Loading...
HomeMy WebLinkAboutAgenda Report - November 2, 2022 C-10CITY OF Z10 i CALIFORNIA AGENDA ITEM C40/0 COUNCIL COMMUNICATION AGENDA TITLE: Adopt a Resolution Authorizing the City Manager to Extend a Three -Year Professional Service Agreement with Business Recovery Services Inc., of Alameda, to Provide Lockbox Services for Processing Utility Check Payments Received ($54,000) MEETING DATE: November 2, 2022 PREPARED BY: Revenue Manager RECOMMENDED ACTION: Adopt a resolution authorizing the City Manager to extend a three-year professional service agreement with Business Recovery Services Inc., of Alameda, to provide lockbox services for processing utility check payments received ($54,000). BACKGROUND INFORMATION: On September 18, 2019, after a Request for Proposal process, the City Council approved Resolution 2019-190 authorizing an agreement with Business Recovery Services Inc. The contract consisted of collecting mail payments, checks processed through the third -party's high-capacity, automated equipment, generated data files to send to the City of Lodi for posting, funds deposit each business day before closing and physical images of each payment and stub/coupon. The contract expired on September 30, 2022. Approximately 36,000 utility bills are issued monthly. Of this amount, approximately 5,000 payments were paid with manual checks processed by Customer Service Representatives. Check payments are labor intensive, requiring manually opening payment envelopes and running checks and remittance stubs through a rapid processing service machine to upload the checks to the bank. About 10% of the checks must be manually entered into the City's software system for various errors or discrepancies. At the end of each business day, all payments must be balanced and prepared for bank deposit. Due to the cumbersome nature of check processing, check payments divert staff time from other tasks, including front-line customer service to the City's residents and businesses and completing other daily department functions. It is recommended that the City Council authorize the City Manager to extend the current agreement with Business Recovery Services Inc. for three more years for lockbox services that include providing a collection of mailed payments, checks processed through the third -party's high-capacity, automated equipment, generated data files to send to the City of Lodi for posting, funds deposit each business day before closing, and physical images of each payment and stub/coupon in the amount of $54,000. FISCAL IMPACT: Based on initial estimates, lockbox services are estimated to cost approximately $18,000 annually. The estimate is based on current volumes of check payments APPROVED: W:� - Steve Schwa Gauer (Oct 74, 2022 11:05 PDT) Stephen Schwabauer, City Manager and increased costs. Actual costs will be based primarily on transaction volumes. As residents continue to transition to online payment options, the cost may decrease over time. FUNDING AVAILABLE: Fiscal Year 2022/23-2024/25, account number 10020203.72450 Ofn� Xvgbj Andrew Keys Deputy City Manager/Internal Services Director TW fa SO" rra Sumner (Oct 24, 2022 06:59 PDT) Tarra Sumner Revenue Manager AMENDMENT NO. 1 BUSINESS RECOVERY SERVICES INC., dba BANK UP CORPORATION Professional Services Agreement THIS AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT, is made and entered this day of September, 2022, by and between the CITY OF LODI, a municipal corporation, hereinafter called "CITY", and BUSINESS RECOVERY SERVICES INC., dba BANK UP CORPORATION, a California Corporation, hereinafter called "CONTRACTOR". WITNESSETH: 1. WHEREAS, CONTRACTOR and CITY, entered into a Professional Services Agreement on September 23, 2019, the "Agreement", as set forth in Exhibit A, attached hereto and made part of; and 2. WHEREAS, CITY requests to extend the term of the Agreement for three additional years and increase the contract amount payable to CONTRACTOR by $54,000, for a total contract amount of $93,942; and 3. WHEREAS, CONTRACTOR agrees to the amendments as set forth above. NOW, THEREFORE, the parties agree to amend the Agreement as set forth in Paragraph 2 above. All other terms and conditions of the Agreement remain unchanged. IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Amendment No. 1 on the date and year first above written. CITY OF LODI, a municipal corporation CONTRACTOR STEVE SCHWABAUER City Manager Attest: OLIVIA NASHED City Clerk Approved as to Form: JANICE D. MAGDICH City Attorney (�e* BUSINESS RECOVERY SERVICES INC. M Title: EXHIBIT A AGREEMENT FOR PROFESSIONAL SERVICES ARTICLE 1 PARTIES AND PURPOSE Section 1.1 Parties THIS AGREEMENT is entered into onCC.,4�, 2019, by and between the CITY OF LODI, a municipal corporation (hereinafter "CITY"), and Business Recovery Services, Inc., a Califomia Corporation dba Bank Up Corporation (hereinafter "CONTRACTOR'). Section 1.2 Purpose CITY selected the CONTRACTOR to provide the services required in accordance with attached Scope of Services, Exhibit A, attached and incorporated by this reference. CITY wishes to enter into an agreement with CONTRACTOR for Remittance Lockbox and eLockbox Payment Processing Solution (hereinafter "Project") as set forth in the Scope of Services attached here as Exhibit A. CONTRACTOR acknowledges that it is qualified to provide such services to CITY. ARTICLE 2 SCOPE OF SERVICES Section 2.1 Scope of Services CONTRACTOR, for the benefit and at the direction of CITY, shall perform the Scope of Services as set forth in Exhibit A. Section 2.2 Time For Commencement and Completion of Work CONTRACTOR shall commence work pursuant to this Agreement, upon receipt of a written notice to proceed from CITY or on the date set forth in Section 2.6, whichever occurs first, and shall perform all services diligently and complete work under this Agreement based on a mutually agreed upon timeline or as otherwise designated in the Scope of Services. CONTRACTOR shall submit to CITY such reports, diagrams, drawings and other work products as may be designated in the Scope of Services. CONTRACTOR shalt not be responsible for delays caused by the failure of CITY staff to provide required data or review documents within the appropriate time frames. The review time by CITY and any other agencies involved in the project shall not be 1 counted against CONTRACTOR's contract performance period. Also, any delays due to weather, vandalism, acts of God, etc., shall not be counted. CONTRACTOR shall remain in contact with reviewing agencies and make all efforts to review and return all comments. Section 2.3 Meetings CONTRACTOR shall attend meetings as may be set forth in the Scope of Services. Section 2.4 Staffing CONTRACTOR acknowledges that CITY has relied on CONTRACTOR's capabilities and on the qualifications of CONTRACTOR's principals and staff as identified in its proposal to CITY. The Scope of Services shall be performed by CONTRACTOR, unless agreed to otherwise by CITY in writing. CITY shall be notified by CONTRACTOR of any change of Project Manager and CITY is granted the right of approval of all original, additional and replacement personnel at CITY's sole discretion and shall be notified by CONTRACTOR of any changes of CONTRACTOR's project staff prior to any change. CONTRACTOR represents it is prepared to and can perform all services within the Scope of Services (Exhibit A) and is prepared to and can perform all services specified therein. CONTRACTOR represents that it has, or will have at the time this Agreement is executed, all licenses, permits, qualifications, insurance and approvals of whatsoever nature are legally required for CONTRACTOR to practice its profession, and that CONTRACTOR shall, at its own cost and expense, keep in effect during the life of this Agreement all such licenses, permits, qualifications, insurance and approvals, and shall indemnify, defend and hold harmless CITY against any costs associated with such licenses, permits, qualifications, insurance and approvals which may be imposed against CITY under this Agreement. Section 2.5 Subcontracts Unless prior written approval of CITY is obtained, CONTRACTOR shall not enter into any subcontract with any other party for purposes of providing any work or services covered by this Agreement. Section 2.6 Term The term of this Agreement commences on September 23, 2019 and terminates upon the completion of the Scope of Services or on September 22, 2022, whichever occurs first. ARTICLE 3 COMPENSATION Section 3.1 Compensation CONTRACTOR's compensation for all work under this Agreement shall conform to the provisions of the Fee Proposal, attached hereto as Exhibit B and incorporated by this reference. CONTRACTOR shall not undertake any work beyond the scope of this Agreement unless such additional work is approved in advance and in writing by CITY. Section 3.2 Method of Payment CONTRACTOR shall submit invoices for completed work on a monthly basis, or as otherwise agreed, providing, without limitation, details as to amount of hours, individual performing said work, hourly rate, and indicating to what aspect of the Scope of Services said work is attributable. CONTRACTOR's compensation for all work under this Agreement shall not exceed the amount of the Fee Proposal. Section 3.3 Costs The Fee Proposal shall include all reimbursable costs required for the performance of the Scope of Services. Payment of additional reimbursable costs considered to be over and above those inherent in the original Scope of Services shall be approved in advanced and in writing, by CITY. Section 3.4 Auditinq CITY reserves the right to periodically audit all charges made by CONTRACTOR to CITY for services under this Agreement. Upon request, CONTRACTOR agrees to furnish CITY, or a designated representative, with necessary information and assistance needed to conduct such an audit. CONTRACTOR agrees that CITY or its delegate will have the right to review, obtain and copy all records pertaining to performance of this Agreement. CONTRACTOR agrees to provide CITY or its delegate with any relevant information requested and shall permit CITY or its delegate access to its premises, upon reasonable notice, during normal business hours for the purpose of interviewing employees and inspecting and copying such books, records, accounts, and other material that may be relevant to a matter under investigation for the purpose of determining compliance with this requirement. CONTRACTOR further agrees to maintain such records for a period of three (3) years after final payment under this Agreement. KII ARTICLE 4 MISCELLANEOUS PROVISIONS Section 4.1 Nondiscrimination In performing services under this Agreement, CONTRACTOR shall not discriminate in the employment of its employees or in the engagement of any sub CONTRACTOR on the basis of race, color, religion, sex, sexual orientation, marital status, national origin, ancestry, age, or any other criteria prohibited by law. Section 4.2 ADA Compliance In performing services under this Agreement, CONTRACTOR shall comply with the Americans with Disabilities Act (ADA) of 1990, and all amendments thereto, as well as all applicable regulations and guidelines issued pursuant to the ADA. Section 4.3 Indemnification and Responsibility for Damage CONTRACTOR to the fullest extent permitted by law, shall indemnify and hold harmless CITY, its elected and appointed officials, directors, officers, employees and volunteers from and against any claims, damages, losses, and expenses (including reasonable attorney's fees and costs), arising out of performance of the services to be performed under this Agreement, provided that any such claim, damage, loss, or expense is caused by the negligent acts, errors or omissions of CONTRACTOR, any subcontractor employed directly by CONTRACTOR, anyone directly or indirectly employed by any of them, or anyone for whose acts they may be liable, except those injuries or damages arising out of the active negligence, sole negligence, or sole willful misconduct of the City of Lodi, its elected and appointed officials, directors, officers, employees and volunteers. CITY may, at its election, conduct the defense or participate in the defense of any claim related in any way to this indemnification. If CiTY chooses at its own election to conduct its own defense, participate in its own defense, or obtain independent legal counsel in defense of any claim related to this indemnification, CONTRACTOR shall pay all of the costs related thereto, including without limitation reasonable attorney fees and costs. The defense and indemnification obligations required by this Agreement are undertaken in addition to, and shall not in any way be limited by the insurance obligations set forth herein. Section 4.4 No Personal Liability Neither the City Council, nor any other officer or authorized assistant or agent or City employee shall be personally responsible for any liability arising under this Agreement. 4 Section 4.5 Responsibility of CITY CITY shall not be held responsible for the care or protection of any material or parts of the work described in the Scope of Services prior to final acceptance by CITY, except as expressly provided herein. Section 4.6 Insurance Requirements for CONTRACTOR CONTRACTOR shall take out and maintain during the life of this Agreement, insurance coverage as set forth in Exhibit C attached hereto and incorporated by this reference. Section 4.7 Successors and Assigns CITY and CONTRACTOR each bind themselves, their partners, successors, assigns, and legal representatives to this Agreement without the written consent of the others. CONTRACTOR shall not assign or transfer any interest in this Agreement without the prior written consent of CITY. Consent to any such transfer shall be at the sole discretion of CITY. Section 4.8 Notices Any notice required to be given by the terms of this Agreement shall be in writing signed by an authorized representative of the sender and shall be deemed to have been given when the same is personally served or upon receipt by express or overnight delivery, postage prepaid, or three (3) days from the time of mailing if sent by first class or certified mail, postage prepaid, addressed to the respective parties as follows: To CITY: City of Lodi 221 West Pine Street P.O. Box 3006 Lodi, CA 95241-1910 Attn: Tarra Sumner, Revenue Manager To CONTRACTOR: MmNk Recovery Services, Inc. dba Bank Up Corporation 1301 Marina Village Pkwy, Suite 250 Alameda, CA 94501 Attn: Michael Santimauro, CEO Section 4.9 Cooperation of CITY CITY shall cooperate fully and in a timely manner in providing relevant information it has at its disposal relevant to the Scope of Services. Section 4.10 CONTRACTOR is Not an Employee of CITY CONTRACTOR agrees that in undertaking the duties to be performed under this Agreement, it shall act as an independent contractor for and on behalf of CITY and not an employee of CITY. CITY shall not direct the work and means for accomplishment of 5 the services and work to be performed hereunder. CITY, however, retains the right to require that work performed by CONTRACTOR meet specific standards without regard to the manner and means of accomplishment thereof. Section 4.11 Termination CITY may terminate this Agreement, with or without cause, by giving CONTRACTOR at least ten (10) days written notice. Where phases are anticipated within the Scope of Services, at which an intermediate decision is required concerning whether to proceed further, CITY may terminate at the conclusion of any such phase. Upon termination, CONTRACTOR shall be entitled to payment as set forth in the attached Exhibit B to the extent that the work has been performed. Upon termination, CONTRACTOR shall immediately suspend all work on the Project and deliver any documents or work in progress to CITY. However, CITY shall assume no liability for costs, expenses or lost profits resulting from services not completed or for contracts entered into by CONTRACTOR with third parties in reliance upon this Agreement. Section 4.12 Confidentiality CONTRACTOR agrees to maintain confidentiality of all work and work products produced under this Agreement, except to the extent otherwise required by law or permitted in writing by CITY. CITY agrees to maintain confidentiality of any documents owned by CONTRACTOR and clearly marked by CONTRACTOR as "Confidential" or "Proprietary", except to the extent otherwise required by law or permitted in writing by CONTRACTOR. CONTRACTOR acknowledges that CITY is subject to the California Public Records Act. Section 4.13 Applicable Law, Jurisdiction, Severability. and Attorney's Fees This Agreement shall be governed by the laws of the State of California. Jurisdiction of litigation arising from this Agreement shall be venued with the San Joaquin County Superior Court. If any part of this Agreement is found to conflict with applicable laws, such part shall be inoperative, null, and void insofar as it is in conflict with said laws, but the remainder of this Agreement shall be in force and effect. In the event any dispute between the parties arises under or regarding this Agreement, the prevailing party in any litigation of the dispute shall be entitled to reasonable attorney's fees from the party who does not prevail as determined by the San Joaquin County Superior Court. Section 4.14 City Business License Requirement CONTRACTOR acknowledges that Lodi Municipal Code Section 3.01.020 requires CONTRACTOR to have a city business license and CONTRACTOR agrees to secure such license and pay the appropriate fees prior to performing any work hereunder. Section 4.15 Captions The captions of the sections and subsections of this Agreement are for convenience only and shall not be deemed to be relevant in resolving any question or interpretation or intent hereunder. Section 4.16 Integration and Modification This Agreement represents the entire understanding of CITY and CONTRACTOR as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. This Agreement may not be modified or altered except in writing, signed by both parties. Section 4.17 Contract Terms Prevail All exhibits and this Agreement are intended to be construed as a single document. Should any inconsistency occur between the specific terms of this Agreement and the attached exhibits, the terms of this Agreement shall prevail. Section 4.18 Severability The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Section 4.13 Ownership of Documents All documents, photographs, reports, analyses, audits, computer media, or other material documents or data, and working papers, whether or not in final form, which have been obtained or prepared under this Agreement, shall be deemed the property of CITY. Upon CITY's request, CONTRACTOR shall allow CITY to inspect all such documents during CONTRACTOR's regular business hours. Upon termination or completion of services under this Agreement, all information collected, work product and documents shall be delivered by CONTRACTOR to CITY within ten (10) calendar days. CITY agrees to indemnify, defend and hold CONTRACTOR harmless from any liability resulting from CITY's use of such documents for any purpose other than the purpose for which they were intended. VA Section 4.20 Authori The undersigned hereby represent and warrant that they are authorized by the parties to execute this Agreement. Section 4.21 Federal Transit Funding Conditions Q If the box at left is checked, the Federal Transit Funding conditions attached as Exhibit D apply to this Agreement. In the event of a conflict between the terms of this Agreement or any of its other exhibits, and the Federal Transit Funding Conditions, the Federal Transit Funding Conditions will control. IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Agreement as of the date first above written. ATTEST: 7 r� Mi J4 0 4 APPROVED AS TO FORM: JANICE D. MAGDICH, City Attorney CITY OF LODI, a municipal corporation UAL �rSTEPHEN SCIIWABAUER City Manager Business Rec ery Services, Inc., a California corporation d I a Bank Up Corporation By' ' By: � Name: I ` Title: Attachments: Exhibit A — Scope of Services Exhibit B — Fee Proposal Exhibit C — Insurance Requirements Exhibit D — Federal Transit Funding Conditions (if applicable) Funding Source: 10020203.72460 (Business Unit & Account No.) s. r CA.Rev.01.2415 el Santimauro Executive Officer EXHIBIT A Work Plan: Bank Ups Lockbox implementation Plan is outlined above, on page 22, bullet #7. SCOPE OF SERVICES (post -implementation Work Plan) Remittance Lockbox and eLockbox Payment Processing Solution Bank Up Corporation will act as a non -depository agent for (CLIENT) (Client) for the purpose of acceptance and processing of utility remittance payments. Bank Up will receive daily deliveries by courier of various payments to be processed. Payments will be processed according to commercially acceptable standards which include, but are not limited to record keeping, security, timely payment and safety. This solution incorporates the following services: 1. Bank Up will provide a full lockbox processing solution wherein Client will direct payments to a pre -assigned lockbox at the Northern California Lundy Regional Post Office in San lose, CA contracted to Client. All mail delivered to San Jose will be picked up by secure, T5A-approved courier every day, M -F, excluding Federal holidays, and delivered to the Bank Up Regional Processing Center in Alameda, CA before 9AM PT. 2. Bank Up will extract, scan and process all coupons/checks and electronically process each payment according to the parameters assigned by Client. Bank Up will utilize its proprietary payment processing solution, FLEXRPS, a proven, comprehensive remittance processing platform. Bank Up utilizes this platform to process transactions in both the lockbox operations and for the Company's extensive in-house system customers. Bank Up will prepare and deliver a daily electronic cash letter (ECL) deposit to Client's depository bank no later than [ ) p.m. (Pacific time zone). Deposits are guaranteed to be made the same day that the work is processed by Bank Up. An image of each check and coupon associated with each remittance will be captured by Bank Up before it is deposited. 3. Bank Up will provide a daily Deposit Detail Report to Client upon completion of each days processing. The daily exception file along with images of checks/stubs of the exception file will be sent to Client no later than (cutoff time] p.m. (Pacific time zone). At that time, Client will make necessary corrections/additions to exception file for processing in next day's remittance processing_ Banking for the exception file will be done with the next day's processing. other reports available from the Bank Up system will also be made available to Client. 4. Bank Up will provide file transmissions of required information in order to create an X9.37 Image Cash Letter in a format required by Client's depository bank. S. Bank Up will also prepare a daily output posting file and transmit that file in the required format to Client in order to update the Client's Financial Management System. The daily output posting file will be delivered to a secure FTP site or made available from Bank Up's secure FTP immediately upon completion of each day's processing by ( ] p -m. (Pacific time zone)_ 5. Bank Up Corporation will accept payments for Client and review and perform required reject/reentry to the MICR information as required by the processing standards associated with 32 the Check Clearing for 21st Century Act (Check 21). Bank Up will resolve exception items through its online Exception Decisioning module and process the corrected exception items next business day. The resolved exception item payments will be deposited on the same day that Bank Up receives the corrected information from Client. Bank Up will present for deposit exception items listed on the appropriate reports or files, in accordance with instructions, either in writing or orally, by Client. All rejected items will be returned as directed by Client or handled through an alternative method established by Client for such rejected items. 7. Bank Up will provide the image archive file thru the internet to Client in order for the file to be merged with their current image archive file stored in-house, on the same day that work is processed by Bank Up. Bank Up will email a daily confirmation to Client of the daily deposit, which will include date, dollar amount and number of items processed. 8. Bank Up will also provide the eLockbox solution to Client. This solution will aggregate automated bili pay remittances from Client's customers' home banking systems. The solution will consolidate electronic bill payment checks by combining thousands of electronic sources into a single posting file that will be uploaded daily by the Bank Up lockbox platform into the Client Financial Management System. Client will receive deposits of home banking payments directly from the RPPS (MasterCard) network of financial institutions via ACH and receive a daily report of all payments received through this channel. 9. Bank Up Corporation will provide Tier 1 toll-free support for Client. Level 1 support includes assisting Client with all reasonable problem determination and troubleshooting over the phone, as well as engineering support for changes to the processing services or resolution of technical problems. Bank Up will provide a dedicated support individual and customer support to Client weekdays from SAM until GPM Pacific Time, excluding Federal holidays. Client support at other times will be based on the severity of the problem. Bank Up maintains support after regular business hours as needed via its 24x7 toll free support number in the event Client needs to invoke incident management resources_ Client will continue to receive support from Bank Up's Chief Technology Officer, Jeff Kirkland for any questions prior to SAM PacificStandard Time, 10, Bank Up Corporation will assign a Senior Technical Support Manager to Client. This individual will provide Client with the Initial Implementation Plan as well as providing ongoing technical support as required. The Initial Implementation Plan will include all aspects of the migration of the current ELEXRPS platform installed at Client and the installation of that platform onto the Bank Up Remittance Lockbox Processing solution. Included in this plan will be the operations and technical coordination between Bank Up Corporation and Client. Bank Up Corporation will also provide any training and installation support for Client staff as required. 11. Bank Up will provide Client with a Monthly Client Management Report to include items and dollars processed by Bank Up. 12. Bank Up Corporation will invoice Client monthly in arrears for all monthly processing fees. Payment will be due within thirty days of Client's receipt of an undisputed invoice. 13. Service levels will be evaluated periodically throughout the implementation process to ensure that Bank Up and Client have developed measurement standards acceptable to both parties. 33 EXHIBIT B CITY OF LODI Schedule of Fees – Lockbox Ser�vices – REVISED 13/19%19 j BA i N I K I { tr£3CK8tI7(SERVICE Institution Implementation Fee One -Time Waived Lockbox Maintenance Fee Monthly Waived Transaction Fee – Automated with OCR Scan Line Per Transaction $0.15 ..Multiple Check and List Greater of Per Check or Stub tu $0`15 Check Only Per Check — $0.15 Exception Items – Non -Automated without OCR Scan tine Requiring Manual Processing Plus Transaction Fee $0.09 Daily Electronic Check Deposit Per Check $0.02 Safekeeping and Secure Destruction Per Item $0.003 Fax/Copy Per Page $1.00 Daily Payment File Transmission to City's CIS (Tyler) Per Month $50.00 Customer Service Interface Access to Online !mage/Archive and Exception Decisioning Module Per Month $50.00 Insured Courier from San Jose USPS to Bank Up Processing Center in Alameda, CA, at Cost Per Month $85.00 insured Courier from Sacramento USPS, at Cost (Optional) Per Month $85.00 Insured Courier from Lodi USPS, at Cost (Optional) Per Month $330.00 USPS PO Box Rental (PO Box size 3 in Lodi), at Cost Per Month $17.00 Implementation Fee 1 One time 1 $500.00 Check Intercept Fee Per check 1 $0.15 Bank lip will increase pricir:g in this proposal by not more than the current CPl after the initial three-year term of this agreement for subsequent renewals. EXHIBIT B CONT'D CITY OF LODI Schedule of Fees — Lockbox Services — REVISED 8/19/29 BkNKUP cit;'rl.t d : itj" Total Estimated Monthly Service Charges Based on the above -referenced pricing and current approximate volume (5,000 lockbox payments/month), the monthly cost for providing the Sank Up lockbox solution to the City of Lodi will be as follows: Lockbox Maintenance Fee Waived Daily Payment File to CIS $50.00 Customer Service Interface IAR and Exception Decision $50.00 USPS PCI Box Rental (size 3 — in Sacramento) $29.50 Courier (Sacramento USPS to Bank Up) $85.00 Monthly Fixed Cost $204.50 Per Transaction $O.15 Electronic Deposit $0.02 Total Per Transaction Charge $0.28 Monthly Volume Estimate x 5,000 $400.00 Exceptions Additional @ $0.09 (Estimate 1% of volume) $5.00 Monthly Variable Cost $905.00 Total Monthly Cost $1,109:50 EXHIBIT C NOTE. The City of Lodi is now using the online insurance program PINS Advantage. (ince you have been awarded a contract you will receive an email from the City's online insurance program requesting you to forward the email to your insurance provider(s) to submit the required insurance documentation electronically Insurance Requirements for Most Contracts Not construction or requiring professional liability Contractor shalt procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 1 - Commercial General Liability (CGL): Insurance Services Office Farm CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto or if Contractor has no owned autos, then hired, and non - owned autos with limit no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. her Insurance Provisions: (a) Additional Named Insured Status The City of Lodi, its elected and appointed boards, commissions, officers, agents, employees, and volunteers are to be covered as additional insureds on the CGL and auto policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at feast as broad as ISO Form CG 20 10 1185 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38, and CG 20 37 if a later edition is used (b) Primary and Non -Contributory Insurance Endorsement The limits of insurance coverage required may be satisfied by a combination of primary and umbrella or excess insurance. For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 0104 13 as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the Entity, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. (c) Waiver of Subrogation Contractor hereby grants to City of Lodi a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Lodi by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affectthis waiverof subrogation, butthis provision applies regardless of whether or not the City of Lodi has received a waiver of subrogation endorsement from the insurer NOTE: (1) The street address of the CITY OF LODI must be shown along with (a) and (b) and (c) above: 221 West Pine Street, Lodi, California, 95240; (2) The insurance certificate must state, on its face or as an endorsement, a description of the groi ect that it is insuring. (d) Severability of Interest Clause The term "insured" is used severally and not collectively, but the inclusion herein of more than one insured shall not operate to increase the limit of the company's liability under the Contractors commercial general liability and automobile liability policies. (e) Notice of Cancellation or Change in Coverage Endorsement This policy may not be canceled nor the coverage reduced by the company vrithout 30 days` prior written notice of such cancellation or reduction in coverage to the Risk Manager, City of Lodi, 221 West Pine St., Lodi, CA 95240. Page 1 ! of 2 pages I Risk: rev. 3/1/2018 (f) Continuity of Coverage AD policies shall be in effect on or before the first day of the Term of this Agreement. At least thirty (30) days prior to the expiration of each insurance policy, Contractor shall furnish a certificate(s) showing that a new or extended policy has been obtained which meets the minimum requirements of this Agreement. Contractor shall provide proof of continuing insurance on at least an annual basis during the Term. If Contractor's insurance lapses or is discontinued for any reason, Contractor shall immediately notify the City and immediately obtain replacement insurance. Contractor agrees and stipulates that any insurance coverage provided to the City of Lodi shall provide for a claims period following termination of coverage which is at least consistent with the claims period or statutes of limitations found in the California Tort Claims Act (California Government Code Section 810 et seq.). (g) Failure to Comdv If Contractor fails or refuses to obtain and maintain the required insurance, or fails to provide proof of coverage, the City may obtain the insurance. Contractorshall reimbursethe City forpremiums paid, with interest on the premium paid by the City at the maximum allowable legal rate then in effect in California. The City shall notify Contractor of such payment of premiums within thirty (30) days of payment stating the amount paid, the names) of the insurer(s), and rate of interest. Contractor shall pay such reimbursement and interest on the first (1st) day of the month following the City's notice. Notwithstanding any other provision of this Agreement, if Contractor fails or refuses to obtain or maintain insurance as required by this agreement, or fans to provide proof of insurance, the City may terminate this Agreement upon such breach. Upon such termination, Contractor shall immediately cease use of the Site or facilities and commence and diligently pursue the removal of any and all of its personal property from the site or facilities. (h) Verification of Coverage Consultant shall furnish the City with a copy of the policy declaration and endorsement page(s), original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultants obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Failure to exercise this right shall not constitute a waiver of the City's right to exercise after the effective date. (i) Self -Insured Retentions Self-insured retentions must be declared to and approved by the City. The City may require the Consultant to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. (j) Insurance Limits The limits of insurance described herein shall not limit the liability of the Contractor and Contractor`s officers, employees, agents, representatives or subcontractors. Contractor's obligation to defend, indemnify and hold the City and its offers, officials, employees, agents and volunteers harmless under the provisions of this paragraph is not limited to or restricted by any requirement in the Agreement for Contractor to procure and maintain a policy of insurance. (k) Subcontractors Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from subcontractors (€) Qualified Insurer(s) All insurance required by the temTs of this Agreement must be provided by insurers licensed to do business in the State of California which are rated at least "A-, VI" by the AM Best Ratings Guide, and which are acceptable to the City Non -admitted surplus lines carriers may be accepted provided they are included on the most recent list of California eligible surplus lines insurers (LESLI list) and otherwise meet City requirements. Page 21 of 2 pages I Risk: rev. 3/1/2018 BANK UP CORPORATION OTY OF LODI Exhibit B Schedule of Fees LOCKBOX SOLUTION BASIS FEE AT CURRENT VOLUME Lockbox Implementation Fee One Time Waived Lockbox Maintenance Fee Monthly $55.00 Transaction Fee —Automated with OCR Scan Line Per Transaction Tier 1 < 10,000 Payments $0.17 Check Only Per Check $0.17 Multiple Transactions Greater of Per Check/Stub $0.17 File Transmission Fixed Monthly Fee Per File Containing Payment Data or Images $54.25 Exception items — Includes Access to Bank Up Exception Decisioning Module Per Exception $0.10 Electronic Check Deposit to Synergy Depository Bank Per Check $0.02 Check and List Transactions Per Account Credited $0.17 Fax/Copy Per Page $1.00 Customer Service Interface/Online Image Archive Access (up to 5 users) Available Through Contract Term Per Month $54.25 USPS PO Box Rental at TBD Per Month At Cost Courier/Mail from USPS to Bank Up Processing Site Per Day At Cost Technical Services/Programming Changes Post Implementation Per Hour $200.00 Minimum Fee Per Month $750.00 eLOCKBOX SOLUTION (Optional) BASIS FEE Implementation Fee One time Waived Electronic Check Intercept Fee Per Check $0.20 BAND UP CGRK)RATION CITY OF LODi FEE DEFINITIONS Implementation Fee: included in the Implementation Fee is the specifications development, programming, testing and all aspects of the implementation including interfacing with bill presentment, CIS/billing and depository bank for a new Check 21 file. Lockbox Maintenance Fee included in the monthly lockbox maintenance fee is document preparation, auditing and secure document storage and destruction. Transaction Fees: Transaction Fees include extraction of all mail received, sorting payments and batches, scanning, processing, imaging all payment documents (checks and remittance coupons) and generating and uploading the daily payment file for the Client. The Fee is per transaction. Transaction Fee also includes Daily and Monthly reporting at no additional charge. The Transaction Fee applies to any of the following: Check and remittance coupon with scanline. Multiples are trasactions containing multiple remittance coupons and/or checks. Bank Up will charge the Client for the greater of checks or remittance coupons. Check Only Transaction for electronic deposit only. No payment data is uploaded. Check and List Transaction A payment consisting of a check and a check skirt or other media that requires keying of the account number from the media. Exception Items: Exceptions are defined as payments that cannot be processed electronically through the Bank Up high-speed automated scanning equipment, but require additional handling and keying or may be returned to the Client as requested. Exceptions are typically managed on the same day of processing through the Bank Up web -enabled Exception Decisioning Module. Exception items are presented each day and posted to the Bank Up Customer Service Interface in order for decisioning by the Client. Exceptions are made available in this module via a secure Internet connection. Electronic Check Deposit: Checks are prepared for deposit to the Client's depository bank account using the defined image data posting file. A balanced Check 21 X9.37 Image Cash Letter (ICL) of all processed checks is delivered to Client's depository bank each day for downstream processing and clearing. Electronic Payment File: Processed remittance information is made available via an electronic payment file to the Client's billing system each day in order to update Accounts Receivable. The payment file is balanced to the Image Cash Letter. BANK QIP CORPORATION Crry OF LODI Customer Service Interface Bank Up will archive and provide web -enabled secure access to all images of processed documents within its Microsoft Azure cloud -based solution for the duration of the contract with the Client. Bank Up will provide access to up to five (5) users for the fixed monthly fee. Additional fee will apply for additional users. Technical Professional Services: These are typically provided after the implementation process and regular processing is underway. These additional modifications and enhancements will be subject to the Client's approval of a written Statement of Work (SOW). These services may include change to the Image Cash Letter bank deposit, payment posting file, custom report development, etc. File Transmission Fixed monthly fee per file containing payment data or images which includes ICL (Check 21 file), AR, and/or account validation file of account numbers to be processed containing derogatory or positive pay data either sent or received. Courier/Mail Fees This pass through expense is managed by Bank Up. Bank Up will accommodate from which USPS payment pickup is requested. (Le San Jose, CA USPS will be utilized for same-day delivery of payments to the Bank Up Alameda, CA processing site). eLockbox Solution See attached Scope of Services for description of this solution. Pricing of the lockbox Schedule of Fees will be guaranteed for the base term of the contract and each of the subsequent contract years. Bank Up may increase pricing at not more than the then current CPI at the commencement of any contract renewal term. EXHIBIT C NOTE: The City of Lodi is now using the online insurance program PiNS Advantage. Once you have been awarded a contract you will receive an email from the City's online insurance program requesting you to forward the email to your insurance provider(s) to submit the required insurance documentation electronically Insurance Requirements for Most Contracts (Not construction or requiring professional liability) Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors. MINIMUM SCOPE AND LIMiT OF INSURANCE Coverage shall be at least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an `occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto or if Contractor has no owned autos, then hired, and non - owned autos with limit no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. Other insurance Provisions: (a) Additional Named Insured Status The City of Lodi, its elected and appointed boards, commissions, officers, agents, employees, and volunteers are to be covered as additional insureds on the CGL and auto policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 1185 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used (b) Primary and Non -Contributory Insurance Endorsement The limits of insurance coverage required may be satisfied by a combination of primary and umbrella or excess insurance. For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the Entity, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. (c) Waiver of Subrogation Contractor hereby grants to City of Lodi a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Lodi by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Lodi has received a waiver of subrogation endorsement from the insurer NOTE: (1) The street address of the CITY OF LODI must be shown along with (a) and (b) and (c) above: 221 West Pine Street, Lodi, California, 95240; (2) The insurance certificate must state, on its face or as an endorsement, a description of therp oiect that it is insuring. (d) Severability of Interest Clause The term "insured" is used severally and not collectively, but the inclusion herein of more than one insured shall not operate to increase the limit of the company's liability under the Contractors commercial general liability and automobile liability policies. (e) Notice of Cancellation or Change in Coverage Endorsement This policy may not be canceled nor the coverage reduced by the company without 30 days' prior written notice of such cancellation or reduction in coverage to the Risk Manager, City of Lodi, 221 West Pine St., Lodi, CA 95240. Page 1 of 2 pages - Risk: rev. 3/1/2018 (f} Continuity of Coverage All policies shall be in effect on or before the first day of the Term of this Agreement. At least thirty (30) days prior to the expiration of each insurance policy, Contractor shall furnish a certificates) showing that a new or extended policy has been obtained which meets the minimum requirements of this Agreement. Contractor shall provide proof of continuing insurance on at least an annual basis during the Term. If Contractor's insurance lapses or is discontinued for any reason, Contractor shall immediately notify the City and immediately obtain replacement insurance. Contractor agrees and stipulates that any insurance coverage provided to the City of Lodi shall provide for a claims period following termination of coverage which is at least consistent with the claims period or statutes of limitations found in the California Tort Claims Act (California Government Code Section 810 et seq.). (g) Failure to Comply if Contractor fails or refuses to obtain and maintain the required insurance, or fails to provide proof of coverage, the City may obtain the insurance. Contractor shall reimburse the City for premiums paid, with interest on the premium paid by the City at the maximum allowable legal rate then in effect in California. The City shall notify Contractor of such payment of premiums within thirty (30) days of payment stating the amount paid, the name(s) of the insurer(s), and rate of interest. Contractor shall pay such reimbursement and interest on the first (1st) day of the month following the City's notice. Notwithstanding any other provision of this Agreement, if Contractor fails or refuses to obtain or maintain insurance as required by this agreement, or fails to provide proof of insurance, the City may terminate this Agreement upon such breach. Upon such termination, Contractor shall immediately cease use of the Site or facilities and commence and diligently pursue the removal of any and all of its personal property from the site or facilities. (h) Verification of Coverage Consultant shall furnish the City with a copy of the policy declaration and endorsement page(s), original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Failure to exercise this right shall not constitute a waiver of the City's right to exercise after the effective date. (i) Self -Insured Retentions Self-insured retentions must be declared to and approved by the City. The City may require the Consultantto provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. (j} Insurance Limits The limits of insurance described herein shall not limit the liability of the Contractor and Contractor's officers, employees, agents, representatives or subcontractors. Contractor's obligation to defend, indemnify and hold the City and its officers, officials, employees, agents and volunteers harmless under the provisions of this paragraph is not limited to or restricted by any requirement in the Agreement for Contractor to procure and maintain a policy of insurance. (k) Subcontractors Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from subcontractors (1) Qualified Insurer(s) All insurance required by the terms of this Agreement must be provided by insurers licensed to do business in the State of California which are rated at least "A-, VI" by the AM Best Ratings Guide, and which are acceptable to the City. Non -admitted surplus lines carriers may be accepted provided they are included on the most recent fist of California eligible surplus lines insurers (LESLi list) and otherwise meet City requirements. Page 2 of 2 pages Risk: rev. 3/1/2018 RESOLUTION NO. 2022-267 A RESOLUTION OF THE LODI CITY COUNCIL AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO. 1 TO THE PROFESSIONAL SERVICES AGREEMENT WITH BUSINESS RECOVERY SERVICES, INC., OF ALAMEDA, TO PROVIDE LOCKBOX SERVICES FOR PROCESSING UTILITY CHECK PAYMENTS RECEIVED WHEREAS, the City Council approved Resolution No. 2019-190 on September 19, 2019, authorizing an agreement with Business Recovery Services, Inc., for lockbox services that included collecting mail payments, checks processed through the third party's high capacity automated equipment, generating data files to send to the City of Lodi for posting funds deposited each business day before closing, and physical images of each payment and stub/coupon; and WHEREAS, the agreement expired September 30, 2022; and WHEREAS, approximately 5,000 of the 36,000 utility bills that are produced monthly are paid with manual checks that are processed by Customer Service Representatives. About 10% of the checks must be manually entered into the City's software system for various errors and discrepancies and at the end of each business day, all payments must be balanced and prepared for bank deposit; and WHEREAS, this labor intensive process diverts staff time from other tasks, including front-line customer service to the City's residents and businesses and completing other daily department functions; and WHEREAS, utilizing technology, BankUp has provided efficient and effective check processing to the City for the last three years that has freed up staff resources for higher-level customer service tasks; and WHEREAS, staff recommends that the City Council authorize the City Manager to execute Amendment No. 1 to the Professional Services Agreement for lockbox services with Business Recovery Services, Inc., extending the agreement for an additional three years, in the amount of $54,000. NOW, THEREFORE, BE IT RESOLVED that the Lodi City Council does hereby authorize the City Manager to execute Amendment No. 1 to the Professional Services Agreement for lockbox services with Business Recovery Services, Inc., of Alameda, California, thereby extending the term for three years, in the amount of $54,000; and BE IT FURTHER RESOLVED, pursuant to Section 6.3q of the City Council Protocol Manual (adopted 11/6/19, Resolution No. 2019-223), the City Attorney is hereby authorized to make minor revisions to the above -referenced document(s) that do not alter the compensation or term, and to make clerical corrections as necessary. Dated: November 2, 2022 I hereby certify that Resolution No. 2022-267 was passed and adopted by the City Council of the City of Lodi in a regular meeting held November 2, 2022, by the following vote: AYES: COUNCIL MEMBERS — Hothi, Khan, Kuehne, Nakanishi, and Mayor Chandler NOES: COUNCIL MEMBERS — None ABSENT: COUNCIL MEMBERS — None ABSTAIN. COUNCIL MEMBERS — None OLIVIA NASHED City Clerk 2022-267