform V10.0 Efficiency, Service
Outage Module with For 86,000 Meter Accounts, Includes Following Modules: My $20,404 Account, Usage, Billing, Notifications, Connect Me, Compare, Outage Notifications Efficiency, Service SCM® - Enterprise For 125 Names Users, Includes Following Modules: My Web Portal and $31,533 Portfolio, Usage, Billing, Notifications, Connect Me, Compare, Platform V2.4 Efficiency, Service
SCM® Utility
Customer Service For 70 Utility Employee Users - Includes Following Modules: Portal ( utility-facing $0 Dashboard, Customer Engagement Analytics, Administration, ad min/customer CSR Workbench
service portal)
Hosting $0 Hosting for two years' worth of data
Maintenance & $0 Includes Support and Software Updates Support Smart iQ Analytics - For 86,000 Meter Accounts, Includes Following Modules:
Meter Data Analytics $38,488 Customers & Segments, Leakage Analytics, High Usage Version 1.9 Analytics, Program Management, Violation Management Amendment No. 2 to AgreemenUSmart Energy Systems, Inc.
Rev. 10/25/2019
Table B1-A-Annual Software Subscription Fee
Description of Price Notes Software I Service
SMS Text $420 Annual fee for Text Notification Notifications IVR Dialer System $5,900 Annual Fee for IVR Notifications Provides Random Short Code to Send Out SMS Text
Random Short Code $16,000 Messages (Required by Carriers). Optional Vanity Short Code Available at $22,800 Annual
IVR Toll Free Number $299 Annual Fee to provides Toll Free Number for Outbound/ Inbound Calls
Ootions:
Smart Mobile For 1 O Utility Field Workers, Includes Following Modules: Workforce - Service $10,000 Module V5.1 Service
SCM® - Smart Home For 86,000Meter Accounts, Allows Utility Customers to Module $12,000 Monitor/Maintain Smart Home Devices on Web Portal and Mobile
Web Portal CSR Co $500 is Annual Amount Per Agent (Equals $25 Per Month browsing / Live Chat $10,000 Per Agent) (assumes 20 agents) SCM Language Pack $19,000 Provides Additional Language Support on Web Portal and Mobile for One Additional Language (In Addition to English) We Smart Basic $39,000 Al, natural language processing, machine learning-based Chatbot responses. Pre-programmable responses.
We Smart Advanced WeSmart Basic + Customer Account specific automated Chatbot $59,000 interactions with SCM Billing, Usage, Outage, and Service modules.
Meter Tiers Blended Fee Per Meter
0-100,000 $2.66
100,001-150,000 (10% discount from prior bucket) $2.39
150,001-200,000 (10% discount from prior bucket)
Amendment No. 2 to Agreement/Smart Energy Systems, Inc.
Rev. 10/25/2019
$2.15
Table B1-B Monthly/Usage/Transaction-Based Fee Schedule Service TvDe Unit Fee
SMS Text Notifications (Inbound) per message $0.003
SMS Text Notifications (Outbound) oer messaae $0.008
IVR Toll Free (Inbound) oer minute $0.030
IVR Toll Free (Outbound) oer minute $0.020
Uo to 1,000,000 Emails Per Month base fee $875.000
Interchange + 9 Basis Points +
Debit/Credit Card Processing Fees $0.1 O per transactioi:i (Visa for Portal, Mobile, Text to Pay, IVR per Mastercard, Discover) and Agent Assisted transaction
Interchange +$0.05 per
Transaction (AmEx)
Interchange + 9 Basis Points +
$0.10 per transaction (Visa
Debit/Credit Card Processing Fees per Mastercard, Discover) for In-Office Payments transaction .
Interchange +$0.05 per
Transaction (AmEx)
$0.50 Per Transaction up to
Echecks Processing Fees for Portal, $25,000
Mobile, Text to Pay, IVR and Agent per $0.50 + 0.15% Per Transaction transaction over $25,000 Assisted Includes One-Time Payment and Recurrina
Setup Fee Waived
24 Hour IVR - English and Spanish Ill/I Per Minute Fee Waived Convenience Fee Listed Above
Return Check Fee oer check $1.00
Chargeback Fees per $4.95 charaeback
Setup Fee Waiv~d
Text-and-Pay I/Ill Per Minute Fee Waived
Convenience Fee Listed Above
Agent Assisted Payments and Per Agent Per Technology Support for Citizens $95 (9:00 AM to 5:00 PM PST) Month
Table B1-C Commercial Accounts Transaction-Based Fee Schedule S~rvice Transaction Invoice Transaction Limit
Fee Tlmlna
All Visa, Mastercard, NIA (paid
American Express, by payee at $100,000
Discover Card 2.89% processing) (only applies to Mass Market Processing for accounts, not Enterprise)
Commercial Accounts
For transaction fees in Table 81-C, Contractor may increase any and all fees related to payment services one time (at any time) each 12-month period upon 30 days written notice to City; provided that, such increase shall not exceed the higher of (i) 5% or (ii) the percentage change in the Consumer Price Index, West Region, as published by the U.S. Bureau of Labor.
Amendment No. 2 to Agreement/Smart Energy Systems, Inc.
Rev. 10/25/2019