Yucaipa City Council
June 13, 2022

Agenda Item No. _I

CITY OF YUCAIPA

AGENDA REPORT
TO: Honorable Mayor and City Council
FROM: Fermin Preciado, Director of Development Services/City Engineer Benjamin J. Matlock, Planning Manager/City Pla ,
Kellie Whitt, Senior Code Enforcement Officer `
FOR: City Council Meeting of June 13, 2022
SUBJECT: Professional Services Agreement —Third-party Collections of Unpaid Civil Fines RECOMMENDATION:

That City Council:

1. Approve and authorize the Mayor to execute a Professional Services Agreement with Data Ticket, in an amount not to exceed $180,000 for a three-year contract (average of $60,000 annually) providing professional services in the Third -party Collections of Unpaid Civil Fines, which will be reimbursed through a non-refundable processing fee; and

2. Authorize the City Manager or his designee to administer the terms of the Agreement; and

3. Find that it is in the City's best interest to waive the formal Request for Proposals process, per Yucaipa Municipal Code Section 2.24.150, for the procurement of professional services.

BACKGROUND:

On June 9, 2008, the City Council adopted Ordinance No. 283, which established procedures governing the imposition, enforcement, review, and collection of penalties for violations of the Yucaipa Municipal Code. Prior to this action, the City relied upon the services provided by the San Bernardino County Superior Court, and as was noted at the time, due to their extensive case loads, it was becoming more and more difficult to work effectively with the courts to process violation citations.

In an effort to establish consistency in the recovery of City costs, at the meeting of April 8, 2019, City Council directed staff to establish a policy with regard to unpaid civil fines where the amount of the civil fines to be recorded as a lien against properties shall not exceed the actual cost in staff time and expenses to administer the subject case files. Subsequently, staff has developed the administrative cost recovery policy, as directed, and has implemented the administration cost tracking procedures. This topic was revisited during the annual Code Enforcement Lien process at the regular City Council meeting of August 23, 2021, with Council directing staff to return at a subsequent meeting to discuss the process and potential improvements. -73-

City Council Meeting of June 13, 2022
Third -party Collections of Unpaid Civil Fines

At the City Council Meeting of September 13, 2021, a study session was held to discuss the current Administrative Citation process. The discussion noted that in the past, the annual hearing for levying liens on the outstanding code fines would include the total fine and would allow for property owners to provide public comment about any extenuating circumstances on their case that might support a request for relief from the lien amount total. In cases where Council felt that the circumstances warranted relief, Council would then approve a reduction of the fines (typically 20% to approximate administrative costs prior to current tracking procedure) with a condition that the property owner resolves all outstanding violations in a timely fashion. While this had resulted in significantly lengthy Council Meetings and was overall a burdensome process, it established clear expectations for those that had a justified need for relief. However, Council recognized that with the current process, where the lien can only include administrative costs, each property effectively receives a reduction of their fines if they were wait until the annual lien hearing. This outcome results in no distinction between those that have legitimate hardships and those that are habitual violators. Further, even with the reductions, property owners still attend the lien hearing to ask for even further reduction. In these cases, Council may grant time extensions for property owners to resolve the case and pay the administrative costs. However, since implementation of this process, many of those that ask for relief ultimately fell short of meeting the conditions imposed by the City Council and staff has observed an overall reduction of compliance through this process.

To address these issues, the City Council directed staff to pursue a contract for a third -party collections agency to collect the outstanding fines, and to assess the fine reduction process as needed. This approach was noted to accomplish several different elements — maintain the deterrent component that was intended with the administrative citation process and remove City Code Enforcement staff from directly dealing with the financial side of the citations and instead focus on efforts to achieve compliance with the Yucaipa Municipal Code and other quality of life efforts in the community. In addition, Council noted that there should be fairness in the process, and those that do not have legitimate hardships or that have not taken efforts to resolve the violation should not receive the same reductions as those that are experiencing a legitimate hardship.

DISCUSSION:

Following the Study Session, staff researched the approach other cities have implemented with third -party processing companies to complete their administrative citation processes. Based on this research, staff at the other cities consistently referenced Data Ticket as their provider for these services and each city uniformly provided strong testimonials that Data Ticket has been an exceptional provider for these services. Of note was the simplicity of the process for those to pay administrative citation fees, the effectiveness of the outstanding fee recovery through the collections process, and how this process provided a subsequent deterrent for noncompliance. In addition, Data Ticket is able to integrate directly with the City's upcoming implementation of the EnerGov/Munis software, resulting in greater efficiencies in the Code Enforcement process.

Based on the positive feedback received from other cities, staff requested a proposal from Data Ticket to provide this service. Their cost proposal includes two different options and will only apply if a Code Enforcement case triggers a fine, meaning that the City has already issued a warning and the first Notice of Violation. Option 1 is a straight fee issued at the start of the fines, and allows for delinquent collections to be paid entirely back to the City, and also include certain -74-

City Council Meeting of June 13, 2022
Third -party Collections of Unpaid Civil Fines

adjudication services at no cost. Option two includes a reduced initial fee, but includes charges for adjudication services and where Data Ticket would receive 26% of the revenue from delinquent fees collected. Based on a survey of other cities and the ease of process, Option 1 is the preferred cost model. As part of the discussions with Data Ticket, a tutorial was provided to staff on their system to demonstrate how both staff and members of the public would use their system.

Based on their experience and reputation with other cities, and the efficiencies through their coordination with the City's future enterprise and permitting software, staff recommends that Council waive the solicitation of requests for proposal and/or request for qualifications, and award the contract for professional services based on a single proposal pursuant to Section 2.24.150 of the Municipal Code.

Additionally, staff has reviewed the City's current Administrative Citation ordinance to see if there are any necessary policies that may be needed to better define cases where reductions may be granted and to establish the procedures that could provide such relief. Due to the current automatic fee reductions that have been created through the lien process, the existing Administrative Hearing and Hardship Waivers procedures have not been significantly used which would typically fulfill this role. These procedures are consistent with other cities, and no revisions would be necessary at this time. With implementation of the third -party processing company, staff would provide greater emphasis to the processes to provide for potential fine reductions consistent with the existing ordinance and can incorporate any additional direction from Council as appropriate.

FISCAL IMPACT:

The cost of the Professional Services Agreement with Data Ticket to provide Third -party Collections of Unpaid Civil Fines is in an amount not to exceed $180,000 for a three-year contract or not to exceed an average of $60,000 annually. This number is based on the number of cases that had been subject to fines in the prior year, multiplied by the processing fee and any additional costs (such as certified mailings) to create a potential annual limit. However, the City is only charged as part of individual cases, and the annual expense is therefore driven only by the number of cases that result in the issuance of a fine; the minimum commitment is only $200 a month, which equates to no more than 13 new cases that trigger a fine. As such, the annual amount is expected to be less, and will likely be reduced over time because of the deterrent factor that encourages a more proactive response to a Notice of Violation. To address any impacts to the General Fund, a non- refundable processing fee is proposed as part of the user fee update to fully cover the $15 processing fee and mailings from Data Ticket and would therefore result in no fiscal impact. If approved, the final FY 2022/2023 budget document will include the cost of the professional services and will match the increase to the revenue to represent the processing fee. In addition, the cost recovery for outstanding fines will be improved through the collections process, consistent with the findings from other cities who have implemented such a process.

Attachments: Administrative Citation Inforination Handout Professional Services Agreement
Approved by: ✓e, ` l G �-� �-
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CITY OF YUCAIPA

ADMINISTRATIVE CITATION
The goal of the City Council in adopting the City's Administrative Citation provisions is to gain voluntary compliance and to promote and maintain a healthy, safe, and desirable living and working environment in the City of Yucaipa. An Administrative Citation is a fine for a violation of the Yucaipa Municipal Code, and it allows the City to handle certain code violation infractions administratively rather than by issuing a criminal citation that would be processed through the superior court.

The fines (as indicated on the front page of this citation) are one hundred dollars ($100) for the first violation, two hundred dollars ($200) for the second violation within one year, and five hundred dollars ($500) for the third violation within one year. The City may impose a lesser fine of fifty ($50) for the first offense within one year, one hundred ($100) dollars for the second offense within one year, and two hundred and fifty ($250) dollars for the third offense within one year if it is determined that the responsible person has not committed the same offense within a five (5) year period. Please note that these fines are cumulative and that additional citations may be issued for each day that each violation exists.

Payment of Fine
The amount of the fine is indicated on the front page of this citation. You must make your personal check, cashier's check, or money order payable to the City of Yucaipa within twenty-one (21) days of the date of issuance of this citation. You may mail your payment or pay in person at Yucaipa City Hall. Office hours are from 7:30 a.m. to 5:30 p.m. Monday through Thursday, and 8:00 a.m. to 5:00 p.m. on Friday, with alternate Fridays closed. If you fail to pay the fine, you shall be liable for the payment of a late fee and the unpaid balance will accrue interest at 10% per year until paid. Any unpaid fines will be recorded annually as a lien or special assessment on the property. To ensure proper credit, put the citation number on your remittance. Payment of the fine shall not excuse or discharge any continuation or repeated occurrence of the code violation that is the subject of this Administrative Citation.

Contesting the Citation
Administrative Citations may be contested by completing an Administrative Citation Hearing Request form and returning it to the City within twenty-one (21) days from the date of the citation, with a deposit of the fine amount.

Upon timely receipt of a properly completed form and deposit, the City shall set a date for a hearing before a Hearing Officer not more than sixty (60) days from the date the request for a hearing is filed.

Advance Deposit Hardship Waiver
If you are financially unable to deposit the fine amount but wish to contest the citation, you must complete an Administrative Citation Hardship Waiver Request form and return it to the City within twenty-one (21) days from the date of the citation. If the waiver is denied, all the requirements as described above shall remain in full force and effect substituting the date of the waiver denial for the date of the citation. If the waiver is granted, the appeal process shall proceed as described above without the requirement of an advance deposit.

Consequences of Failure to Correct a Violation
If you fail to make the corrections of the Yucaipa Municipal Code Section(s) listed on the front page of this citation, additional enforcement options may be used to gain compliance. These options include, but are not limited to:
additional citations (and the assessment of additional fines), court ordered abatement, criminal prosecution, civil litigation, or recording the violation with the County recorder as a Notice of Action on the real property on which the violation occurred.

Please call the issuing officer designated on the front of this citation at (909) 797-2489 ext. 234 if you need additional information. Your voluntary cooperation will be greatly appreciated. -76-

PROFESSIONAL SERVICES AGREEMENT
This Professional Services Agreement ("Agreement") is dated June 13, 2022 ("Effective Date") and is between the City of Yucaipa, a California municipal corporation ("City") and Data Ticket, Inc., a California corporation ("Consultant"). City and Consultant are sometimes referred to herein as the "Parties", and individually as a "Party".

RECITALS
A. City desires to utilize the services of Consultant as an independent contractor to provide professional services in accordance with the terms and conditions of this Agreement.

B. Consultant represents that it is fully qualified to perform such services by virtue of its experience and the training, education and expertise of its principals and employees.

C. City desires to retain Consultant and Consultant desires to serve City to perform these services in accordance with the terms and conditions of this Agreement.

The Parties therefore agree as follows:

1. Consultant's Services.

A. Scope of Services. Consultant shall perform the services described in the Scope of Services (the "Services") for processing of bails, fines and forfeitures thereof, in connection with the issuance of administrative citations by the City, attached as Exhibit A (Scope of Services). City may request, in writing, changes in the Scope of Services to be performed. Any changes mutually agreed upon by the Parties, and any increase or decrease in compensation, shall be incorporated by written amendments to this Agreement.

B. Party Representatives. For the purposes of this Agreement, the City Representative shall be the City Manager, or such other person designated in writing by the City Manager (the "City Representative"). For the purposes of this Agreement, the Consultant Representative shall be Heather Nowlan, Director of Client Services (the "Consultant Representative"). The Consultant Representative shall directly manage Consultant's Services under this Agreement. Consultant shall not change the Consultant Representative without City's prior written consent.

C. Time for Performance. Consultant shall commence the Services on the Effective Date and shall perform all Services by the deadline established by the City Representative or, if no deadline is established, with reasonable diligence.

D. Standard of Performance. Consultant shall perform all Services under this Agreement in accordance with the standard of care generally exercised by like 10070-0001 \2670666v2. d oc

professionals under similar circumstances and in a manner reasonably satisfactory to City.

E. Personnel. Consultant has, or will secure at its own expense, all personnel required to perform the Services required under this Agreement. All of the Services required under this Agreement shall be performed by Consultant or under its supervision, and all personnel engaged in the work shall be qualified to perform such Services.

F. Compliance with Laws. Consultant shall comply with all applicable federal, state and local laws, ordinances, codes, regulations and requirements.

G. Permits and Licenses. Consultant shall obtain and maintain during the Agreement term all necessary licenses, permits and certificates required by law for the provision of Services under this Agreement, including a business license.

2. Term of Agreement. The term of this Agreement shall be from the Effective Date through June 30, 2025, unless sooner terminated as provided in Section 12 of this Agreement or extended.

3. Compensation.

A. Compensation. As full compensation for Services satisfactorily rendered, City shall pay Consultant at the rates set forth in the Approved Fee Schedule attached hereto as Exhibit B. In no event shall Consultant be paid more than $60,000 per fiscal year (the "Maximum Compensation") for such Services.

B. Unauthorized Services and Expenses. City will not pay for any services not specified in the Scope of Services, or reimburse for any expenses not set forth in Exhibit B, unless the City Council or the City Representative, if applicable, and the Consultant Representative authorize such services or expenses in writing prior to Consultant's performance of those services or incurrence of additional expenses. Any additional services authorized by the City Council, or (where authorized) the City Manager shall be compensated at the rates set forth in Exhibit B, or, if not specified, at a rate mutually agreed to by the Parties. Any additional expense authorized by the City Council or (where authorized) the City Manager shall be reimbursed in the amounts authorized by the City Council or City Manager. City shall make payment for additional services and expenses in accordance with Section 4 of this Agreement.

4. Method of Payment.

A. Invoices. Consultant shall submit to City an invoice, on a monthly basis, for the Services performed pursuant to this Agreement. Invoices must be submitted to Accounts Payable at ap(c�yucaipa.orq or City of Yucaipa — ATTN Accounts Payable, 34272 Yucaipa Boulevard, Yucaipa, CA 92399. Each invoice shall itemize the Services rendered during the billing period, hourly rates charged, if applicable, and the amount -2-
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due. City shall review each invoice and notify Consultant in writing within ten Business days of receipt of any disputed invoice amounts.

B. Payment. City shall pay all undisputed invoice amounts within 30 calendar days after receipt up to the Maximum Compensation set forth in Section 3 of this Agreement. City does not pay interest on past due amounts. City shall not withhold federal payroll, state payroll or other taxes, or other similar deductions, from payments made to Consultant. Notwithstanding the preceding sentence, if Consultant is a nonresident of California, City will withhold the amount required by the Franchise Tax Board pursuant to Revenue and Taxation Code Section 18662 and applicable regulations.

C. Audit of Records. Consultant shall make all records, invoices, time cards, cost control sheets and other records maintained by Consultant in connection with this Agreement available during Consultant's regular working hours to City for review and audit by City.

5. Independent contractor. Consultant is, and shall at all times remain as to City, a wholly independent contractor. Consultant shall have no power to incur any debt, obligation, or liability on behalf of City. Neither City nor any of its agents shall have control over the conduct of Consultant or any of Consultant's employees, except as set forth in this Agreement. Consultant shall not, at any time, or in any manner, represent that it or any of its officers, agents or employees are in any manner employees of City.

6. Information and Documents.

A. Consultant covenants that all data, reports, documents, discussion, or other information (collectively "Data") developed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed or released by Consultant without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. Consultant, its officers, employees, agents, or subcontractors shall not without written authorization from the City Manager or unless requested in writing by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered "voluntary," provided Consultant gives City notice of such court order or subpoena.

B. Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder or with respect to any project or property located within the City. City may, but has no obligation to, represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with -3-
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City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, City's right to review any such response does not imply or mean the right by City to control, direct or rewrite the response.

C. All Data required to be furnished to City in connection with this Agreement shall become City's property, and City may use all or any portion of the Data submitted by Consultant as City deems appropriate. Upon completion of, or in the event of termination or suspension of this Agreement, all original documents, designs, drawings, maps, models, computer files containing data generated for the Services, surveys, notes, and other documents prepared in the course of providing the Services shall become City's sole property and may be used, reused or otherwise disposed of by City without Consultant's permission. Consultant may take and retain copies of the written products as desired, but the written products shall not be the subject of a copyright application by Consultant.

D. Consultant's covenants under this Section shall survive the expiration or termination of this Agreement.

7. Conflicts of Interest. Consultant and its officers, employees, associates and subcontractors, if any, shall comply with all conflict of interest statutes of the State of California applicable to Consultant's Services under this Agreement, including the Political Reform Act (Gov. Code § 81000, et seq.) and Government Code Section 1090.

During the term of this Agreement, Consultant may perform similar Services for other clients, but Consultant and its officers, employees, associates and subcontractors shall not, without the City Representative's prior written approval, perform work for another person or entity for whom Consultant is not currently performing work that would require Consultant or one of its officers, employees, associates or subcontractors to abstain from a decision under this Agreement pursuant to a conflict of interest statute. Consultant shall incorporate a clause substantially similar to this Section into any subcontract that Consultant executes in connection with the performance of this Agreement.

8. Indemnification, Hold Harmless, and Duty to Defend.

A. Indemnities.
1) To the fullest extent permitted by law, Consultant shall, at its sole cost and expense, defend, hold harmless and indemnify City and its elected officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials (collectively "Indemnitees"), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, expenses, judgments, penalties, liens, and losses of any nature whatsoever, including fees of accountants, attorneys, or other professionals and all costs associated therewith and the payment of all consequential damages (collectively "Liabilities"), in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate -4-
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to the acts or omissions of Consultant, its officers, agents, servants, employees, subcontractors, materialmen, consultants or their officers, agents, servants or employees (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees' active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees as determined by court decision or by the agreement of the Parties.

Consultant shall defend the Indemnitees in any action or actions filed in connection with any Liabilities with counsel of the Indemnitees' choice, and shall pay all costs and expenses, including all attorneys' fees and experts' costs actually incurred in connection with such defense. Consultant shall reimburse the Indemnitees for any and all legal expenses and costs incurred by Indemnitees in connection therewith. 2) Consultant shall pay all required taxes on amounts paid to Consultant under this Agreement, and indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Consultant shall fully comply with the workers' compensation law regarding Consultant and Consultant's employees. Consultant shall indemnify and hold City harmless from any failure of Consultant to comply with applicable workers' compensation laws. City may offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant's failure to promptly pay to City any reimbursement or indemnification arising under this subparagraph A.2). 3) Consultant shall obtain executed indemnity agreements with provisions identical to those in this Section from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement. If Consultant fails to obtain such indemnity obligations, Consultant shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Liabilities at law or in equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Consultant's subcontractor, its officers, agents, servants, employees, subcontractors, materialmen, consultants or their officers, agents, servants or employees (or any entity or individual that Consultant's subcontractor shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees' active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees as determined by court decision or by the agreement of the Parties.

B. Workers' Compensation Acts not Limiting. Consultant's indemnifications and obligations under this Section, or any other provision of this Agreement, shall not be limited by the provisions of any workers' compensation act or similar act. Consultant expressly waives its statutory immunity under such statutes or laws as to City, its officers, agents, employees and volunteers.
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C. Insurance Requirements not Limiting. City does not, and shall not, waive any rights that it may possess against Consultant because of the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Agreement. The indemnities in this Section shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liabilities, tax, assessment, penalty or interest asserted against City.

D. Survival of Terms. Consultant's indemnifications and obligations under this Section shall survive the expiration or termination of this Agreement.

9. Insurance.

A. Minimum Scope and Limits of Insurance. Consultant shall procure and at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:
1) Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2) Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and 9 (non -owned), with limit no less than $1,000,000 per accident for bodily injury and property damage.
3) Workers' Compensation Insurance: As required by the State of California, with Statutory Limits; and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. 4) Professional Liability (Errors and Omissions) Insurance: Appropriate to the Consultant's profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. If coverage is canceled or non -renewed, and not replaced with another claims -made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. A copy of the claims reporting requirements must be submitted to the City for review.
5) Fidelity / Crime / Dishonesty Bond: with minimum limits of One Million Dollars ($1,000,000).
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6) If the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.

B. Acceptability of Insurers. The insurance policies required under this Section shall be issued by an insurer admitted to write insurance in the State of California with a rating of A:VII or better in the latest edition of the A.M. Best Insurance Rating Guide. Self- insurance shall not be considered to comply with the insurance requirements under this Section. The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Consultant's insurance (at least as broad as ISO Form CG 20 10 11 85 or both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions used).

C. Additional Insured. The commercial general and automobile liability policies shall contain an endorsement naming City and its elected and appointed officials, officers, employees, agents and volunteers as additional insureds. This provision shall also apply to any excess/umbrella liability policies.

D. Primary and Non -Contributing. The insurance policies required under this Section shall apply on a primary non-contributing basis in relation to any other insurance or self-insurance available to City. Any insurance or self-insurance maintained by City, its elected and appointed officials, officers, employees, agents or volunteers, shall be in excess of Consultant's insurance and shall not contribute with it.

E. Consultant's Waiver of Subrogation. Consultant hereby grants to City a waiver of any right to subrogation which any insurer of said Consultant may acquire against the City by virtue of the payment of any loss under such insurance. Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. However, the Workers' Compensation policy shall be endorsed with a waiver of subrogation in favor of the City for all work performed by the Contractor, its employees, agents and subcontractors.

F. Deductibles and Self -Insured Retentions. Any deductibles or self -insured retentions must be declared to and approved by City. At City's option, Consultant shall either reduce or eliminate the deductibles or self -insured retentions with respect to City, or Consultant shall procure a bond guaranteeing payment of losses and expenses.

G. Cancellations or Modifications to Coverage. Consultant shall not cancel, reduce or otherwise modify the insurance policies required by this Section during the term -7-
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of this Agreement. The commercial general and automobile liability policies required under this Agreement shall be endorsed to state that should the issuing insurer cancel the policy before the expiration date, the issuing insurer will endeavor to mail 30 days' prior written notice to City. Consultant shall provide immediate written notice if (1) any of the required insurance policies is terminated; (2) the limits of any of the required polices are reduced; (3) or the deductible or self -insured retention is increased. In the event of any cancellation or reduction in coverage or limits of any insurance, Consultant shall forthwith obtain and submit proof of substitute insurance.

H. City Remedy for Noncompliance. If Consultant does not maintain the policies of insurance required under this Section in full force and effect during the term of this Agreement, or in the event any of Consultant's policies do not comply with the requirements under this Section, City may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, City may, but has no duty to, take out the necessary insurance and pay, at Consultant's expense, the premium thereon.

Consultant shall promptly reimburse City for any premium paid by City or City may withhold amounts sufficient to pay the premiums from payments due to Consultant.

I. Evidence of Insurance. Prior to the performance of Services under this Agreement, Consultant shall furnish City's Risk Manager with a certificate or certificates of insurance and all original endorsements evidencing and effecting the coverages required under this Section. The endorsements are subject to City's approval. Consultant may provide complete, certified copies of all required insurance policies to City.

Consultant shall maintain current endorsements on file with City's Risk Manager.

Consultant shall provide proof to City's Risk Manager that insurance policies expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Consultant shall furnish such proof at least two weeks prior to the expiration of the coverages.

J. Indemnity Requirements not Limiting. Procurement of insurance by Consultant shall not be construed as a limitation of Consultant's liability or as full performance of Consultant's duty to indemnify City under Section 8 of this Agreement.

K. Broader Coverage/Higher Limits. If Consultant maintains broader coverage and/or higher limits than the minimums required above, City requires and shall be entitled to the broader coverage and/or the higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City.

L. Subcontractor Insurance Requirements. Consultant shall require each of its subcontractors that perform Services under this Agreement to maintain insurance coverage that meets all of the requirements of this Section.

10. Mutual Cooperation.
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A. City's Cooperation. City shall provide Consultant with all pertinent Data, documents and other requested information as is reasonably available for Consultant's proper performance of the Services required under this Agreement.

B. Consultant's Cooperation. In the event any claim or action is brought against City relating to Consultant's performance of Services rendered under this Agreement, Consultant shall render any reasonable assistance that City requires.

11. Records and Inspections. Consultant shall maintain complete and accurate records with respect to time, costs, expenses, receipts, correspondence, and other such information required by City that relate to the performance of the Services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to City, its designees and representatives at reasonable times, and shall allow City to examine and audit the books and records, to make transcripts therefrom as necessary, and to inspect all work, data, documents, proceedings and activities related to this Agreement. Such records, together with supporting documents, shall be maintained for a period of three years after receipt of final payment.

12. Termination of Agreement.

A. Right to Terminate. City may terminate this Agreement at any time, at will, for any reason or no reason, after giving written notice to Consultant at least five calendar days before the termination is to be effective. Consultant may terminate this Agreement at any time, at will, for any reason or no reason, after giving written notice to City at least 60 calendar days before the termination is to be effective.

B. Obligations upon Termination. Consultant shall cease all work under this Agreement on or before the effective date of termination specified in the notice of termination. In the event of City's termination of this Agreement due to no fault or failure of performance by Consultant, City shall pay Consultant based on the percentage of work satisfactorily performed up to the effective date of termination. In no event shall Consultant be entitled to receive more than the amount that would be paid to Consultant for the full performance of the Services required by this Agreement. Consultant shall have no other claim against City by reason of such termination, including any claim for compensation.

13. Force Majeure. Consultant shall not be liable for any failure to perform its obligations under this Agreement if Consultant presents acceptable evidence, in City's sole judgment, that such failure was due to acts of God, embargoes, inability to obtain labor or materials or reasonable substitutes for labor or materials, governmental restrictions, governmental regulations, governmental controls, judicial orders, enemy or hostile governmental action, civil commotion, fire or other casualty, or other causes beyond Consultant's reasonable control and not due to any act by Consultant.

14. Default.
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A. Consultant's failure to comply with the provisions of this Agreement shall constitute a default. In the event that Consultant is in default for cause under the terms of this Agreement, City shall have no obligation or duty to continue compensating Consultant for any work performed after the date of default.

B. In addition to the right to terminate pursuant to Section 12, if the City Manager determines that Consultant is in default in the performance of any of the terms or conditions of this Agreement, City shall serve Consultant with written notice of the default. Consultant shall have ten calendar days after service upon it of the notice in which to cure the default by rendering a satisfactory performance. In the event that Consultant fails to cure its default within such period of time, City may, notwithstanding any other provision of this Agreement, terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement.

15. Notices. Any notice, consent, request, demand, bill, invoice, report or other communication required or permitted under this Agreement shall be in writing and conclusively deemed effective: (a) on personal delivery, (b) on confirmed delivery by courier service during Consultant's and City's regular business hours, or (c) three Business Days after deposit in the United States mail, by first class mail, postage prepaid, and addressed to the Party to be notified as set forth below:

TO CITY:

City of Yucaipa
Attn: Development Services
Department
34272 Yucaipa Boulevard
Yucaipa, California 92399
TO CONSULTANT:

Data Ticket Inc.
2603 Main Street, Suite 300
Irvine, California 92614
Attn: Heather Nowlan

16. Non -Discrimination and Equal Employment Opportunity. In the performance of this Agreement, Consultant shall not discriminate against any employee, subcontractor or applicant for employment because of race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, sexual orientation or other basis prohibited by law. Consultant will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment, without regard to their race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information or sexual orientation.

17. Prohibition of Assignment and Delegation. Consultant shall not assign any of its rights or delegate any of its duties under this Agreement, either in whole or in part, without City's prior written consent. City's consent to an assignment of rights under this Agreement shall not release Consultant from any of its obligations or alter any of its -10-
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primary obligations to be performed under this Agreement. Any attempted assignment or delegation in violation of this Section shall be void and of no effect and shall entitle City to terminate this Agreement. As used in this Section, "assignment" and "delegation" means any sale, gift, pledge, hypothecation, encumbrance or other transfer of all or any portion of the rights, obligations, or liabilities in or arising from this Agreement to any person or entity, whether by operation of law or otherwise, and regardless of the legal form of the transaction in which the attempted transfer occurs.

18. No Third Party Beneficiaries Intended. This Agreement is made solely for the benefit of the Parties to this Agreement and their respective successors and assigns, and no other person or entity may have or acquire a right by virtue of this Agreement.

19. Waiver. No delay or omission to exercise any right, power or remedy accruing to City under this Agreement shall impair any right, power or remedy of City, nor shall it be construed as a waiver of, or consent to, any breach or default. No waiver of any breach, any failure of a condition, or any right or remedy under this Agreement shall be (1) effective unless it is in writing and signed by the Party making the waiver, (2) deemed to be a waiver of, or consent to, any other breach, failure of a condition, or right or remedy, or (3) deemed to constitute a continuing waiver unless the writing expressly so states.

20. Final Payment Acceptance Constitutes Release. The acceptance by Consultant of the final payment made under this Agreement shall operate as and be a release of City from all claims and liabilities for compensation to Consultant for anything done, furnished or relating to Consultant's work or services. Acceptance of payment shall be any negotiation of City's check or the failure to make a written extra compensation claim within ten calendar days of the receipt of that check. However, approval or payment by City shall not constitute, nor be deemed, a release of the responsibility and liability of Consultant, its employees, subcontractors and agents for the accuracy and competency of the information provided and/or work performed; nor shall such approval or payment be deemed to be an assumption of such responsibility or liability by City for any defect or error in the work prepared by Consultant, its employees, subcontractors and agents.

21. Corrections. In addition to the above indemnification obligations, Consultant shall correct, at its expense, all errors in the work which may be disclosed during City's review of Consultant's report or plans. Should Consultant fail to make such correction in a reasonably timely manner, such correction may be made by City, and the cost thereof shall be charged to Consultant. In addition to all other available remedies, City may deduct the cost of such correction from any retention amount held by City or may withhold payment otherwise owed Consultant under this Agreement up to the amount of the cost of correction.

22. Non -Appropriation of Funds. Payments to be made to Consultant by City for services performed within the current fiscal year are within the current fiscal budget and within an available, unexhausted fund. In the event that City does not appropriate sufficient funds for payment of Consultant's services beyond the current fiscal year, this -11-
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Agreement shall cover payment for Consultant's services only to the conclusion of the last fiscal year in which City appropriates sufficient funds and shall automatically terminate at the conclusion of such fiscal year.

23. Exhibits. Exhibits A and B constitute a part of this Agreement and are incorporated into this Agreement by this reference. If any inconsistency exists or arises between a provision of this Agreement and a provision of any exhibit, or between a provision of this Agreement and a provision of Consultant's proposal, the provisions of this Agreement shall control.

24. Entire Agreement and Modification of Agreement. This Agreement and all exhibits referred to in this Agreement constitute the final, complete and exclusive statement of the terms of the agreement between the Parties pertaining to the subject matter of this Agreement and supersede all other prior or contemporaneous oral or written understandings and agreements of the Parties. No Party has been induced to enter into this Agreement by, nor is any Party relying on, any representation or warranty except those expressly set forth in this Agreement. This Agreement may not be amended, nor any provision or breach hereof waived, except in a writing signed by both Parties.

25. Headings. The headings in this Agreement are included solely for convenience of reference and shall not affect the interpretation of any provision of this Agreement or any of the rights or obligations of the Parties to this Agreement.

26. Word Usage. Unless the context clearly requires otherwise, (a) the words "shall," "will" and "agrees" are mandatory and "may" is permissive; (b) "or" is not exclusive; and (c) "includes" or "including" are not limiting.

27. Time of the Essence. Time is of the essence in respect to all provisions of this Agreement that specify a time for performance; provided, however, that the foregoing shall not be construed to limit or deprive a Party of the benefits of any grace or use period allowed in this Agreement.

28. Business Days. "Business days" means days Yucaipa City Hall is open for business.

29. Governing Law and Choice of Forum. This Agreement, and any dispute arising from the relationship between the Parties to this Agreement, shall be governed by and construed in accordance with the laws of the State of California, except that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be applied in interpreting this Agreement. Any dispute that arises under or relates to this Agreement (whether contract, tort or both) shall be resolved in a superior court with geographic jurisdiction over the City of Yucaipa.

30. Attorneys' Fees. In any litigation or other proceeding by which a Party seeks to enforce its rights under this Agreement (whether in contract, tort or both) or seeks a declaration of any rights or obligations under this Agreement, the prevailing Party shall -12-
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be entitled to recover all attorneys' fees, experts' fees, and other costs actually incurred in connection with such litigation or other proceeding, in addition to all other relief to which that Party may be entitled.

31. Severability. If a court of competent jurisdiction holds any provision of this Agreement to be illegal, invalid or unenforceable for any reason, the validity of and enforceability of the remaining provisions of this Agreement shall not be affected and continue in full force and effect.

32. Counterparts. This Agreement may be executed in multiple counterparts, all of which shall be deemed an original, and all of which will constitute one and the same instrument.

33. Corporate Authority. Each person executing this Agreement on behalf of his or her Party warrants that he or she is duly authorized to execute this Agreement on behalf of that Party and that by such execution, that Party is formally bound to the provisions of this Agreement.
[SIGNATURE PAGE FOLLOWS]
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The Parties, through their duly authorized representatives are signing this Agreement on the date stated in the introductory clause.

City:

City of Yucaipa,
a California municipal corporation
By:

Name:

Title:

ATTEST:

By:

Name:

Title: City Clerk
APPROVED AS TO FORM:

By:

Name: David M. Snow
Title: City Attorney
Consultant:

Data Ticket, Inc.,
a California corporation
IN
Name: Brook Westcott
Title: Chief Operating Officer
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EXHIBIT A

SCOPE OF SERVICES

ARTICLE I - CITATION PROCESSING

1.1 Referral and Reconciliation: CONSULTANT shall receive and process bails, fines and forfeitures thereof in connection with the issuance of administrative citations (collectively "Citations/Debts") from CITY to any person for violation of the Yucaipa Municipal Code and other applicable provisions of state law with respect to to Municipal Code violations. CONSULTANT will provide a reconciliation of the number of Citations/Debts received from CITY.

As used herein, the term "person" means and includes any individual, partnership of any kind, a corporation of any kind, limited liability company, association, joint venture or other organization or entity, however formed, as well as fiduciaries, trustees, heirs, executors, administrators, or assigns, or any combination of such persons. "Person" also includes any public entity or agency that acts as an owner in the City of Yucaipa.

As used herein the term "citation recipient" means and includes any person to whom an administrative citation has been issued by the City of Yucaipa.

1.2 Determination of Processable Citations/Debts: CONSULTANT shall screen each Citation/Debt referred to it by the CITY to determine if the Citation/Debt is processable.

If the Citation/Debt is determined by CONSULTANT to be unprocessable (e.g., essential processing information is missing), CONSULTANT shall contact the CITY for clarification.

CONSULTANT will be paid the contractual rate hereinafter provided, for Citations/Debts properly corrected by the CITY to be processable.

1.3 Collection and deposit of funds: A direct deposit system shall be employed for all funds received for payment of Citations/Debts. The CITY shall have the choice of jointly owning a bank account with the CONSULTANT or directing the CONSULTANT to deposit into a CITY account. Deposits shall be made directly into the account by the CONSULTANT for the collecting CITY, with the exception of credit card payments made using VISA, MasterCard, Discover and American Express cards belonging to the CONSULTANT. These payments will be directly deposited into an account held by the CONSULTANT. Credit card payments are reconciled and remitted on a monthly basis to the CITY, but tracked on the citation management software on a daily basis.

Citations/Debts paid by credit card are marked "paid" real-time immediately upon authorization, thus affording the citizen the opportunity to make payment at any time and have the payment recognized immediately.

1.4 PAYMENT: If the CONSULTANT deposits into an CITY account, the CONSULTANT will invoice the CITY for services rendered. Payment in full shall be due within thirty (30) days after which interest shall be accrued at the rate of 6% (or lower if statutes, rules or regulations prohibit this rate). If the CONSULTANT deposits into an account held jointly A-1
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between the CITY and the CONSULTANT, the CONSULTANT shall reconcile the account the month following the banking activity, disperse all revenue due the CITY, the CONSULTANT, any tax liability and all refunds and send all supporting documentation to the CITY for its records.

1.5 Delinquency Notices for Citations/Debts: In accordance with CITY ordinances, delinquency notices will be sent to citation recipients who are not in compliance and have not paid the Citations/Debts in full. These notices will indicate future actions to be taken in order to collect the Citations/Debts owed the CITY.

1.6 Franchise Tax Board Interface: The Franchise Tax Board Interagency Intercept Program will be used as the next collection step in the process. A notice merging all Citations/Debts owed the CITY will be sent to the citation recipient showing the total amount due the CITY for Citations/Debts and demanding payment. If payment is not received in full, social security numbers or corporate identification numbers will be attached to each Citation/Debt and the Citation/Debt will be placed with the Franchise Tax Board for collection.

1.7 Administrative Review and Hearing: In the event that any citation recipient files an appeal of the citation in order to contest their citation, CONSULTANT shall, at the request of the CITY, schedule, respond to, and conduct administrative hearings with respect to any such appeals. The CONSULTANT shall provide a process for the scheduling, processing, administration of that appellate process, consistent with the Municipal Code, shall provide a website for appeal and toll -free numbers for citation recipients who appeal their citation ("appellants"); and shall correspond with appellants, notify them of decisions; maintain records of dispositions and appeal paperwork and refer all paperwork to court if required. The CONSULTANT shall not be responsible for the CITY'S failure to provide correct or timely citation information. The CITY shall be responsible to pay the $25.00 court -filing fee if the administrative hearing decisions are overturned by the Court.

1.8 Citations Disposed of by Hearing/Court: The CONSULTANT may be required, as a result of court action, to reduce or cancel, on an individual basis, Citations which have been referred to CONSULTANT. CONSULTANT shall be paid the contractual rate hereinafter provided for processing the Citation regardless of the outcome of court action.

CONSULTANT will maintain records indicating any reduction or cancellation of administrative citations as a result of review/hearing/court action. Citations that are dismissed as a result of review/hearing/court decision will have the dismissal processed by the CONSULTANT promptly after receipt from the review/hearing/court.

1.9 Suspension of Processing: CONSULTANT will suspend processing on any Citation/Debt referred to it for processing upon written notice to do so by an authorized officer of the CITY. CONSULTANT will promptly return any Citation/Debt or facsimile properly requested by the CITY. CONSULTANT will maintain records indicating any suspension of Citation/Debt as a result of CITY'S request. CONSULTANT shall be paid the contractual rate hereinafter provided for processing the Citations/Debts suspended A-2
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by the CITY.

1.10 Payments by U.S. Mail: It is the citizen's responsibility to ensure that payments are received on or before the date due. The date received by the CONSULTANT will be the criteria to establish any delinquent fees due.

1.11 Citation System Master File Update: CONSULTANT will regularly update the Citation/Debt master file for new citations/debts, payments, reductions, cancellations, dismissals and any other pertinent data.

ARTICLE II - PAYMENT PROCESSING

2.1 Disposition Processing: CONSULTANT will maintain all Citation/Debt dispositions for a minimum of two (2) years. Closed Citations/Debts will remain on-line for a minimum of two (2) years for research and statistical purposes.

2.2 Payments Processing: CONSULTANT shall process Citation/Debt payments on a regular basis. Payments shall be immediately posted in one (1) of three (3) following categories:
"Regular Payments" are Citations/Debts with the correct amount due, paid on or before the due date. This includes payments properly complying with the first Delinquent Notice. "Partial Payments" are Citations/Debts where payment is less than the total amount of due. .
"Appeal Requests" including payment are all requests for administrative/court hearings. These requests are sorted so that the payment submitted is immediately posted, an appeal hold is placed on the citation and if needed the original citations and backup documents are retrieved for the appeal to be heard.

2.3 Miscellaneous Letters Processing: CONSULTANT will receive and review all miscellaneous correspondence. These are generally letters requesting, refunds, voids, or otherwise setting forth complaints. These letters will be researched by CONSULTANT and may be forwarded to the CITY for proper follow-up.

2.4 Batching Procedures: CONSULTANT shall maintain effective procedures of internal control. Such procedures shall involve reconciliation of all payments received using generally accepted accounting principles. After proper reconciliation, deposit slips shall be prepared for and deposits made at the appropriate bank, including an itemized listing of all batch numbers included in the deposit. Citation payment documentation shall be scanned into the System and retained for a minimum of two (2) years.

2.5 Cash Payments: CONSULTANT shall maintain an effective method of handling cash payments. CONSULTANT shall not accept any cash received through the mail.

Payments made in cash shall be accepted only if hand -delivered to CITY or A-3
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CONSULTANT; and all cash payments shall be logged in a cash journal. Thereafter, effective internal control procedures shall be implemented to reconcile such payments using generally accepted accounting principles. CONSULTANT shall be responsible for loss of any cash payments in CONSULTANT's possession or under CONSULTANT's care, custody or control.

2.6 Deposits: All deposits shall be made daily, subject to regular banking hours. Deposits shall be itemized and detailed information will be captured regarding submitted funds.

Deposit slips shall be prepared in duplicate, allowing one (1) copy for the bank and one (1) copy for the CONSULTANT. If the bank account is held jointly, CONSULTANT shall perform all reconciliation, refunds and cut all checks. This information shall be available for CITY review. Deposits shall be directly deposited into the CITY'S designated bank account, eitherjointly held with the CONSULTANT or individually held by the CITY. If the CITY holds the account individually, it will supply deposit slips and an endorsement stamp to CONSULTANT. In this case, CONSULTANT shall only have the capability to make deposits on behalf of the CITY.

2.7 Revenue Report: A monthly revenue report will list all revenues received during the preceding month.

ARTICLE III — WEBSITE

3.1 Citation Management Website: The CONSULTANT offers a website for CITY review of its database, including all Citations/Debts and information relating to changes in status.

3.2 Citizen Website Access: When the CITY has website access, citizens who receive Citations/Debts will be able to access the website to review their individual Citations/Debts and pay on-line.

3.3 Website Interaction: The website may be "view only" or "interactive", for the CITY depending on requirements of the CITY.

3.4 Website Reports: Website reports are available to the CITY on a daily, (24/7) schedule.

3.5 Website Use: User ID's and passwords will be assigned to the CITY.

3.6 Accessibility: The CONSULTANT's web site shall be accessible to individuals with disabilities in accordance with the Americans With Disabilities Act and other applicable provisions of federal and state laws, including but not limited to Section 508 of the Rehabilitation Act (Section 508).

ARTICLE IV — ADDITIONAL SERVICES

4.1 Other Collections: CONSULTANT shall, at the direction of the CITY refer designated A-4
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debts to a Third Party Collection Agency.

4.2 Postal Rate Increase: The CONSULTANT will maintain auditable records to document the CONSULTANT'S actual postage costs associated with the mailing of delinquency notices for unpaid citations and for other mailings related to the processing of correspondence. If there is a postal increase, that increase will be invoiced effective on the date that the postal rate increase goes into effect.

ARTICLE V - REPORTS

5.1 Periodic Reports: CONSULTANT will submit reports to CITY the month following the month in which activity has been reported. The reports will track activities relating to performance under this Agreement. Among the reports which CONSULTANT may/will generate are the following:

A. Report of Revenue Collected for Period
B. Report for Citations/Debts Issued for Period
C. A balanced summary report for issuing CITY providing the status of all Citations/Debts at the beginning of the period, current period activity, and at the end of the period.

D. A report for issuing CITY identifying individuals owing the CITY selected amounts.

E. A report for issuing CITY identifying the Citations/Debts issued, location, violation by each officer.

ARTICLE VI — SECURITY

6.1 City Data
A. Ownership. CITY's data ("City Data"), which shall also be known and treated by CONSULTANT as confidential Information (Confidential Information) shall include: (i) all data made available or accessible to CONSULTANT by CITY, or that is collected, accessed, used, processed, stored, or generated as the result of the CITY's and/or any end users' use of the Services; and (II) personally identifiable information ("PII") collected, used, processed, stored, or generated as the result of the use of the Services, including, without limitation, any information that identifies an individual, such as an individual's social security number or other government -issued identification number, date of birth, address, telephone number, biometric data, mother's maiden name, email address, credit card information, or an individual's name in combination with any other of the elements listed herein. PH also includes any "personal information" as defined in California Civil Code Section 1798.140(o). Except where subject to a third party's intellectual property rights, all City Data is and shall remain the sole and exclusive property of A-5
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City and all right, title, and interest in the same belongs to CITY.

B. License to Use City Data. CONSULTANT is provided a limited license to access City Data for the sole and exclusive purpose of providing the Services, including a license to collect, process, store, generate, and display City Data only to the extent necessary in the providing of the Services. Contractor shall: (i) keep and maintain City Data in strict confidence, using such degree of care as is appropriate and consistent with its obligations as further described in this Agreement and applicable law to avoid unauthorized access, use, disclosure, or loss; (ii) use and disclose City Data solely and exclusively for the purpose of providing the Services, such use and disclosure being in accordance with this Agreement, and applicable law; (iii) allow access to City Data only to those employees of CONSULTANT who are directly involved with and responsible for providing the Services; and, (iv) not use, sell, rent, transfer, distribute, or otherwise disclose or make available City Data for CONSULTANT'S own purposes or for the benefit of anyone other than CITY without CITY's prior written consent. CONSULTANT may not utilize aggregated data derived from City Data unless it has been made "anonymous" using technology that irreversibly alters data in such a way that the data subject can no longer be identified directly or indirectly, either by the data controller alone or in collaboration with any other party, and such data is thereby rendered "anonymized data", as generally described in ISO 25237:2017, Sections 3.2 and 3.3.

C. Without limiting CONSULTANT'S obligation of confidentiality as further described herein, CONSULTANT shall be responsible for establishing, maintaining, and providing a written description to CITY of, a data privacy and information security program, including physical, technical, administrative, and organizational safeguards, that comply with or are substantial similar to the security controls identified in the current version of NIST SP800-53, and that is designed to: (i) ensure the security and confidentiality of the City Data; (ii) protect against any anticipated threats or hazards to the security or integrity of the City Data; (iii) protect against unauthorized disclosure, access to, or use of the City Data; (iv) ensure the proper disposal of City Data; and, (v) ensure that all employees, agents, and subcontractors of CONSULTANT, if any, comply with all of the foregoing. In no case shall the safeguards of CONSULTANT's data privacy and information security program used to protect City Data be less stringent than the safeguards used by CONSULTANT for its own data.

D. PCI-DSS Compliance. For Services that include handling credit card information, CONSULTANT shall comply at all times with all applicable and current Payment Card Industry Data Security Standards (PCI-DSS).

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CONSULTANT agrees that it is responsible for the security of "cardholder data" that CONSULTANT possesses, handles, stores, processes or transmits on behalf of the CITY, and for any impact on the security of CITY's cardholder data environment adversely affected by any failure of CONSULTANT to maintain compliance with provisions of the PCI-DSS applicable to the Services.

E. Data Breach. In the event of any act, error or omission, negligence, misconduct, or breach that permits any unauthorized access to, or that compromises or is suspected to compromise the security, confidentiality, or integrity of City Data, CONSULTANT shall, as applicable: (i) notify CITY as soon as practicable but no later than twenty-four (24) hours of becoming aware of such occurrence; (ii) cooperate with CITY in investigating the occurrence, including making available all relevant records, logs, files, data reporting, and other materials required to comply with applicable law or as otherwise required by CITY; (iii) in the case of PII, at CITY's sole election, (aa) notify the affected individuals who comprise the PH as soon as practicable but no later than is required to comply with applicable law including, but not limited to, the provisions of California Civil Code Sections 1798.82 and 1798.100, et seq., or, (bb) in the absence of any legally required notification period, within five (5) calendar days of the occurrence.

F. Cloud Storage Security. Any and all cloud based storage shall be in compliance with ISO/IEC 27001 - 27018, as applicable, or successor standards thereto, or such other standard agreed to in writing by CITY.

All data storage shall be provided solely within the continental United States and on computing and data storage devices residing therein, and all such locations shall be disclosed to CITY promptly upon request.

6.2. Compliance with Law. CONSULTANT shall at all times comply with any and all laws, regulations, and statutes applicable to the Services including, but not limited to, California Civil Code Section 1798.82 and the California Consumer Privacy Protection Act of 2018, California Civil Code Section 1798.100, et seq.

6.3. Notwithstanding any provision of the Agreement, and to the maximum extent permitted by law, CONSULTANT will indemnify, defend and pay reasonable attorneys' fees, and hold CITY, its elected officials, officers, employees and agents, harmless with respect to all claims, actions and liabilities to the extent arising out of CONTRACTOR's violation of any law, statute or regulation, breach of the Agreement, negligence, or willful misconduct including any theft, conversion, or embezzlement, or wrongful or unauthorized access to, or disclosure or use of, City Data.

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EXHIBIT B

APPROVED FEE SCHEDULE
Fee Description
Administrative Citation
Administrative Citation
Processing Fee
Processing Fee
Option 1
Option 2
Citation Processing and Collections
Manual Citation $15.00 $5.00
Processing
Electronic Citation
$12.00
$3.00
Processing
1It Notice Sent
No charge
$0.80
Delinquent Collections
No charge
26%* of paid amount
Franchise Tax Board
$2.50 per unique SSN
$2.50 per unique SSN
Processing - SSN Look -up
FTB Collections
15% of paid amount
15% of paid amount
Advanced Collections
30% of paid amount
30% of paid amount
Legal Action Not Required
Adjudication Services
Adjudication Hold &
No charge
$0.50
Scanning of
Documentation
Disposition Entry
No charge
$1.00
Disposition Letters
No charge
$1.25
Hearing Schedule Letters
No charge
$1.25
Certified Letter Fee
$5.00 per letter
$5.00 per letter
Optional
Hearing Performance
$85.00 / hr
$85.00 / hr
*Assessed at Citation Date + 60 Days
• A minimum fee of $200.00 will be charged on a monthly basis if services do not reach this level
To further provide definition surrounding each line item, we have provided additional details below and on the following pages.
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Manual and Electronic Administrative Citation Processing:

Services for the above -mentioned items include:
• Data entry of manually written citations performed within 48 hours of receipt • Quality assurance verification of manually entered citations • Scanning of all manually written citations onto our network for storage and ease of retrieval
• Bi-monthly shredding of manually written citations
• Electronic transfer of all electronically written citations, recordings, videos and photographs
• 1st Notice Cost:

Services for the above -mentioned item include:
• Semi -custom Notice that is printed on an 8'/2 x 11" piece of paper with a perforated tear -of payment stub provided in a window envelope sent to the citation recipient • All notices are attached to the citation online and are viewable via the web • All notices sent via 1st Class Mail
• All notices include a return envelope in which the responsible party may submit payment
• This charge is only incurred if the individual does not pay within 90 days • Delinquent Collections:
• This fee will be assessed when a citation is sixty (60) days past the citation issue date, assuming a first notice has been sent to the citation recipient and the citation is not on hold for any reason
• Three Delinquent Notices will be sent to the citation recipient at no cost to the City • All notices are sent via First Class mail and all notices are printed on an 8 % x 11" sheet of paper and folded into a window envelope; in addition, a window envelope is provided for the recipient to return payment
• All notices are attached to the citation online and are viewable via the web • If Data Ticket does not collect on a citation that is delinquent, the City does not owe this fee
• Notices will be sent via 1 st Class Mail, and Data Ticket will be responsible for the cost incurred and all customer service and payment entry Franchise Tax Board Processing:
• SSN Look -up
• This fee will be assessed to lookup a social security number associated with a particular responsible party and address
• This charge is charged per unique SSN, not per citation • FTB Collections
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• This charge is not combined with any other charge; for example, if a citation is rolled to delinquent status and paid at FTB, only the 15% of revenue collected will be charged
• Data Ticket will send an FTB Notice to the Customer as required by the Interagency Intercept Program; this notice will be sent via 1st Class Mail at no additional cost to the City
• All notices are attached to the citation online and are viewable via the web • Data Ticket will pay for the City's cost to participate in the FTB program; annually, FTB will send an invoice to the City for the number of debts placed at FTB; the City will simply provide this invoice to Data Ticket and Data Ticket will pay it in full
• If Data Ticket does not collect on a citation that is at FTB, the City does not owe the collection fee
• Advanced Collections
• This fee is charged if a citation is paid at Advanced Collections • This charge is not combined with any other charge; for example, if a citation is rolled to delinquent status and paid at Advanced Collections, only the 26% of revenue collected will be charged
2"d Level Hearing Hold, Scanning and Scheduling of Hearing • Data Ticket will review all documentation received by the Appellant and determine whether the request received within the required timeframe • If the request was received within the required timeframe, Data Ticket's Adjudication Department will place the citation on an Administrative Hearing Request Hold and scan all received documentation into the Solution where it is displayed on the web for the City's Staff and the Hearing Officer
If the request is received outside the required timeframe, the City will have the option to proceed as though the request was received within the timeframe or it may elect to have Data Ticket send a "time expired letter" rejecting the appeal. • Data Ticket will work with the designated Hearing Officer to schedule the Hearing based on either a pre -determined schedule or an ad hoc basis, depending on the City's schedule
2"d Level Hearing Schedule & Disposition Letters
• Data Ticket will send a custom disposition letter to the Appellant via 1st Class Mail • All letters are attached to the citation online and are viewable via the web • Disposition letters will be sent Monday — Friday
2"d Level Hearing Disposition
• Data Ticket's independent, certified, insured hearing officers will be provided to the to perform in -person, phone and written hearings
• Each hearing request will be reviewed, heard or read and all required research will be performed
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• The Hearing Officer will enter a judgment into the Citation Processing System for viewing by the City, Appellant and Data Ticket
• Hearings will be scheduled
• The City will incur costs associated with mileage as defined by Federal guidelines • Data Ticket will work with the City to arrange for the use of a conference room at an City location or the City may elect to have citations heard at a centralized location within the County
• Joint / Escrow Banking Services (Optional) $100.00 per month Services for the above -mentioned item include:
• Daily deposits of funds to the City's escrow account
• Online, real-time reconciliation reports that tie directly to the bank statement • Processing of all credit card charge -backs and Insufficient Funds • Month -end reconciliation of all funds collected
• Payment of Data Ticket's invoice
• Disbursement of the net remittance to the City
• Scanning of all payments directly to joint bank account daily using remote check deposit
• The City will be responsible for the purchase of banking supplies, including checks and endorsement stamps; these fees typically run $200.00 per year • Refunds verified and issued weekly
• Online Access for the City's Customers: Included
City's Customers will have the ability to perform the following functions online:
• View real-time citation(s) data
• Pay for a single or many citation(s)
• Request a Hearing online and attach up to 3 supporting documents • Print a receipt
• View pictures of the citation taken by the issuing officer (if the City allows) • Online Access for the City's Staff: Included
Access to the City's data is based on unique usernames and passwords assigned to everyone who requires access to the system. Data Ticket does not limit the number of individuals who have access to the system and the number and types of access can change at any point with a simple email request to Data Ticket.

Our Solution is setup to maintain a complete audit trail for each transaction in the system so that the username is displayed next to every transaction in the system, indicating who performed the transaction and when.

Dependent on the access rights provided to each City Staff member, the following capabilities are available:
• View real-time citation(s) data, including pictures taken by the Issuing Officer 10070-0001\2670666v2.doc -1 0 1-

• Accept payment via VISA, MasterCard, Discover and American Express credit/debit cards
• Accept payment via Cash, Check or Money Order
• Process NSFs, Charge -backs and Refunds
• Reduce or increase violation amounts, dismiss citations, void citations and place a citation on hold
• Change citation data, including violations, date, time, location, comments, and others
• Generate a time expired or letter of non -responsibility for a citation in the adjudication process
• View the complete reason for the Hearing Request and supporting documentation provided by the Appellant directly online
• Edit Appellant information
• Upload disposition documents sent to the City via US Mail • Add a note to a citation and see all comments added to the citation • View the reason for the 2nd Level Administrative Hearing Request online and view the supporting documentation provided by the Appellant, directly online • Print a receipt with or without responsible party information • Reporting: Included
• Data Ticket offers 24 reports online for our Clients to generate, print and re -print 24/7. We provide real-time reports that can be generated for any timeframe required and we provide pre-processed/month-end reports that reflect the month -end view of data.
• All reports are available online and because we do not purge data unless specifically requested to do so by a Client, the data is available if the City is a Client.
• All reports are generated in HTML so our Clients can copy and paste the data into Excel for data manipulation purposes.
• Report Generator capabilities that provide City Personnel with the ability to create, save, share and print custom reports at any time for any time frame. • If the City were to request a report that was not already available, Data Ticket would work with the City to design the report and provide it to the City at no cost. • Manual Payment Processing: Included
• Manually received payments (checks, cash, money orders and credit card payments sent via US Mail) are received at our PO Box in Newport Beach where a bonded and insured courier picks up the mail daily and delivers it to our Newport Beach office • On -site Mail Department opens, sorts and batches the payments before providing them to our on -site Data Entry Department
• After double-blind entry of each payment, the citations are updated by our Quality Assurance team
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• Payments are then provided to our Accounting Department where daily deposit slips are completed and provided to a bonded, insured courier who takes them to the bank
• Charge -backs and NSF's: Included
• Data Ticket will process credit card charge -backs and NSFs when notified of each occurrence if City is not an escrow account holder
• Once processed, Data Ticket will send a custom letter to the individual detailing the returned item and the amount due on the citation
• Refunds: Included
• Data Ticket will process refunds when notified of each by the City • In the event the City utilizes Joint Banking, Data Ticket will verify, generate and send each refund due
• Refunds will be issued weekly
• Refunds will be sent via 1 Sc Class Mail
• Customer Service: Included
• Data Ticket provides a live, bi-lingual, on -site Customer Service Department that is fully trained to answer questions related to citation issuance, payment, adjudication, FTB, advanced credit reporting collections and more
• All calls are recorded to quality assurance and recordings can be sent to the City at any time for review
• Data Ticket's IVR is bi-lingual and accessible via several toll -free numbers; the IVR provides real-time information to the caller regarding current status, including the amount due
• The IVR accepts VISA, MasterCard, Discover, and American Express • Web Presence: Included
• Data Ticket's Solution is 100% web -based and Section 508 Compliant and is provided at: www.CitationProcessingCenter.com; this is a generic website in the sense that it is not City branded. This website allows for the City and the City's Customers to access citations online
• If the City prefers a City branded website, one in which the look and feel mimics that of the City's website, Data Ticket can and will provide this feature to the City
Cost Increases:

Postal Rate Increase Offset — If postal rates increase during the term of the agreement, fees to DTI shall be raised immediately to offset the effect of the actual postal rate increase.

CPI Increases — There will be NO CPI increases for the duration of the Agreement. 10070-0001\2670666v2.doc
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