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HomeMy WebLinkAbout16 - Award of Professional Services Agreement for Document Printing, Mailing Services and Online PresentmentTO: FROM CITY OF NEWPORT BEACH City Council Staff Report November 19, 2019 Agenda Item No. 16 HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL Dan Matusiewicz, Finance Director - 949-644-3123, dmatusiewicz@newportbeachca.gov PREPARED BY: Evelyn Tseng, Revenue Manager, etseng@newportbeachca.gov PHONE: 949-644-3153 TITLE: Award of Professional Services Agreement for Document Printing, Mailing Services and Online Presentment ABSTRACT: A Request for Qualifications (RFQ) was issued to seek printing, mailing and online presentment services for Municipal Services Statements, Business Licenses, Alarms and other invoices and statements. InfoSend, Inc. (InfoSend) was selected through the RFQ process. InfoSend, the City's current contractor, will continue to provide such services without interruption. InfoSend's current agreement expires December 31, 2019. The new agreement will commence January 1, 2020. RECOMMENDATION: a) Determine this action is exempt from the California Environmental Quality Act (CEQA) pursuant to Sections 15060(c)(2) and 15060(c)(3) of the CEQA Guidelines because this action will not result in a physical change to the environment, directly or indirectly; and b) Authorize the Mayor to execute a five-year Agreement with InfoSend, Inc. for a total not -to -exceed amount of $703,300. FUNDING REQUIREMENTS: If approved, the current adopted budget includes sufficient funding for the Agreement. Printing and mailing services will be expensed to the Professional Services account in the Finance Department, 0103031-811008; postage will be expensed to the Postage/Freight/Express NOC account in the departments which required the mailings, xxxx-871003; email billing, online presentment and the monthly maintenance fee will be expensed to the Sale of Potable Water account in the Utilities Department, 70103- 521515, with a small amount expensed to the Balboa Yacht Basin slips, 01050505- 551050 and 10050505-551050. 16-1 Professional Services Agreement for Document Printing, Mailing Services and Online Presentment November 19, 2019 Page 2 DISCUSSION: The City bills for water and sewer, business licenses, alarms and other services. The majority of billings are for utilities. Just over 25,000 accounts are billed on a bi-monthly basis, which accounts for approximately 12,500 invoices each month. Approximately 30 percent receive their utility bills online, and almost half of all utility customers pay their utility bills online. InfoSend has provided invoice printing, mailing, emailing, online presentment and online payment services to the City for over 10 years. Their current agreement expires December 31, 2019. In order to ensure that the City receives cost-effective services from a customer service focused company, the City published RFQ No. 20-08 for printing, mailing and online presentment services on September 17, 2019. The RFQ was posted on the City's online bidding platform, PlanetBids, and distributed to known providers of bill printing, mailing and online presentment services. Four (4) companies submitted responses. An evaluation panel consisting of staff from the Information Technology (IT) and Revenue Divisions reviewed the submittals and found that only two (2) were qualified to perform all three (3) service groups requested: printing, mailing and online presentment. Of the two remaining proposers, only InfoSend received the minimum required panel score of over 70 percent for advancement to the cost review phase of the evaluation process. However, staff requested pricing from both InfoSend and the other proposer to ensure that the proposed costs from InfoSend were reasonable and competitive. InfoSend is the City's incumbent printing provider and has been for over 10 years. InfoSend's printing costs were slightly better than the other proposer. For example, InfoSend charges $0.121 per municipal services statement for printing and mailing, but the other company proposed $0.138. InfoSend's online presentment and payment fees were far more competitive because the other proposer charged a percentage fee for credit card transactions, where InfoSend does not. Staff recommends a five-year agreement with InfoSend, with a not -to -exceed amount of $703,300. InfoSend scored highest with the evaluation panel due to having the lowest costs and having the ability to maintain a continuity of services for printing, mailing, online presentment and customer payment. Working with InfoSend would not require any additional setup and integration for electronic presentment and payment. The majority of InfoSend's proposed fees, including its printing and mailing fees for the utility bills, have not changed from the current fees. Some fees, such as electronic inserts and online PDF image archiving, which allows customer service to access customer invoices electronically, have decreased. In total, the proposed not -to -exceed contract of $703,300 has decreased $80,000 or 10% from the previous five year actual of 783,315. InfoSend's corporate headquarters and main production facility is located in Anaheim, California. Many municipalities and water districts use InfoSend, including Long Beach, Manhattan Beach, Huntington Beach, San Clemente, San Juan Capistrano, Anaheim, Santa Ana, Fountain Valley, Fullerton, Garden Grove, Orange, Oceanside, Santa Barbara, Mesa Consolidated, Irvine Ranch Water District and Moulton Niguel Water District. 16-2 Professional Services Agreement for Document Printing, Mailing Services and Online Presentment November 19, 2019 Page 3 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). ATTACHMENT: Attachment A — Professional Services Agreement 16-3 ATTACHMENT A PROFESSIONAL SERVICES AGREEMENT WITH INFOSEND, INC. FOR DOCUMENT PRINTING, MAILING SERVICES AND ONLINE PRESENTMENT THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into as of this 1st day of January, 2020 ("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 4244 E. La Palma Ave., Anaheim, CA 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 document printing, mailing services 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, 2025, 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 performed to 16-4 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 Seven Hundred Three Thousand Three Hundred Dollars and 00/100 ($703,300.00), 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 16-5 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 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. ��a1�1►'ill�ll;�i.L��C�1�. This Agreement will be administered by the Finance Department. 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. IFT1►11r]:1:0NX01MYT—U al 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 community professional standards and with the ordinary degree of skill and care that would be used by other reasonably competent practitioners of the same discipline under similar circumstances. 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 legally recognized professional standards. Infosend, Inc. Page 3 16-6 8.2 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. 8.3 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. i[�11►1 Q4»►1f]=1'11191*101?II:7_101101201 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 Infosend, Inc. Page 4 16-7 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. 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. :To]:IIM110C97'I_[e7-112161ff_ -s-4 LL161=1� 11�' A► Ielk 11:4_1ZM9:4ZRI 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 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. Infosend, Inc. Page 5 16-8 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 Work 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 Iogins 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. 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. Infosend, Inc. Page 6 16-9 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. f►���N=1919] �■�'1 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, fora 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. 4lll Tl'IIII I:I:1*1101►Ce'j 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 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. lnfosend, Inc. Page 7 16-10 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") and/or Government Code §§ 1090 et seg., which (1) require such persons to disclose any financial interest that may foreseeably be materially affected by the Work performed under this Agreement, and (2) prohibit such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. 24.2 If subject to the Act and/or Government Code §§ 1090 et seq., Consultant shall conform to all requirements therein. 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 atter 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: Revenue Manager Finance Department 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: Russ Rezai Infosend, Inc. 4240 E. La Palma Ave. Anaheim, CA 92807 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 Infosend, Inc. Page 8 16-11 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 tiling 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.). 0�11=11:1Jill '1_1i[r7►1 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 alcove 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 small pay Consultant for Services satisfactorily performed and costs incurred up to the effective date of termination €orwhich 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. 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. Infosend, Inc. Page 9 16-12 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 race, religious creed, color, national origin, ancestry, physical handicap, medical condition, marital status, sex, sexual orientation, 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 small 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 16-13 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. (� 1 CITY OF NEWPORT BEACH, a California municipal corporation Date: By: By: Aaron C. Harp 1°l Diane B. Dixon City Attorney Mayor ATTEST: Date: CONSULTANT: INFOSEND, INC., a California corporation Date: By- Leilani 1. Brown Mahmood Rexai City Clerk Chief Executive Officer Date - By- Rusteen Rezai Chief Financial Officer [END OF SIGNATURES] Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates Exhibit C — Insurance Requirements Infosend, Inc. Page 11 16 -14 EXHIBIT A SCOPE OF SERVICES Infosend, Inc. Page A-1 16-15 EXHIBIT A SCOPE OF WORK A. Printing Services Consultant shall: 1. Print statements and inserts, as directed by the City. Statements typically are 8.5" x 11", 2 -color and 2 -sided. Inserts typically are 8.5" x 11 " or 8.5" x 3.5;" 2. Provide and print envelopes, as directed by the City. Envelopes typically used include: double window #10 (white) and single window #9 (white), with security tint; 3. Enable City staff to view the documents as PDFs online prior to uploading the file to Proposer to print; 4. Provide proofs prior to print runs. 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 Consultant's expense; 5. Securely upload and track files for printing (SFTP, secure https upload, etc.), 6. Be able to add custom messaging to specific print jobs across the whole print run or by customer segment; 7. Be able to add custom messaging to envelopes; 8. Be able to generate a bill of an XML data source; 9. Update customer account balances through a daily customer account balance file; 10. Obtain approvals by City. No changes shall 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; 11. Print OCR scanlines to the City's specifications; 12. Process, print and deliver the materials to the Post Office the business day after City uploads the data file. Consultant shall maintain an adequate supply 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; and 13. Provide City with samples for approval if requested by City. Documents shalt be delivered to the Post Office the business day after such samples are approved. B. Mailing Services Consultant shall: 1. Provide postal processing and address standardization; 2. Deliver to the Post Office documents that are ready to be mailed; 3. Insert documents, including a #9 single window envelope, into a #10 double window envelope and mail 1 It class; 16-16 4. Provide PDF copies of the postal forms submitted to the post office for each batch of mail, as it may be required by the City; and 5. Archive such documents on the proposer's website. C. Data Processing and Internet -Based Services Consultant shall; 1. Provide online PDF archiving for bills/statements, which would allow City's customer service staff to search for a document using the customer's name, account number, and up to two (2) other custom fields; 2. Print such PDF to provide to the customer; 3. E-mail such PDF to the customer without additional clicks; 4. Save such PDF for a minimum of twelve (12) months. The PDF image of the document shall be exactly like the original printed version, i.e. — not an XML or HTML representation. After 12 months, all PDF images shall be saved to a format previously approved by the City, and provided to the City; 5. Text invoices and receipt of payments to customers; 5. Provide PDF copies of the physical inserts; 7. Use Proposer's website to automatically e-mail customer's; 8. E-mail documents, including but not limited to invoices, renewals, certificates to customers individually or in groups; 9. Facilitate customer address updates; 10. Provide a secure PCI compliant online portal for the customer to view and pay their bill; 11, Provide a secure PCI compliant online portal that allows for payments for recurring services that is automatically deducted from a checking account or charged to a credit card; 12. Securely retain customer payment banking or credit card information; 13. Allow customers to create multiple accounts with one username in order to efficiently pay and view bills for different service locations or services; 14. Provide authorized City staff the ability to see copies of the electronic bills that were sent to City customers, to initiate payments on the customer's behalf and to manage the online service in general; 15. Provide a disaster recovery system to ensure City's data is safeguarded at all times; 2 16-17 1 b. Provide the City with a daily lockbox file of payments received generated to the City's specifications (sample attached); and 17. Use the City's designated merchant services processor and merchant account. D. Warehousing Consultant shall maintain up to six months of the City's supplies at no charge. E. Confidentiality Consultant agrees to exercise caution and discretion in safeguarding the City's materials and information. Consultant warrants that it complies with the security and confidentiality standards of the Payment Card Industry Level 1 annual audits and the Health Insurance Portability and Accountability Act. The proofs shall be downloaded over a website using 256 - bit or higher 55L encryption rather than being emailed to the City. Data transmission between the City and Consultant shall be accomplished using a web upload form that uses the same encryption, or by using PGP encryption before transmitting the data to Consultant over an automated FTP transfer. Consultant shall not share the City's data to any outside parties unless required by law. Consultant shall provide prompt notice to City if Consultant is required to share City's data. 3 16-18 EXHIBIT B SCHEDULE OF BILLING RATES Infasend, Inc. Page B-1 16-19 InfoSend Data Processing, Print and Mail Pricing Finished mail pieces are delivered to the USPS within one (1) business day. If samples (proofs) are requested then the mailing will be completed within one day of sample approval. File upload deadline for next -day mailing is 3:OOPM local time at the production facility designated for your account. If samples are required then they must be approved by 5:30PM local time for the file to be mailed by the next business day. "the below provides the components of the summary price given above. All pricing is based on "Client Volume Assumptions" listed below and excludes applicable sales tax. Printing, and Mailing Selivic -9 Municipal Service Staternent Print Fee per Page with up to 411 ink $0.064 Ail Other Document Types — Print Fee per Page up to 411 ink $0.094 LISPS Postage Pass-through A postage deposit will be required prior to starting service. Municipal Service Statements $0.464 for up to 411 printing Print Color Options (colors per side) S0.07 for 414 printing All Other Document Types $0,094 for up to 411 printing So- 10 for 414 printing Inline Insert Print Fee 50.05 Black printing 50.065 Color printing Batch Fee (per mailing batch under 100 mail pieces) 55.00 Excess Pages Handwork Surcharge (per mail piece) 50.35 Address Updates S0.30 NCOA SO-30ACS 16-20 Insert Services InfoSend Produced Quoted based on specification Standard Paper Stock [per sheet] $0.015 Standard ❑utgaing #iD Envelope 50.017 Standard Retum #9 Envelope $0.015 Outgoing Flat Envelope — used for mail pieces with excess pages $0.17 Insert Services InfoSend Produced Quoted based on specification Sample Insert pricing — estimates based on assumptions and min $0.015 quantity order of 10, 000 $0.01 - For 12 Months of Retention 8.5 x 3- 63, printed 111 on white Stock S0.029 8.5 x 3.63, printed 212 on white stock $0.034 8.5 x 3.63, printed 414 on white stock $0.052 8.5 x 11, printed 111 on white stock 50.046 8.5 x 11, printed 212 on white stock $0.053 8.5 x 11, printed 414 on white stock $0.071 Envelope Messaging (Snipes) Quoted based on specification Electronic Inserts 50.445 Drop Shipped Inserts $0.01 per insert P-011onal Document Services Enhanced Print Quality $0.015 Print Image Archiving (Per Document Image), with included USPS mail $0.01 - For 12 Months of Retention tracking $0.018 - For 18 Months of Retention $0.028 - For 24 Months of Retenlion 'Additional $0.005 per additional year of storage beyond 36 months. $0.036 - For 36 Months of Retention Final Doc Transfer (FTP) $0.007er image InfoSend Batch File $0.012 per image Custom File Format Professional Services Rate (per hour) $150 Return Mail Service $0.25 per reported returned mail piece $0.50 per mail piece returned to InfoSend PO Bax Remit Tracking $50 monthly support fee Final Doc CD Shipping and handleing $75.00 per CO $10.00 16-21 Fee Explanations Data Processing • Setup Fee - Express PDF Input: requires a final composed PRF is uploaded to InfoSend for processing. Clients maintain control of document look and feel, but InfoSend designs a program to parse the necessary data from the PDF. • Setup Fee - Data Only Input: requires the client provide a flat data extract. InfoSend creates. hosts and maintains an application to generate documents. Existing document design is copled. • Document Re -Design Fee: using the "Data Only Input" method, lnfoSend's Client Services Team assists in redesigning the format of printed documents to improve communications or to take advantage of new printing capabilities. • Data Processing Fee: per document image that is processed by the InfoSend system for output. Printing and Mailing Service • Print Fee: price includes black plus blue, green or red duplex printing of variable data and form elements an the front and back of the page onto white form with a perforation. • Postage: clients are invoiced for the exact postage used. Leveraging InfoSend's USPS compliance and expertise, clients are provided the lowest possible USPS automated rates when client batches qualify. • Optional Color Upgrades: Different options are available at different prices. Numbers fewer than 4 equal individual calors, 4 equals full color. The number 1 means black or grey. All sheets are billed at the same rate; the price for the sheet with the highest number of colors is the applicable fee. 4 equals CM K (full color). • Batch Fee: assessed to cover InfoSend costs when batches transferred to InfoSend fall below threshold. • Inline Insert Print Fee: price for inserts printed on demand as additional pages. Allows for more dynamic customer messaging without the extra pre -production lead time and overhead. • Excess Pages Handwork Surcharge: surcharge is assessed per mail piece (not per page). This surcharge only applies to multiple page bills that have too many pages to be inserted into a #10 envelope by machine. This surcharge covers the necessary manual labor required to process these mail pieces. • Address Updates— NCOALink or ACS: per reported update. InfoSend electronically reports the addresses it received in your data that need to be updaled because the customer filed a Change of Address Report with the USPS. Cast is per update. • Postcard Printing: price includes duplex printing of variable data and static elements on the front and back of the postcard stock. The paper stack price is listed separately below. • Postcard Color Upgrades: same as above, all sheets are billed at the same rate; the price for the sheet with the highest number of colors is the applicable fee. 4 equals CM K (fu I color). Materials • Paper Stock: white paper stack with or without perforation. Paper is 8.5x11" and 241b. Price includes all inventory costs. A larger 8.5x14" format is available at a higher material cost and higher printing cost. • Outgoing #40 Envelope: #10 InfoSend Standard Double Window Outgoing Envelope. Includes security tint printed on the inside of the paper stock and clear film that prevent the contents of the envelope from being viewed. Sourced with sustainably logged paper (SR). • Return #9 Envelope: #9 InfoSend Standard Single Window Return Envelope. Includes the same security tint and SF paper as the #10- • Outgoing Flat Envelope: single window envelope, only used for multiple page statements that do not fit in the #10 envelope. • Postcard Stock and Upgrade Options: InfoSend standard white postcard stock. Exact thickness is subject to change based on compatibility with equipment, however approximate range is 9-10 paint. We can UV coat one side of the postcard to protect it during USPS mail processing. Insert Services • InfoSend Produced Inserts: utilizing InfoSend printing and/or design services. inserts can be produced by InfoSend. Price quoted on request. • Envelope Messaging (Snipes): custom messages and images can be printed onto the standard InfoSend #10 double window envelope as a more cost-effective alternative to pre -manufactured custom envelopes. The price depends on the artwork — number of colors and whether it prints on one or both sides of the envelope, as well as order quantity. Price is quoted upon request. • Electronic Inserts: fee per digital image of a physically produced insert included in the PDF copy of a document. Ensures that client representatives and client customers can get the same information in the electronic bill as would go out physically. • Drop Shipped Inserts: clients can print and fold inserts and ship them to InfoSend to be included with InfoSend produced mail. Additional fee applies if insert arrives at InfoSend but requires folding prior to insertion. Setup fees may apply for programming selective inserting. InfoSend-printed inserts are quoted upon request - 16 -22 Optional Document Services • Enhanced Print Quality: the baseline print image quality for transactional documents such as statements and invoices is 600 x 600 I3PI. Work produced from InfoSend's Anaheim facility can be printed at an enhanced image quality at an additional cost. This option uses high definition pigment ink & variable drop sizes to achieve a perceived 1200 x 1200 OPI image quality. • Print Image Archiving: fee per document to process. index, and store a document as a PDF for a set number of months. PDFs are securely accessed using an InfoSend website application, and incudes USPS mail tracking for all outbound First Class mailed documents. Third party applications can also access the PDFs via a lightweight API with no cost. Setup fees may apply depending on configuration needs. • Final [lac Transfer FTP: each completed InfoSend batch is indexed and transferred to you via FTP or S F T P to store on your own network. InfoSend's standard Batch File format is one PDF per batch with an XMI- companion file providing meta data and page numbers. If the client requires a custom scheme, including individual PDFs per each image in a batch, the Custom fee applies. Note: setup fees may also apply for some custom setups. • Professional Services Fee: per hour and performed only upon request for customizations made to processing program or document format after go -live. Work is only started after receiving client approval of a formal quote. • Return Mail Service: InfoSend will provide electronic reporting of mail that is returned by USPS, saving clients the hassle of receiving and opening returned mail to update records. 0pt[on a1iy, InfoSend can provide a PC Box to gather any mail USPS returns, and InfoSend operators will scan in and update the report electronically for your staff. Remit Tracking: for clients utilizing the Print Image Archiving service, InfoSend can also track inbound mail from customers utilizing an included remittance stub in the outbound mail. With Remit Tracking clients will be able to see when a customer responded to the original mail piece, as well as get a daily report of inbound mail with an estimated value of payment remittances based on the outbound mail. 16-23 InfoSend Electronic Payments and Presentment Pricing InfoSend will provide two pricing options: Live EBPP Portal Online BillPay Platform Bank Account (ACH)$O.4O Online BiIIPay Setup Fee Not Applicable — already five Monthly Maintenance $260.00 Per eBill Loaded $0.06 Per Enrolled Customer Fee WAIVED Multi -Channel Notification and Payments 'rig 9wi Bank Account (ACH)$O.4O per payment Credit Card (CC) Interchange: Pass-through $0.40 per payment Above fees cover payment initiation through all channels hosted by InfoSend. All Payment Processing fees will be assessed by Global Payments and included in a merchant statement. All pricing is based on `Client Volume Assumptions" listed and excludes applicable sales tax. Online 8111112ay Platform Onllne BiIIPay Setup Fee WAIVED UPGRADE FEE Monthly Maintenance $260-00 Per eBill Loaded $0-06 Per Enrolled Customer Fee WAIVED IVIR Platform (Optional) IVR Setup Fee WAIVED Second Language Recording Setup Fee (Optional) $550 Monthly Maintenance $260.00 IVR Per Call Fee $0.25 16-24 Misc. Payment Fees ACH Retum Fee $3.50 Chargeback Fee S20.00 Monthly Minimum 51,200.00 In -Person Virtual Terminal Payments Included (Must purchase device separately) 16-25 Fee Explanations Payments ■ Bank Account (ACH): per payment made by customer Bank Account, otherwise known as ACH or "eCheCk." Applies to all payment channels. • Credit Card (CC). per payment made by customer credit card. Applies to all payment channels. Online BillPay Platform • Online BiIIPay Setup Fee: covers the InfoSend staff project management and configuration involved in application setup. • Monthly Maintenance: covers the hosting and support performed as well as routine PCI audit fees incurred by fnfoSend. • Per QBill Loaded: covers the loading of an electronic RDF bill for the customer. The bill notification is received via email and is available for viewing online. • Per Enrolled Customer Fee: covers the enrolled customer, and notification via email or SMS of the new bill. IVR Platform • IVR Setup Fee: covers the InfoSend staff project management and configuration involved in application setup. • Monthly Maintenance: covers the hosting and support performed as well as routine PCI audit fees incurred by InfoSend. • Per Call Fee: covers the line costs associated with accepting Customer Calls to Check halance and make payment by phone. Calls are up to 5 -minutes in length, with each additional 5 -minute period counted as an additional Call. SMS Platform ■ SMS Setup Fee: covers the InfoSend staff project management and configuration involved in application setup. • Monthly Maintenance: covers the hosting and support performed as well as routine PCI audit fees incurred by InfoSend. • Per 5M5 Fee: covers the cost to send and receive an SMS message from a customer paying via text message. Misc. Payment Fees ACH Returns: any Customer payment made by Bank Account that is later rejected by the network incurs a fee. • CC Chargebac ks: if a customer disputes a payment charge with their credit card company, a fee is assessed. • Monthly Minimum: base cost for merchant processing. Should the total ACH and CC payment fees exceed Monthly Minimum, then will not apply. Online Banking Payment Consolidation Fees • Setup Fee: covers the InfoSend MasterCard RPPS network setup costs, in addition to staff project management and configuration involved in application setup. • Per Bank Payment Fee: per payment made by customer via their preferred Online Banking website (BofA, Wells Fargo) that is intercepted and reported within the InfoSend lockbox file. • Per Reversal (Optional): if the client would like to reverse (refund) a payment to a customer via the Bank BiIIPay channel, this feature can be enabled and will have a per reversal fee. Customers Contacted or Billed Monthly Approximately 16,000 Customer Web Payments per Month Approximately 6.200 16-26 WA: I 1 -.1111111111501 INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES 1. 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 city Council, boards and commissions, officers, agents, volunteers and employees. 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 16-27 D. Professional Liabili# Errors & Omissions Insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of one million dollars ($1,000,000) per claim and two million dollars ($2,000,000) in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the Effective Date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three years after completion of the Services required by this Agreement. 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 City Council, boards and commissions, officers, agents, volunteers and employees 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, its City Council, boards and commissions, officers, agents, volunteers and employees 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. D. 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. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least Infosend, Inc. - - - ---- Page C-2 16-28 fifteen (15) days prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced, Consultant shall, within ten (1 p) clays after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. City reserves the right to require complete, certified copies of all required insurance policies, at any time. 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 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 subconsultantfails 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. Infosend, Inc. Page C-3 16-29 G. Timely Notice of Claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant's performance under this Agreement, and that involve or may involve coverage under any of the rewired 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 C ity. 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-4 16-30