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HomeMy WebLinkAbout11 - PSA for Bill Printing and Mailing Services and Paperless BillingCTY OF F NEWPORT BEACH City Council Staff Report July 14, 2015 Agenda Item No. 11 TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL FROM: Dan Matusiewicz, Finance Director — (949) 644-3123, dmatusiewicz@newportbeachca.gov PREPARED BY: Evelyn Tseng, Revenue Manager PHONE: (949) 644-3153 TITLE: Professional Services Agreement for Bill Printing and Mailing Services and Paperless Billing ABSTRACT: Approval of a professional services agreement ("PSA") with InfoSend, Inc. ("InfoSend") to provide printing and mailing services, as well as online bill presentment and payment services. RECOMMENDATION: Approve the Professional Services Agreement for Document Printing and Mailing Services and Online Presentment, and authorize the Mayor and City Clerk to execute the Agreement. FUNDING REQUIREMENTS: Sufficient funding is available for the award of this Agreement in the current budget. The cost for printing, mailing (includes postage) and maintaining an online customer service portal is approximately $14,560 per month, but this number may increase to $25,000 per month if the City decides to change to monthly utility billing from the current bi-monthly utility billing. DISCUSSION: The City bills for many different services, including, but not limited to: utilities, business licenses, pier permits, moorings, emergency response, citations, delinquent notices, special events, and jail bookings. Altogether, the City sends via mail or via e-mail more than 360,000 bills each year. Of those, the City mails an average of 172,200 utility bills per year, many of which will include printed inserts. InfoSend is paid approximately $63,000 each year for its mailing and online services. Approximately 48% of customers choose to pay for their bills online via the InfoSend AutoPay feature but 50% of the online customers have still elected to receive a paper billing. A large component of InfoSend's fee is related to services associated with printed mail and the direct pass-through of United States postage. Phase III of the Tyler Munis financial system implementation will address the customer billing systems that will be completed by May 2016. At this time, online customers will be required to register for online bill payment services. This will reduce some of our dependence on InfoSend for paperless billing and payments but we 11-1 still anticipate the need for services related to paper bill printing, inserting, and traditional mail services. InfoSend's Corporate Headquarters and main production facility is located in Anaheim, California. The company moved into this completely reconstructed 77,000 -square -foot headquarters in April 2011, making significant investment in infrastructure, equipment, and future growth. InfoSend is used by many cities in Southern California for printing and mailing services, including Anaheim, Brea, Claremont, Corona, Fullerton, Huntington Beach, Mesa Consolidated Water District, Oceanside, Orange, Pasadena, San Clemente, San Juan Capistrano, Santa Ana, Santa Barbara, and Santa Monica. InfoSend has satisfactorily provided the City with printing and mailing services for the past seven (7) years. Consequently, the City's billing formats and processes are well established with InfoSend and the City's online customers are accustomed to using InfoSend's online customer service portal. The City's PSA with InfoSend has lapsed and staff recommends re-establishing the PSA to continue the satisfactory provision of mailing and bill pay/presentment services and to avoid disruption for our online bill paying customers. Once customers have registered for Tyler Munis's online bill payment services, we anticipate issuing a new Request for Proposal for bill printing services prior to December 2016. ENVIRONMENTAL REVIEW: Staff recommends the City Council find this action is not subject to the California Environmental Quality Act ("CEQA') pursuant to Sections 15060(c)(2) (the activity will not result in a direct or reasonably foreseeable indirect physical change in the environment) and 15060(c)(3) (the activity is not a project as defined in Section 15378) of the CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no potential for resulting in physical change to the environment, directly or indirectly. NOTICING: The agenda item has been noticed according to the Brown Act (72 hours in advance of the meeting at which the City Council considers the item). ATTACHMENTS: Description Attachment A - PSA with InfoSend. Inc. for Document Printing and Mailing Services and Online Presentment dated June 19. 2015 11-2 ATTACHMENT A Professional Services Agreement with InfoSend, Inc. for Document Printing and Mailing Services and Online Presentment, dated June 19, 2015 11-3 PROFESSIONAL SERVICES AGREEMENT WITH INFOSEND, INC. FOR DOCUMENT PRINTING AND MAILING SERVICES AND ONLINE PRESENTMENT THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into as of this 19th day of June, 2015 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and INFOSEND, INC., a California corporation ("Consultant"), whose address is 4240 East La Palma Avenue, Anaheim, California 92807, and is made with reference to the following: RECITALS A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. City desires to engage Consultant to provide printing, mailing and online presentment of municipal billing statements and other documents ("Project"), C. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the professional services described in this Agreement. D. City has solicited and received a proposal from Consultant, has reviewed the previous experience and evaluated the expertise of Consultant, and desires to retain Consultant to render professional services under the terms and conditions set forth in this Agreement. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM The term of this Agreement shall commence on the Effective Date, and shall terminate on December 31, 2016, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED Consultant shall diligently perform all the services described in the Scope of Services attached hereto as Exhibit A and incorporated herein by reference ("Services" or "Work"). City may elect to'delete certain Services within the Scope of Services at its sole discretion. 3. TIME OF PERFORMANCE 3.1 Time is -of the essence in the performance of Services under this Agreement and Consultant shall perform the Services in accordance with the schedule included in Exhibit A. In the absence of a specific schedule, the Services shall be "cr performed to completion in a diligent and timely manner. The failure by Consultant to strictly adhere to the schedule set forth in Exhibit A, if any, or perform the Services in a diligent and timely manner may result in termination of this Agreement by City. 3.2 Notwithstanding the foregoing, Consultant shall not be responsible for delays due to causes beyond Consultant's reasonable control. However, in the case of any such delay in the Services to be provided for the Project, each party hereby agrees to provide notice within two (2) calendar days of the occurrence causing the delay to the other party so that all delays can be addressed. 3.3 Consultant shall submit all requests for extensions of time for performance in writing to the Project Administrator as defined herein not later than ten (10) calendar days after the start of the condition that purportedly causes a delay. The Project Administrator shall review all such requests and may grant reasonable time extensions for unforeseeable delays that are beyond Consultant's control. 3.4 For all time periods not specifically set forth herein, Consultant shall respond in the most expedient and appropriate manner under the circumstances, by hand -delivery or mail. 4. COMPENSATION TO CONSULTANT 4.1 City shall pay Consultant for the Services on a time and expense not -to - exceed basis in accordance with the provisions of this Section and the Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein by reference. Consultant's compensation for all Work performed in accordance with this Agreement, including all reimbursable items and subconsultant fees, shall not exceed Two Hundred Seventy Seven Thousand Dollars and 00/100 ($277,000.00), without prior written authorization from City. No billing rate changes shall be made during the term of this Agreement without the prior written approval of City. 4.2 Consultant shall submit monthly invoices to City describing the Work performed the preceding month. Consultant's bills shall include the name of the person who performed the Work, a brief description of the Services performed and/or the specific task in the Scope of Services to which it relates, the date the Services were performed, the number of hours spent on all Work billed on an hourly basis, and a description of any reimbursable expenditures. City shall pay Consultant no later than thirty (30) calendar days after approval of the monthly invoice by City staff. 4.3 City shall reimburse Consultant only for those costs or expenses specifically identified in Exhibit B to this Agreement or specifically approved in writing in advance by City. 4.4 Consultant shall not receive any compensation for Extra Work performed without the prior written authorization of City. As used herein, "Extra Work" means any Work that is determined by City to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Infosend, Inc. Page 2 "A7 Compensation for any authorized Extra Work shall be paid in accordance with the Schedule of Billing Rates as set forth in Exhibit B. 5. PROJECT MANAGER 5,1 Consultant shall designate a Project Manager, who shall coordinate all phases of the Project. This Project Manager shall be available to City at all reasonable times during the Agreement term. Consultant has designated Matt Schmidt, Client Services Director to be its Project Manager. Consultant shall not remove or reassign the Project Manager or any personnel listed in Exhibit A or assign any new or replacement personnel to the Project without the prior written consent of City. City's approval shall not be unreasonably withheld with respect to the removal or assignment of non -key personnel. 5.2 Consultant, at the sole discretion of City, shall remove from the Project any of its personnel assigned to the performance of Services upon written request of City. Consultant warrants that it will continuously furnish the necessary personnel to complete the Project on a timely basis as contemplated by this Agreement, 5.3 If Consultant is performing inspection services for City, the Project Manager and any other assigned staff shall be equipped with a cellular phone to communicate with City staff. The Project Manager's cellular phone number shall be provided to City. 6. ADMINISTRATION This Agreement will be administered by the Finance. City's Revenue Manager or designee shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator shall represent City in all matters pertaining to the Services to be rendered pursuant to this Agreement. 7. CITY'S RESPONSIBILITIES To assist Consultant in the execution of its responsibilities under this Agreement, City agrees to provide access to and upon request of Consultant, one copy of all existing relevant information on file at City. City will provide all such materials in a timely manner so as not to cause delays in Consultant's Work schedule. 8. STANDARD OF CARE 8.1 All of the Services shall be performed by Consultant or under Consultant's supervision. Consultant represents that it possesses the professional and technical personnel required to perform the Services required by this Agreement, and that it will perform all Services in a manner commensurate with the highest professional standards. For purposes of this Agreement, the phrase "highest professional standards" shall mean those standards of practice recognized by one (1) or more first- class firms performing similar work under similar circumstances. Infosend, Inc. Page 3 "cy 8.2 All Services shall be performed by qualified and experienced personnel who are not employed by City. By delivery of completed Work, Consultant certifies that the Work conforms to the requirements of this Agreement, all applicable federal, state and local laws, and the highest professional standard. 8.3 Consultant represents and warrants to City that it has, shall obtain, and shall keep in full force and effect during the term hereof, at its sole cost and expense, all licenses, permits, qualifications, insurance and approvals of whatsoever nature that is legally required of Consultant to practice its profession. Consultant shall maintain a City of Newport Beach business license during the term of this Agreement. 8.4 Consultant shall not be responsible for delay, nor shall Consultant be responsible for damages or be in default or deemed to be in default by reason of strikes, lockouts, accidents, acts of God, or the failure of City to furnish timely information or to approve or disapprove Consultant's Work promptly, or delay or faulty performance by City, contractors, or governmental agencies. 9. HOLD HARMLESS 9.1 To the fullest extent permitted by law, Consultant shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents, volunteers and employees (collectively, the "Indemnified Parties") from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorneys' fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims"), which may arise from or in any manner relate (directly or indirectly) to any breach of the terms and conditions of this Agreement, any Work performed or Services provided under this Agreement including, Without limitation, defects in workmanship or materials or Consultant's presence or activities conducted on the Project (including the negligent, reckless, and/or willful acts, errors and/or omissions of Consultant, its principals, officers, agents, employees, vendors, suppliers, consultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable, or any or all of them). 9.2 Notwithstanding the foregoing, nothing herein shall be construed to require Consultant to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorneys' fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Consultant. Infosend, Inc. Page 4 f6CJ 10. INDEPENDENT CONTRACTOR It is understood that City retains Consultant on an independent contractor basis and Consultant is not an agent or employee of City. The manner and means of conducting the Work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. No civil service status or other right of employment shall accrue to Consultant or its employees. Nothing in this Agreement shall be deemed to constitute approval for Consultant or any of Consultant's employees or agents, to be the agents or employees of City. Consultant shall have the responsibility for and control over the means of performing the Work, provided that Consultant is in compliance with the terms of this Agreement. Anything in this Agreement that may appear to give City the right to direct Consultant as to the details of the performance of the Work or to exercise a measure of control over Consultant shall mean only that Consultant shall follow the desires of City with respect to the results of the Services. 11. COOPERATION Consultant agrees to work closely and cooperate fully with City's designated Project Administrator and any other agencies that may have jurisdiction or interest in the Work to be performed. City agrees to cooperate with the Consultant on the Project. 12. CITY POLICY Consultant shall discuss and review all matters relating to policy and Project direction with City's Project Administrator in advance of all critical decision points in order to ensure the Project proceeds in a manner consistent with City goals and policies. 13. PROGRESS Consultant is responsible for keeping the Project Administrator informed on a regular basis regarding the status and progress of the Project, activities performed and planned, and any meetings that have been scheduled or are desired. 14. INSURANCE Without limiting Consultant's indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement or for other periods as specified in this Agreement, policies of insurance of the type, amounts, terms and conditions described in the Insurance Requirements attached hereto as Exhibit C, and incorporated herein by reference. 15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS Except as specifically authorized under this Agreement, the Services to be provided under this Agreement shall not be assigned, transferred contracted or subcontracted out without the prior written approval of City. Any of the following shall Infosend, Inc. Page 5 FEM be construed as an assignment: The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant if Consultant is a partnership or joint -venture or syndicate or co -tenancy, which shall result in changing the control of Consultant. Control means fifty percent (50%) or more of the voting power or twenty-five percent (25%) or more of the assets of the corporation, partnership or joint -venture. 16, SUBCONTRACTING The subcontractors authorized by City, if any, to perform Work on this Project are identified in Exhibit A. Consultant shall be fully responsible to City for all acts and omissions of any subcontractor. Nothing in this Agreement shall create any contractual relationship between City and any subcontractor nor shall it create any obligation on the part of City to pay or to see to the payment of any monies due to any such subcontractor other than as otherwise required by law. City is an intended beneficiary of any Worts performed by the subcontractor for purposes of establishing a duty of care between the subcontractor and City. Except as specifically authorized herein, the Services to be provided under this Agreement shall not be otherwise assigned, transferred, contracted or subcontracted out without the prior written approval of City. 17. OWNERSHIP OF DOCUMENTS 17.1 Each and every report, draft, map, record, plan, document and other writing produced, including but not limited to, websites, blogs, social media accounts and applications (hereinafter "Documents"), prepared or caused to be prepared by Consultant, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party. Additionally, all material posted in cyberspace by Consultant, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party. Consultant shall, at Consultant's expense, provide such Documents, including all logins and password information to City upon prior written request. 17.2 Documents, including drawings and specifications, prepared by Consultant pursuant to this Agreement are not intended or represented to be suitable for reuse by City or others on any other project. Any use of completed Documents for other projects and any use of incomplete Documents without specific written authorization from Consultant will be at City's sole risk and without liability to Consultant. Further, any and all liability arising out of changes made to Consultant's deliverables under this Agreement by City or persons other than Consultant is waived against Consultant, and City assumes full responsibility for such changes unless City has given Consultant prior notice and has received from Consultant written consent for such changes. Infosend, Inc. Page 6 FEW 17.3 All written documents shall be transmitted to City in formats compatible with Microsoft Office and/or viewable with Adobe Acrobat. 18. CONFIDENTIALITY All Documents, including drafts, preliminary drawings or plans, notes and communications that result from the Services in this Agreement, shall be kept confidential unless City expressly authorizes in writing the release of information. 19. INTELLECTUAL PROPERTY INDEMNITY Consultant shall defend and indemnify City, its agents, officers, representatives and employees against any and all liability, including costs, for infringement or alleged Infringement of any United States' letters patent, trademark, or copyright, including costs, contained in Consultant's Documents provided under this Agreement. 20. RECORDS Consultant shall keep records and invoices in connection with the Services to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any Services, expenditures and disbursements charged to City, for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of City to examine, audit and make transcripts or copies of such records and invoices during regular business hours. Consultant shall allow inspection of all Work, data, Documents, proceedings and activities related to the Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 21. WITHHOLDINGS City may withhold payment to Consultant of any disputed sums until satisfaction of the dispute with respect to such payment. Such withholding shall not be deemed to constitute a failure to pay according to the terms of this Agreement. Consultant shall not discontinue Work as a result of such withholding. Consultant shall have an immediate right to appeal to the City Manager or designee with respect to such disputed sums, Consultant shall be entitled to receive interest on any withheld sums at the rate of return that City earned on its investments during the time period, from the date of withholding of any amounts found to have been improperly withheld. 22. ERRORS AND OMISSIONS In the event of errors or omissions that are due to the negligence or professional inexperience of Consultant which result in expense to City greater than what would have resulted if there were not errors or omissions in the Work accomplished by Consultant, the additional design, construction and/or restoration expense shall be Infosend, Inc. Page 7 WISH borne by Consultant. Nothing in this Section is intended to limit City's rights under the law or any other sections of this Agreement. 23. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS City reserves the right to employ other Consultants in connection with the Project. 24, CONFLICTS OF INTEREST 24.1 Consultant or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act"), which (1) requires such persons to disclose any financial interest that may foreseeably be materially affected by the Work performed under this Agreement, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. 24.2 If subject to the Act, Consultant shall conform to all requirements of the Act. Failure to do so constitutes a material breach and is grounds for immediate termination of this Agreement by City. Consultant shall indemnify and hold harmless City for any and all claims for damages resulting from Consultant's violation of this Section. 25. NOTICES 25.1 All notices, demands, requests or approvals, including any change in mailing address, to be given under the terms of this Agreement shall be given in writing, and conclusively shall be deemed served when delivered personally, or on the third business day after the deposit thereof in the United States mail, postage prepaid, first- class mail, addressed as hereinafter provided. 25.2 All notices, demands, requests or approvals from Consultant to City shall be addressed to City at: Attn: Evelyn Tseng, Revenue Manager Finance City of Newport Beach 100 Civic Center Drive PO Box 1768 Newport Beach, CA 92658 25.3 All notices, demands, requests or approvals from City to Consultant shall be addressed to Consultant at: Attn: Mahmood Rezai Infosend, Inc. 424.0 E. La Palma Ave. Anaheim, CA 92807 Infosend, Inc. Page 8 26. CLAIMS Unless a shorter time is specified elsewhere in this Agreement, before making its final request for payment under this Agreement, Consultant shall submit to City, in writing, all claims for compensation under or arising out of this Agreement. Consultant's acceptance of the final payment shall constitute a waiver of all claims for compensation under or arising out of this Agreement except those previously made in writing and identified by Consultant in writing as unsettled at the time of its final request for payment. Consultant and City expressly agree that in addition to any claims filing requirements set forth in the Agreement, Consultant shall be required to file any claim Consultant may have against City in strict conformance with the Government Claims Act (Government Code sections 900 et seq). 27. TERMINATION 27.1 In the event that either party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that party shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of two (2) calendar days, or if more than two (2) calendar days are reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within two (2) calendar days after receipt of written notice of default, specifying the nature of such default and the steps necessary to cure such default, and thereafter diligently take steps to cure the default, the non -defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. 27.2 Notwithstanding the above provisions, City shall have the right, at its sole and absolute discretion and without cause, of terminating this Agreement at any time by giving no less than seven (7) calendar days' prior written notice to Consultant. in the event of termination under this Section, City shall pay Consultant for Services satisfactorily performed and costs incurred up to the effective date of termination for which Consultant has not been previously paid. On the effective date of termination, Consultant shall deliver to City all reports, Documents and other information developed or accumulated in the performance of this Agreement, whether in draft or final form. 28. STANDARD PROVISIONS 28.1 Recitals. City and Consultant acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 28.2 Compliance with all Laws. Consultant shall, at its own cost and expense, comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. In addition, all Work prepared by Consultant shall conform to applicable City, county, state and federal laws, rules, regulations and permit requirements and be subject to approval of the Project Administrator and City. Infosend, Inc. Page 9 11-12 28.3 Waiver. A waiver by either party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character. 28.4 Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 28.5 Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Agreement and the Scope of Services or any other attachments attached hereto, the terms of this Agreement shall govern. 28.6 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply, 28.7 Amendments. This Agreement may be modified or amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney. 28.8 Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 28.9 Controlling Law and Venue. The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California. 28.10 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, age or any other impermissible basis under law. 28.11 No Attorneys' Fees. In the event of any dispute or legal action arising under this Agreement, the prevailing party shall not be entitled to attorneys' fees. 28.12 Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original and all of which together shall constitute one (1) and the same instrument. [SIGNATURES ON NEXT PAGE] Infosend, Inc. Page 10 11-13 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTO N Y'S OFFICE Date: to I f CITY OF NEWPORT BEACH, a California municipal corporation By: / By: Aaro C Harp �iq Edward D. Selich City iAtt rney 0 Mayor ATTEST: CONSULTANT: Infosend, Inc., California corporation Date: ���1 By: �lR� ��(">o/ Leilani I. Brown Mahmood Rezai City Clerk President and CEO Date: (W)S) 15— B : S By: Russ Rerzai COO [END OF SIGNATURES] Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates Exhibit C — Insurance Requirements Infosend, Inc. Page 11 11-14 EXHIBIT A SCOPE OF SERVICES 1. Printing and Mailing Services: The provided to the City of Newport Beach shall include the following: general scope of mailing services to be by InfoSend pursuant to this Agreement Postal processing and address standardization for the lowest postage rate. InfoSend will be responsible for complying with all USPS rules and obtaining the lowest possible rates. Laser print agreed upon documents. Documents will be printed on an as - needed basis based on the billing frequency for each of the City's job types using industry -standard 600 DPI black or 2 -color printing onto the applicable paper stock for each job type. Various job types are currently live and InfoSend will maintain all current specifications. No changes will be made to the type of printing that is used or the type of paper or envelope stock that is used without the City's consent, review and approval. OCR scanlines will be printed per the City's specifications. Insert documents and desired inserts, including a #9 single window envelope, into a #10 double window envelope and mail Vt class. Addresses are standardized using USPS -certified software before the documents are printed. Provide actual PDF copies of the postal forms submitted to the post office for each batch of mail, as required by the City. Batches of mail containing at least 500 zip+4 coded addresses will be sent directly to the United States Postal Service and presented with their own postal paperwork. This paperwork will be archived on the InfoSend website in PDF format for the City to review. Should a batch of documents contain less than 500 zip+4 coded addresses the document will be inserted into the envelopes, sealed, metered, and delivered to InfoSend's presort partner to achieve the MIXED AADC postal rate. This is the most cost effective way to mail out small batches of documents. The City could also elect to have InfoSend meter these mail pieces at the retail first class rate (equal to a postal stamp) in order to deliver them directly to the post office. Provide InfoSend's standard #9 single window return envelope and standard #10 double window envelope. Both envelopes include security flint. Pricing has also been included to create custom envelopes to match the City's current envelope stock. 2. Data Processing and Internet -Based Services: The general scope of the electronic services to be provided to the City of Newport Beach by InfoSend will include the following: Infosend, Inc. Page A-1 11-15 Online PDF Archiving ("Print Image Archive"): This system posts the documents to the internet, which allows the customer service representative to search for a PDF copy of the document that InfoSend printed and mailed on its behalf. The City can search for the document using name, account number, NBID, and up to 2 other custom fields. Once the PDF has been viewed by the customer support representative it can be printed for the customer, printed and faxed to the customer, or e-mailed to the customer. If the PDF is emailed to the customer it will be accessible without having to click on any links or search pages. The PRF image of the document is exactly like the printed one, (subject to the limitations of the user's printer and image display), not an XML or HTML representation, and are easily printed exactly like the original. After 12 months, all PDF images will be saved to a format previously approved by the City, and provided to the City. Message Manager: This is a free customer service tool that allows you to schedule your messages using the InfoSend website. There will be no programming charges to do the initial setup or to add additional categories to the Message Manager. Job Tracking and Sample Approval: These tools are provided on the InfoSend website at no cost to allow the City to track its files and approve PDF samples before the files are printed. Address Updates: The Address Change Service (ACS) or NCOALink service can be provided to the City to facilitate electronic address updates. Both services are optional. The City may select one or the other at any time. If the ACS service is selected, InfoSend will print the original address on the document and use an outgoing envelope that has "ADDRESS SERVICE REQUESTED" printed on it. The USPS will forward mail pieces to customers who have filed Change of Address forms and provide the new address to InfoSend weekly to report to the City. If the NCOALink service is used then InfoSend will run the addresses through the USPS database before the documents are printed and print the updated address onto the documents. Alternatively the City could elect to have Contractor print the original addresses but use the NCOALink service to report the changes to the City. The USPS will still forward the mail pieces to the new addresses and the City can use the reports to update the addresses for the next mailing. Electronic Bill Presentment and Payment ("Online BiIIPay"): Electronic Bill Presentment and Payment (EBPP) gives customers the ability to view bills via e-mail or a web portal that matches the look of the City's website. Customers can also pay bills using the web portal. The web portal is secured using 256 - bit SSL encryption and allows customers to initiate payments using credit cards, debit cards, or Automated Clearing House (bank account) transactions. Customers shall be able to set up AutoPay through BiIIPay. BiIIPay shall provide customers the simplest way to pay bills and provide an easy solution to edit their payment options. Online BiIIPay shall be PCI compliant. Infosend, Inc. Page A-2 TEAM CSR Portal: The CSR Portal accompanies the optional Online BiIIPay service, The CSR Portal gives authorized City staff the ability to see copies of the electronic bills that were sent to the City customers, to initiate payments on the customer's behalf ("CSR Pay"), and to manage the Online BiIIPay service in general. It includes an "Account Snapshot" feature that was developed to allow the City to view all key stats for the customers on one page, 3. Turnaround Time Consultant's normal time frame for completion (delivered to the post office) will be the next business day. InfoSend will be responsible for maintaining an adequate supply of inventory of forms and envelopes to meet the turnaround time. Any drop -shipped inserts must be received by Consultant's print facility in Anaheim at least 2 days prior to receipt of data. City can upload the data file at any time of the day and the batch will be processed, printed, and delivered to the post office by the next business day. Should City decide to use InfoSend's sample approval process then documents will be completed (delivered to the post office) by the next business day after the samples are approved. 4. Repods: Consultant will provide the City with all of its standard reports at no cost. This includes PDF copies of USPS postal forms, confirmations of data file receipt, confirmation of mailing of files, Online BiIIPay Subscription Report, etc. Consultant has also developed a custom payment -posting file for the City, Warehousing of Customer Supplies; Consultant will maintain up to six (6) months of the City's supplies at no charge. 6. Proofs: InfoSend shall provide proofs prior to a print run. The City shall use the Job Tracker on the InfoSend website to download a PDF sample of the batch to be printed. If rejected, the City indicates if they are rejected due to an issue with the City's file or due to an issue with InfoSend's data processing. If the City rejects a proof, City shall indicate the reason for the rejection. There is no charge to provide additional proofs, even if they are requested due to an issue with the City's data. The City shall have the right to proof each job prior to laser production. All statements with poor print quality or damaged shall be reprinted at InfoSend's expense. T QuaW of Input data: All electronic files furnished by the City must be in good condition and machine processable. if electronic files are not received in the proper format as programmed or with incorrect data, the City shall be required to pay for the printing and or mailing of the documents. The City understands that while Consultant makes every effort to prevent production mistakes, Consultant cannot be held responsible for mistakes caused by issues with the City's data. Infosend, Inc. Page A-3 11-17 The City is encouraged to use the proofing process to catch any potential issues with its data file before the file is printed, Some examples of situations that may arise have been provided below: • City uploads incorrect data and catches the error during the proofing process. The batch is cancelled before it has been printed. The City is not charged a processing fee for the cancelled batch, nor is it charged a reprocessing fee for the replacement batch. • City uploads incorrect data and catches the error after the file has been proofed and printed. If the file has not been mailed yet then the City will be assessed a $0.08 "Print Only Fee". • City uploads correct data and catches an InfoSend error during the proofing process. The batch is cancelled before it has been printed. The City is not charged a processing fee for the cancelled batch, nor is it charged a reprocessing fee for the replacement batch, • City uploads correct data and catches an InfoSend error after the file has proofed and printed. If the file has not been mailed yet then InfoSend will reprint it at no charge. 8. RedundancMD-1saster Recovery/5ecuritLi • All data will be protected by a disaster recovery system to ensure the City's data is safeguarded at all times during and after processing. • All major hardware components used to process statement will have redundant backup to avoid loss or delay in mailing. • Computers used for electronic file transmission will have current virus protection installed. 9. Confidentiality. InfoSend agrees to exercise caution and discretion in safeguarding the City's materials and information. InfoSend warrants that it complies with the security and confidentiality standards of the Payment Card Industry Level 1 annual audits (PGI DSS) and the Health Insurance Portability and Accountability Act (HIPAA), The proofs are downloaded over a website using 256 -bit or higher SSL encryption rather than being emailed to the City. Data transmission between the City and InfoSend can be accomplished by using a web upload form that uses the same encryption, or by using PGP encryption before transmitting the data to InfoSend over an automated FTP transfer. InfoSend shall not share the City's data to any outside parties unless required by law. InfoSend, Inc. Page A-4 if6E.9 EXHIBIT B SCHEDULE OF BILLING RATES Infosend, Inc. Page B-1 TEEM EXHIBIT B -- PRICING SCHEDULE Printing and Mailing Services fall sales tax costs excluded): Inserter set up. (No minimum run charge) No fee Laser printing, mail insertion, and materials fee. See Below No minimum run charge. 1. Per 8.5x11" sheet data processing fee (includes postal processing) $0.010 each 2. Per 8,5x11" sheet one-sided black or black + blue or red printing fee $0.020 each 3. Per 8.5x11" sheet mailing fee - Municipal Services Statements $0.042 each 4. Per 8.5x11" sheet mailing fee — All Other Document Types $0,062 each 5. 8.5x11" 24# white paper stock (with or without perforation) $0.014 each 6. 8.5x11" custom pre-printed 3/1 #24 paper stock - Municipal Services $0.017 each 7. InfoSend standard double window #10 envelope (white) $0.017 each S. InfoSend standard single window #9 envelope (white) $0.015 each 9. Optional duplex printing charge. $0.02 each Should laser printing be required on the backside of the sheet Examples: Total 1 Pace Mail Piece Cost — Municipal Services Statements $0.121 each 1. data processing fee 2. one-sided printing fee 3. Municipal Services Statement mailing fee 6. pre-printed paper stock for MSS 7. #10 envelope 8. #9 envelope Total 1 Page Mail Piece Cost — All Other Document Types $0.158 each 1. data processing fee 2. one-sided printing fee 4, All Other Document Types mailing fee 5. white paper stock 7. #10 envelope 8. #9 envelope 9. duplex printing charge Handling of drop -shipped additional inserts. $0.01 each Price for ready to use Inserts shipped to InfoSend. If folding is required an additional $0.01 fee will apply. ifdli] Optional custom outgoing envelope charge on white paper stock, Should a custom #10 envelope be required an additional charge applies. Includes black printing of text and logo onto envelope to match current envelope look. Optional semi -custom return envelope charge on white paper stock. Cost to upgrade to a green -bar, red -bar, or blue -bar #9 return envelope is waived. Envelope has one window and security tint. Printing and Mailina Services — Pricing Guideline for Printing Inserts 8.5 x 11" 1/0 Black Inserts on 20# White Stock: $0.055 Each 8.5 x 3.5" 1/0 Black Inserts on 20# White Stock: $0.025 Each 8.5 x 11" 1/1 Black Inserts on 20# White Stock: $0,075 Each 8.5 x 3.5" 1/1 Black Inserts on 20# White Stock: $0.055 Each 8.5 x 11" 1/0 Black Inserts on 20# Color Stock: $0.065 Each 8.5 x 3.5" 1/0 Black Inserts on 20# Color Stock: $0.035 Each 8.5 x 11" 1/1 Black Inserts on 20# Color Stock: $0.065 Each 8.5 x 3.5" 1/1 Black Inserts on 20# Color Stock: $0,045 Each $0.021 each 1,21MM Includes cost of paper & printing. Does not include price of insertion (see charge on prior page). Assumes City will provide print -ready PDF file. Due to the changes in pricing for offset printing color inserts and newsletters are quoted upon request. Prices also vary depending on the quantity of inserts requested and the paper stock to be used. Pricing for a 4 -color two-sided 8.5x11" insert is estimated to be $0.05 - 0.11 with a minimum order of 15,000 inserts. Intellicient Insert Programming No cost to setup intelligent inserts if City embeds insert instructions into its data files or provides a separate file that contains the information that InfoSend's programs will need to enable intelligent Inserting. For example data file can contain the insert to be used for each record. Should City be unable to provide intelligent insert data then a $300 fee will be charged to setup intelligent inserts each month they are requested. There is no charge to setup intelligent inserting of the #9 envelope for Auto Pay customers. The setup fee for this is waived because the process is setup once and then used every month. Unique requests that require programming incur charges. 11-21 Printing and Mailing Services — Optional Electronic Service Options These optional services compliment the printing and mailing services, The same fees apply to any printed document type. Online PDF Archiving (Print Image Archive) $0.0015 / PDF per month retention. Internet -based PDF search and retrieval tool - allows CSR staff to access Individual account Information on-line and to reprint a document on -demand. No minimum run charge. No monthly maintenance or storage fees. Price calculation example: if 15,000 statements are sent and you want them stored for 12 months then the price will be 15,000 x 12 x $0.0015 = $270.00. Archiving $0.0035 /document Each completed InfoSend batch is indexed and transferred via FTP or SFTP to store on the City's network. InfoSend shall transmit each batch as one PDF file, and can provide an optional companion XML index file that provides a breakdown of the PDF's contents. All individual documents from the batch will be included in the file. • Electronic Address Updates — NCOA Link or ACS $0.40 Per reported change Per reported change. InfoSend electronically reports the addresses it received in your data that need to be updated because the customer filed a Change of Address Report with the USPS. Current Programming Fee $150 / hr Per hour. For customizations made to document processing programs after go -live, Examples: you change export file format 12 months after go - live. Printing and Mailing Services — USPS Postage Charges and Rates Printing and mailing fees do not include postage. Postage rates are determined by the United States Postal Service. All postage rate changes are determined directly by USPS and are independent of any cost of service fees from InfoSend. In no event shall any change in the postage rates affect the cost of service or materials from InfoSend. The Client will be invoiced the amount of excess for overweight and foreign mail. InfoSend will absorb any programming costs incurred to meet new USPS regulations (new Barcodes, etc.). InfoSend will digitally presort mail to achieve the lowest possible postage rates. This requires a minimum of 500 bar-coded mail pieces per batch. Current (as of 5/31/15) price range for bar-coded 1 oz. or less first class postage is $0.391 (5 Digit) to $0.439 (MIXED AADC), Bad addresses do not obtain a bar-code and must be mailed out at the full retail metered rate (currently $0.485). USPS rules, regulations and rate classes can change over time. City files that contain less than 500 bar-coded mail pieces cannot be digitally presorted and must either be sent out at the full retail metered rate (currently $0.485) or be sent using a presorting company. InfoSend currently partners with PSI (a division of Pitney Bowes). They can pickup these smaller batches of mail and send them out at the MIXED AADC rate. 11-22 Printing and Mailing Services — Postage Deposit The postage deposit will be waived for all City of Newport Beach files. Printing and Mailing Services — Custom Forms/Envelopes If Client has requested custom forms/envelopes, Client agrees to purchase the remaining supplies of requested custom forms/envelopes in the event Client terminates the agreement, or InfoSend terminates the agreement as a result of Client's uncured breach, Client agrees to purchase the remaining supply of custom forms/envelopes upon Client's request to change the custom forms/envelopes before the supply has been depleted. InfoSend will perform the initial form design and modifications to the existing forms at no charge. 11-23 Electronic Bill Presentment and Payment Service (Online BillPay) This optional service allows the City to present Its bills on-line to give customers the ability to make one-time or automatic recurring payments through one of the payment processors that InfoSend is currently integrated with. Payment processing fees will be provided and invoiced by the processor. Payments are currently sent to TransFirst for processing. Please note that requests to change processors to one that InfoSend is not integrated with are reviewed on a case-by-case basis. InfoSend is not integrating with new payment processors at this time and there is a significant cost to setup, maintain and support a new integration. Annually, the City may submit any text updates one-time free of charge. CSR Portal (includes CSRPav feature) — no cost l`drl EXHIBIT C INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES Provision of Insurance. Without limiting Consultant's indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. Consultant agrees to provide insurance in accordance with requirements set forth here. If Consultant uses existing coverage to comply and that coverage does not meet these requirements, Consultant agrees to amend, supplement or endorse the existing coverage. 2. Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. 3. Coverage Requirements A. Workers' Compensation Insurance. Consultant shall maintain Workers' Compensation Insurance, statutory limits, and Employer's Liability Insurance with limits of at least one million dollars ($1,000,000) each accident for bodily injury by accident and each employee for bodily injury by disease in accordance with the laws of the State of California, Section 3700 of the Labor Code. Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees and volunteers. B, General Liability Insurance. Consultant shall maintain commercial general liability insurance, and if necessary umbrella liability insurance, with coverage at least as broad as provided by Insurance Services Office form CG 00 01, in an amount not less than one million dollars ($1,000,000) per occurrence, two million dollars ($2,000,000) general aggregate. The policy shall cover liability arising from premises, operations, personal and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract). C. Automobile Liability Insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than one million dollars ($1,000,000) combined single limit each accident. Infosend, Inc. Page C-1 11-25 4. Other Insurance Requirements. The policies are to contain, or be endorsed to contain, the following provisions: A. Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers from each of its subconsultants. B. Additional Insured Status, All liability policies including general liability, excess liability, pollution liability, and automobile liability, if required, but not including professional liability, shall provide or be endorsed to provide that City and its officers, officials, employees, and agents shall be included as insureds under such policies. C. Primary and Non Contributory. All liability coverage shall apply on a primary basis and shall not require contribution from any insurance or self- insurance maintained by City. b. Notice of Cancellation. All policies shall provide City with thirty (30) calendar days notice of cancellation (except for nonpayment for which ten (10) calendar days notice is required) or nonrenewal of coverage for each required coverage. 5. Additional Agreements Between the Parties. The parties hereby agree to the following: A. Evidence of Insurance, Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation and other endorsements as specified herein for each coverage. Insurance certificates and endorsement must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at anytime. B. City's Right to Revise Requirements. City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Consultant sixty (60) calendar days advance written notice of such change. If such change results in substantial additional cost to Consultant, City and Consultant may renegotiate Consultant's compensation. C. Enforcement of Agreement Provisions. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Infosend, Inc. Page C-2 Consultant of non-compliance with any requirement imposes no additional obligations on City nor does it waive any rights hereunder. D. Requirements not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for 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, E. Self-insured Retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self- insurance will not be considered to comply with these requirements unless approved by City. F. City Remedies for Non -Compliance. If Consultant or any subconsultant fails to provide and maintain insurance as required herein, then City shall have the right but not the obligation, to purchase such insurance, to terminate this Agreement, or to suspend Consultant's right to proceed until proper evidence of insurance is provided. Any amounts paid by City shall, at City's sole option, be deducted from amounts payable to Consultant or reimbursed by Consultant upon demand. G. Timely Notice of Claims. Contractor shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Contractor's performance under this Contract, and that involve or may involve coverage under any of the required liability policies. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. H. Consultant's Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work. Infosend, Inc. Page C-3 11-27