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HomeMy WebLinkAboutProfessional Service Agreement with Billing Documents Specialists for Utility Billing Lock Box AGREEMENT FOR PROFESSIONAL SERVICES THIS AGREEMENT, made this ~ day of FCbrLl~ ,2005, by and between the City of Meridian, a municipal corporation organized under e laws ofthe State of Idaho (by and through its Utility Billing Office), hereinafter referred to as "CITY", 33 East Idaho Avenue, Meridian, Idaho 83642, and Valli Information Systems, Inc doing business as Billing Document Specialists, hereinafterreferred to as "BDS", 915 Main Street, Suite 300, Caldwell, Idaho 83605, a corporation organized under the laws of the State ofIdaho. PREMISES: 1. Whereas, the City of Meridian provides utility billing services for water, sewer, and garbage services; and, 2. Whereas, the City desires to facilitate the provision of those services by utilizing the professional services ofBDS; and, 3. Whereas, the City and BDS have agreed upon the terms and conditions under which BDS will provide timely and accurate billing processing services at a fair and reasonable price. NOW, THEREFORE, the parties hereto agree as follows: 1. Scope of Services: BDS shall perform all services, and comply in all respects, as specified in the document titled "Utility Billing Lockbox Scope of Services" a copy of which is attached hereto as Exhibit" A" and incorporated herein by this reference, together with any amendments that may be agreed to in writing by the parties. 2. Time of Performance: This agreement shall become effective upon execution by both parties, and shall expire on September 30, 2005 unless earlier terminated or extended. 3. Indemnification and Insurance: a. Indemnification: BDS shall indemnify and save and hold harmless CITY from and for any and all losses, claims, actions, judgments for damages, or injury to persons or property and losses and expenses caused or incurred by BDS, its servants, agents, employees, guests, and business invitees, and not caused by or arising out of the tortious conduct of CITY or its employees. Agreement - Utility Billing Lockbox Agreement - page 1 of 6 4. b. Insurance: BDS shall maintain, and specifically agrees that it will maintain, throughout the term of this Agreement, liability insurance, in which the CITY shall be named an additional insured in the minimum amount as specified in the Idaho Tort Claims Act set forth in Title 6, Chapter 9 ofthe Idaho Code. The limits of insurance shall not be deemed a limitation ofthe covenants to indemnify and save and hold harmless CITY; and if CITY becomes liable for an amount in excess of the insurance limits, herein provided, BDS covenants and agrees to indemnify and save and hold harmless CITY from and for all such losses, claims, actions, or judgments for damages or liability to persons or property. Additionally, BDS shall maintain Workers Compensation Insurance, in the statutory limits as required by law. c. Certificate of Insurance: BDS shall provide CITY with a Certificate of Insurance, or other proof of insurance evidencing BDS's compliance with the requirements of this paragraph and file such proof of insurance with the City. In the event the insurance minimums are changed, BDS shall immediately submit proof of compliance with the changed limits. Evidence of all insurance shall be submitted to the City Clerk with a copy to Meridian City Accounting, 33 East Idaho Avenue, Meridian, Idaho 83642. Independent Contractor: In all matters pertaining to this agreement, BDS shall be acting as an independent contractor, and neither BDS nor any officer, employee or agent ofBDS will be deemed an employee of CITY. The selection and designation of the personnel ofthe CITY in the performance of this agreement shall be made by the CITY. 5. Compensation: For performing the services specified herein, CITY agrees to pay BDS $.10 per item posted as described in Exhibit "A." City also agrees to reimburse BDS $130.00 per year for the Post Office box rental charge upon presentation to City of proof of payment. 6. Method of Payment: BDS will invoice the City of Meridian Accounting Department at 33 East Idaho Avenue, Meridian, Idaho 83642 directly for all current amounts earned under this Agreement at the end of each month. The CITY will pay all invoices within thirty (30) days after receipt. 7. Notices: Any and all notices required to be given by either of the parties hereto, unless otherwise stated in this agreement, shall be in writing and be deemed communicated when mailed in the United States mail, certified, return receipt requested, addressed as follows: City of Meridian 33 E. Idaho Avenue Meridian, Idaho 83642 Agreement - Utility Billing Lockbox Agreement - page 2 of 6 8. 9. BILLING DOCUMENT SPECIALISTS 915 Main Street, Suite 300 Caldwell, Idaho 83605 Either party may change their address for the purpose ofthis paragraph by giving written notice of such change to the other in the manner herein provided. Attorney Fees: Should any litigation be commenced between the parties hereto concerning this Agreement, the prevailing party shall be entitled, in addition to any other relief as may be granted, to court costs and reasonable attorneys' fees as determined by a Court of competent jurisdiction. This provision shall be deemed to be a separate contract between the parties and shall survive any default, termination or forfeiture of this Agreement. Time is of the Essence: The parties hereto acknowledge and agree that time is strictly of the essence with respect to each and every term, condition and provision hereof, and that the failure to timely perform any of the obligations hereunder shall constitute a breach of, and a default under, this Agreement by the party so failing to perform. 10. Assignment: It is expressly agreed and understood by the parties hereto, that BDS shall not have the right to assign, transfer, hypothecate or sell any of its rights under this Agreement except upon the prior express written consent of CITY. 11. Discrimination Prohibited: In performing the Services required herein, BDS shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age or disability. 12. Reports and Information: At such times and in such forms as the City may require, there shall be furnished to the City such statements, records, reports, data and information as the City may request pertaining to matters covered by this Agreement. 13. Audits and Inspections: At any time during normal business hours and as often as the City may deem necessary, there shall be made available to the City for examination all ofBDS's records with respect to all matters covered by this Agreement. BDS shall permit the CITY to audit, examine, and make excerpts or transcripts from such records, and to make audits of all contracts, invoices, materials, payrolls, records of personnel, conditions of employment and other data relating to all matters covered by this Agreement. Agreement - Utility Billing Lockbox Agreement - page 3 of 6 14. 15. 16. 17. Publication, Reproduction and Use of Material: No material produced in whole or in part under this Agreement shall be subject to copyright in the United States or in any other country. The CITY shall have unrestricted authority to publish, disclose and otherwise use, in whole or in part, any reports, data or other materials prepared under this Agreement. Compliance with Laws: In performing the scope of services required hereunder, BDS shall comply with all applicable laws, ordinances, and codes of Federal, State, and local governments. Changes: The City may, from time to time, request changes in the Scope of Services to be performed hereunder. Such changes, including any increase or decrease in the amount ofBDS's compensation, which are mutually agreed upon by and between the CITY and BDS, shall be incorporated in written amendments to this Agreement. Termination: If, through any cause, BDS, its officers, employees, or agents fails to fulfill in a timely and proper manner its obligations under this Agreement, violates any of the covenants, agreements, or stipulations ofthis Agreement, falsifies any record or document required to be prepared under this agreement, engages in fraud, dishonesty, or any other act of misconduct in the performance of this contract, or ifthe City Council determines that termination of this Agreement is in the best interest of CITY, the City shall thereupon have the right to terminate this Agreement by giving written notice to BDS of such termination and specifying the effective date thereof at least fifteen (15) days before the effective date of such termination. BDS may terminate this agreement at any time by giving at least sixty (60) days notice to CITY. In the event of any termination of this Agreement, all finished or unfinished documents, data, and reports prepared by BDS under this Agreement shall, at the option of the CITY, become its property, and BDS shall be entitled to receive just and equitable compensation for any work satisfactorily complete hereunder. Notwithstanding the above, BDS shall not be relieved of liability to the CITY for damages sustained by the CITY by virtue of any breach of this Agreement by BDS, and the City may withhold any payments to BDS for the purposes of set-off until such time as the exact amount of damages due the CITY from BDS is determined. This provision shall survive the termination of this agreement and shall not relieve BDS of its liability to the CITY for damages. Construction and Severability: If any part of this Agreement is held to be invalid or unenforceable, such holding will not affect the validity or enforceability of any other part of this Agreement so long as the remainder of the Agreement is reasonably capable of completion. Agreement - Utility Billing Lockbox Agreement - page 4 of 6 18. " . . . 19. Entire Agreement: This Agreement contains the entire agreement of the parties and supersedes any and all other agreements or understandings, oral of written, whether previous to the execution hereof or contemporaneous herewith. 20. Applicable Law: This Agreement shall be governed by and construed and enforced in accordance with the laws of the State ofIdaho, and the ordinances of the City of Meridian. 21. Approval Required: This Agreement shall not become effective or binding until approved by the City of Meridian. V ALL! INFORMATION SYSTEMS, INC dba BILLING DOCUMENT SPECIALISTS ROB~S. PRESIDENT CITY OF MERIDIAN Attest: Agreement - Utility Billing Lockbox Agreement - page 5 of 6 , . : , STATE OF IDAHO, ) countyo/ì:.¡;frf1"- : ss: On this 7A day of ~ ' 2005, before me, the undersigned, a Notary Public in and for said State, personally appear d Robert O. Jenkins, known or ¡denhfied to me to be the President of Valli Information Systems, Inc., dba Billing Document Specialists and whose name is subscribed to the within instrument, and aclmow1edged to me that he executed the same for Valli Information Systems, Inc. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. .""," """'" / t-}AY $']- "" '-"" ~I'A.", ~ """"10 (SEAL) I ~OT '\ \ '* 04<t)- \ : : , -'- : : \~ '*" ,~ lIlILlc. J i \.'"'-f; /. 0 .~ ~~ Op 11)t-~"..'~ ~'....."..'" ~~ Notary Pub for Idaho Residing at: '71~ . /6k My Commission Expires:Oí -0'5-07 STATE OF IDAHO, ) : ss: County of Ada, On this -.lL day of ::¡ehrv..(r~ ' 2005, before me, the undersigned, a Notary Public in and for said State, personally app ared TAMMY de WEERD and WILLIAM G.BERG, JR., lmown or identified to me to be the Mayor and City Clerk, respectively, for the City of Meridian, and the persons whose names are subscribed to the within instrument, and acknowledged to me that they executed the same on behalf ofthe City of Meridian. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. (SEAL) --*""'-' ""'" '- ~\CB L. ~ ,~ ...~..~;~\ ! "OT041> ..,'Ø-" : * ,~ Of)- \ : i -'- i * æ '\ ~ \. .¡!>CrBLlc. J ¡ \ ;.;, '0 /.... # """1 »~.,"",. ~o it "" OF H>t- ..., """""""" ~~ Agreement - Utility Billing Lockbox Agreement - page 6 of 6 1. 2. Exhibit "A" Utility Billing Lockbox Scope of Services Summary of Services A. BDS shall provide lockbox mail collection services, including timely deposits and efficient processing of remittances for the City's utility payments. B. BDS shall provide daily electronic transfer, including: a. Transmit a data file transfer to City by 5 :00 pm MST on each banking day. Return all payments and stubs relating to exceptions to the City. Payments shall be transferred by electronic file. b. c. C. BDS shall collect incoming mail from the Post Office box specified by City the moming of each banking day. D. BDS shall open envelopes, remove and inspect the enclosures, match check amounts to invoices, batch and process payment with exceptions batched and processed separately. Exceptions shall be scanned and sent back to City and all money shall be deposited to bank in separate deposit. E. BDS shall scan all processed checks and payment coupons, scan all documents, and house them on vendor server. The City of Meridian shall have access to scanned documents via a secure web site and access to deposit slips and the remit report via e-mail by 5:00 pm MST on the same business day as the pickup of payments. Other non-transaction input documents, deposit slips, unmatched input documents, correspondence etc shall be forwarded to the City by noon of the day following the transmission of the reports. F. BDS shall deposit all receipts daily by 5:00 pm MST on the same banking day as received, to the bank account specified by the City. System Specifications for Electronic Transfers A. Capability to transmit data files to City in fixed record length ASCII text format. Transmission deadline shall be no later than 5 :00 pm MST for the same day's transactions. The City is responsible for notifying BDS if the file is not received. B. Notify Utility Billing per e-mail by 5:00 pm MST when files are transmitted and ready for processing by the City. Utility Billing Lockbox Scope of Services - Page 1 of 4 C. Entire transmission process shall take no longer than I hour each, per day, including notifications to City, except that BDS shall not be responsible for internet down time or other transmission delays beyond their controL D. There shall be no differentiation between handling of delinquent accounts and regular payments. E. The following are the data requirements for the lockbox vendor for each payment received: a. Utility Billing Account Number b. Dollar amount remitted for this account number c. Date input d. Bill to name e. Identification of any name or address changes f. Dollar amount of invoice F. Batch Identification. Clearly label each bundle of source documents whether payments or exceptions to identify: a. Unique ID number b. Total dollar amount of each batch c. Total number of items in each batch G. Daily Reports. A daily printed or electronic report showing the following items: a. b. c. d. Utility Billing account number Bill to name Dollar amount remitted to the corresponding account number Batch totals together with batch ID Grand total of all accounts remitted balanced to the total of all related invoices Any customer notations or comments on the return stub to be returned to the City. e. f. H. BDS shall provide proof of redundancy in equipment and personnel and contingency plans to provide uninterrupted service. I. Mail Processing. Mail shall be retrieved Monday through Friday at 8:00 am MST. Saturday mail to be retrieved at Monday pick-up. Holiday mail to be handled on the next business day. J. Staffing. Adequate staff shall be on hand and cross trained to accommodate varying workload for lock box service. Within the 3 divisions that make up BDS there shall be significant nurnber of personnel with experience in bookkeeping and/or accounting. All of these personnel shall be cross-trained in the correct procedures for working with the City of Meridian lockbox project. Necessary staff shall be configured on a Utility Billing Lockbox Scope of Services - Page 2 of 4 K. daily basis depending upon the volume of mail/receipts received. A 3- person processing team shall always be involved, as well as a supervisor. This shall provide the necessary personnel to maintain appropriate security at all times. Currency and coin control. In the event that cash is received, it shall be posted in a log when the envelope is opened; with a secondary initial signifying that cash amount noted is correct. A copy of the log shall be mailed electronically to City of Meridian along with the deposit slip copies in the afternoon. 3. Payment Processing A. B. Three positions shall be employed by BDS to assure dual control. Position I shall open envelopes and run tapes on checks in multiples of 50 and prepare daily deposits. Position II shall be responsible for scanning and posting checks to appropriate customer accounts, assuring that totals on tapes and deposit slips match batch totals. Position III shall take deposits to bank, scan bank receipt to be sent with data transfer, and send reports to the City of Meridian. The main 3 positions shall be as noted above. If an exception item is found in an existing batch (example: an online payment with an incorrect account number), the item shall be noted on the tape with an "E", the total on the tape corrected and the deposit slip corrected. All three documents shall also require initials ofthe person that pulled the item as an exception item and their supervisor. This will provide a documentation trail when the deposit slips are scanned and shall preserve the integrity of dual control. Daily balance reports shall be faxed prior to 5:00 pm MST to confirm deposit amounts. Deposit slips and bank receipts shall be scanned and available on the secure web site. C. Out of balance conditions shall be researched and corrected daily. D. Exception items shall be scanned and deposited as separate batch from routine receipts. Appropriate measures shall be taken to assure that they cannot be posted as normal payment/receipt. E. Other non-transaction input documents, deposit slips, unmatched input documents, correspondence or other related documents shall be forwarded to the City by 12:00 pm MST of the day following the transmission of the reports as desired. Utility Billing Lockbox Scope of Services - Page 3 of 4 . . 4. Disaster Recovery In the case of an automated equipment or system failure the attached Disaster Contingency Recovery Plan shall be applicable. 5. Oualitv List and describe internal quality standards including: A. B. C. 6. D. E. Scanner shall endorse backs of checks with bank name and account number of the City of Meridian. All data to be transmitted to City of Meridian prior to 5:00 pm MST daily Check copies and deposit slips will be filed for viewing on secure web site, no transmission is necessary. Faxes of daily reports shall have confirmation receipt requested to assure receipt by City of Meridian. Any information sent bye-mail shall also be sent with a system-generated delivery receipt. Scan quality of all documents shall be clear and legible. BDS shall investigate errors internally to see what the cause may have been, check processes and documentation and conduct training if needed to prevent future errors. Charges. A. Rate charged is $.IO/posting rather than $.10/check (Example: one check with 4 stubs = $.40 total charges). Exception items shall be charged at same rate as regular items. B. Lock Box Rental Charge. #4 Post Office box (dimensions lOw x I1h x 14d) atcost of$130 annually. If daily mail should exceed capacity of box, excess shall be placed in tub and held for pick up per notice in PO Box. Utility Billing Lockbox Scope of Services - Page 4 of 4 ~ Billing Document Specialists Disaster Recovery Contingency Plan - Primary Production Facility Disaster Historv - We have snowfall and extreme heat but nothing causing anything more than a minor inconvenience or delay in traveL We truly enjoy the beauty of all four seasons with up to 6" of snow a day or two in the winter and a couple of 100+° days in the summer. Disaster Recovery Contingency Plan Redundancy of Eauipment and Service- Equipment - Similar to our primary production center, maintaining redundancy in equipment capacities is our first line of defense for disaster recovery on equipment failures. Our normal production center is on-line from 7:00am to 7:00pm five days a week. If one of the three pieces of equipment were to fail, we have excess production capacity time available (7:00pm to 7:00am and weekends) to meet deadline deliveries. Service - Disaster recovery for service is a two tiered design. The first tier is disaster recovery for facility damage but not destruction. Ifthis were to happen, there are two units in storage, off site, that have similar capacity as the equipment within the building. These are units formally in production that are 100% functional but slower in speed and lacking some of the features the newer units. Rather than discard or trade them in we elected to keep them for backup security The second tier of service disaster recovery would be complete destruction of the facility. We have verbal agreements with two large organizations located in Boise that are running similar equipment at their headquarters in Boise. The agreement is to provide one another backup service capacity to allow the site with the problem to use the other company's equipment to process the jobs needing innnediate attention. Tape back ups of all data stored within our database are kept off-premise daily to provide back up in the case of equipment failure or disaster.