HomeMy WebLinkAboutProfessional Service Agreement with BDS (Billing Document Specialists) for Utility Billing Sewer, Water, Garbage
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AGREEMENT FOR PROFESSIONAL SERVICES
THIS AGREEMENT, made this IS f day of tf)(l__-t b~/~ ,2006, by and
between the City of Meridian, a municipal corporation organized under the laws of the State of
Idaho (by and through its Utility Billing Office), hereinafter referred to as "CITY", and Valli
Information Systems, Inc doing business as Billing Document Specialists, hereinafter referred to
as "BDS", 915 Main Street, Suite 300, Caldwell, Idaho 83605, a corporation organized under the
laws of the State of Idaho.
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 s all become effective upon execution by
both parties, and shall expire on S'e CJ ,2007 unless earlier
temlinated 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
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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.
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 of the Idaho Code.
The limits of insurance shall not be deemed a limitation of the 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, Boise, Idaho 83642.
4. 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 of the 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 as described in Exhibit "A."
6. Method of Payment: BDS will invoice the City of Meridian Accounting
Department at 33 East Idaho, Meridian, ID 83642 directly for all current amoWlts
earned under this Agreement at the end of each month. The CITY will pay all
invoices within thirty (30) days after receipt.
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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 Street
Meridian, Idaho 83642
BILLING DOCUMENT SPECIALISTS
915 Main Street, Suite 300
Caldwell, Idaho 83605
Either party may change their address for the purposc of this paragraph by giving
written notice of such change to the other in the manner herein provided.
8. 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 I 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.
9. 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.
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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
rc;:q uire, 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.
14. 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.
15. 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.
16. Chan2es. 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 of BDS' s compensation, which are mutually agreed upon
by and between the CITY and BDS, shall be incorporated in written amendments
to this Agreement.
17. 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,
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engages in fraud, dishonesty, or any other act of misconduct in the performance of
this contract, or if the 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 ofthe 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 BnS 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.
18. 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.
19. Entire Agreement. This Agreement contains the entire agreement of the parties
and supersedes any and all other agreements or Wlderstandings, 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 tlle ordinances of
the City of Meridian.
21. Approval Required. This Agreement shall not become effective or binding until
approved by the City of Meridian.
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VALLI INFORMATION SYSTEMS, INC
dba BILLING DOCUMENT SPECIALISTS
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ROBERT O. JE~S, PRESIDENT
CITY OF MERIDIAN
Attest:
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WILLIAM G. BERG,
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Utility Billioe: Lockbox
Scope of Services
Exhibit A
1. 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 dectronic transfer, including:
a. Transmit a data file transfer to City by 5 pm on each banking day.
b. Return all payments and stubs relating to exceptions to the City.
c. Payments shall be transferred by electronic file.
C. BDS shall collect incoming mail from the Post Office Box in Caldwell
specified by City the morning 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 p.m. 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 5pm on the same banking day as
received, to the bank account specified by the City. If the specified bank
has ACH capability, BDS will work with them to transmit deposits
electronically.
2. 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 pm for the same
day's transactions. The City is responsible for notifying BDS if the file is
not received.
Utility Billing Lockbox Scope of Services - Page 1 of 4
B. Notify Utility Billing per e-mail by 5 p.m. when files are transmitted and
ready for processing by the City.
C. Entire transmission process shall take no longer than 1 hour each, per day,
including notifications to City.
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. Utility Billing account numbcr
b. Bill to name
c. Dollar amount remitted to the corresponding account numher
d. Batch totals together with batch ID
e. Grand total of all accounts remitted balanced to the total of all
related invoices
f. Any customer notations or comments on the return stub to be
returned to the City.
H. DDS shall provide proof of rcdundancy in cquipmcnt and personnel and
contingency plans to provide uninterrupted service.
I. Mail Processing. Mail shall be retrieved Monday through Friday at 8 am.
Saturday mail to be retrieved at Monday pick-up. Holiday mail to be
handled on the next business day.
Utility Billing Lockbox Scope of Services - Page 2 of 4
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 Valli Information Systems, Inc., dba BDS there
shall be significant number of personnel maintained 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 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.
K. 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 aftemoon.
3. Payment Processinl2:
A. Three positions shall be employed by BDS to assure dual control.
Position I shall open envelopes and run tapes on checks in multiples of 95-
100. Position II shall be responsible for scanning and posting checks to
appropriate customer accounts, assuring that totals on tapes match batch
totals. Position III shall prepare deposit slips, assuring balance to tapes
and daily batch reports, take deposits to bank, scan bank receipt to be sent
with data transfer, and send reports to the City of Meridian.
B. 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" and the
total on the tape corrected. The documents shall also require initials of the
person that pulled the item as an exception item and their supervisor. This
will provide a documentation trail and shall preserve the integrity of dual
control. Daily balance reports shall be e-mailed prior to 5pm to confirm
deposit amounts. Deposit slips and bank receipts shall be scanned and e-
mailed prior to 5pm.
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.
Utility Billing Lockbox Scope of Services - Page 3 of 4
E. Other non-transaction input documents, deposit slips, unmatched input
documents, correspondence or other related documents shall be forwarded
to the City by noon of the day following the transmission of the reports as
desired.
4. Disaster Recovery
ill the case of an automated equipment or system failure the attached Disaster
Contingency Recovery Plan shall be applicable.
5. Ouality
List and describe internal quality standards including:
A. Scanner shall endorse backs of checks with bank name and account
number of the City of Meridian.
B. All data to be transmitted to City of Meridian prior to 5pm daily
C. Check copies and deposit slips will be filed for viewing on secure web
site, no transmission is necessary. E-mails 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.
D. Scan quality of all documents will be clear and legible.
E. 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.
6. Charges.
A.
OCR Scan Transaction Fee
Web Access per statement
hnage CD-ROM (optional)
PO Box Fees (semi-annually)
Courier Fees
Miscellaneous Copies
$0.14
$0.01
$25.00
$65.00
TBD
$.20
B. Lock Box Rental Charge. #4 Post Office box (dimensions lOw x 11h x
14d) at a cost of $65 semi-annually. If day's mail should exceed capacity
of box, excess shall be put in tub and held for pick up per notice in PO
Box.
Utility Billing Lockbox Scope of Services - Page 4 of 4
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BilliNG DOCUMENT SPECIALISTS
CUSTOMER SERVICE AGREEMENT
With City of Meridian
THIS AGREEMENT is made by and between BILLING DOCUMENT
SPECIALISTS, hereafter referred to as 80S, and City of Meridian. hereafter
referred to as CLIENT and shall be subject to the following outline, terms and
conditions:
THE SERVICE
E Payments:
BDS to provide a link from the Clients web site to a credit or debit card payment
site. The Client is to set up the merchant account and notify their customers that
the site is available. 80S will assume no fees or charges for the Merchant
Account.
BDS will provide a link on the Client's Web site where the user can signup,
matching account number, and name to the Client's data base. The user must
have a valid email address for confirmation of password or to replace lost
passwords.
The user 10 will be the account number with personal passwords to assure
payments are credited to the correct account. The web site will be updated upon
receipt of the City's statement files. The current & past due amounts will show
separately on the payment screen when the user opens the account. Once a
payment has been processed the data base will update the information on the
user's screen. When a new statement file is received by the City the data base will
update to the current statement information. The city will have access to the site
during the day to review payments submitted that are not necessarily confirmed.
To confirm payment acceptance the City will need to access the merchant account
site that processes the payments.
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80S will make every effort to design the site to reduce double posting from the user
submitting a payment more than once. Any double payments will be handled by
the Client through their merchant account
The City can access a report file of all transactions that will be in a format that will
update their receivables at any time. This data base will then be automatically
archived and a new report file will be created. The City can review the archived
data at any time.
E Statements:
Using the same sign up link there will be a choice for the users to have their City
billings sent via email. When the statements are processed the user will receive an
email that their statements are available to view, The email will contain a link that
will take them to their e statement which will offer a printable reproduction of the
mailed out format Once they have made the selection 80S will flag those account
numbers and when the City submits a new file BOS will tag those so that hard copy
statements will not be produced or mailed. This will reduce the City's costs per unit
sent via email as they will only be invoiced the unit listed below.
TERMS and CONDITIONS
The Tech Support group will be available to provide technical assistance to you
through the toll free customer service center from 8:00am to 5:00pm (mountain
time), Monday through Friday on all business days.
The Billing Document Specialists service will create the initial web design and setup
for a one time charge of $3000.00. The client will be involved in the custom design
and 80S will make every effort to match all reasonable requests.
The user set up and maintenance of the web site and transaction at a monthly
charge of $75.00. E Statements will be processed at a unit price of $.25.
The term of this agreement shall be for a period of 6 months from the date of final
acceptance of the web design by the city. At the end of this period the agreement
may be renewed with review by both parties. The agreement may be terminated by
either party with 120 days written notice. The signatures below indicate acceptance
of the agreement.
Acceptance for:
City of Meridian
Acceptance for:
Billing Document Specialists
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Billing Document Specialists
CUSTOMER SERVICE AGREEMENT
THIS AGREEMENT is made by and between BILLING DOCUMENT SPECIALISTS, hereafter
referred to as BDS, and
. Facility Name: City of Meridian
. Facility Address: 33 East Idaho Street
. Facility City,State & Zip: Meridian, 10 83642
. Facility Phone Number: 208-888-4438
. Facility Fax Number: 208-887-4813
. Facility Primary Contact Person: JayCee Holman
hereafter referred to as CLIENT and shall be subject to the following outline, terms and conditions:
THE OUTLINE
Your facility goes through the normal patient statement process but instead of directing the patient
statement to the local system printer, a text or data file is created and submitted by modem to the
Billing Document Specialists Bulletin Board. This bulletin board can be accessed through a toll free
phone # or transferred through the Internet. A unique password and account name used by you
identifies the facility, your format of choice, and other client-specific details. You can process and
submit as many documents as you like and as frequently as you like.
When BDS receives the statement file (text or data) the statement is produced and mailed within
24 hrs. Billing Document Specialists prints a first generation laser document on a two-color or four
color document including a payment return envelope, folds and seals the document, and mails
them first class, all within one business day.
A report is then produced for each transmission detailing the number of statements processed.
This will be returned to the client via fax, or can be retrieved by the client via modem through the
Bulletin Board.
The whole process requires minimal effort on your part. A better quality statement is produced at a
savings to your facility. No more statement runs, materials management, separating, bursting,
folding, stuffing, stamping, and delivery to the post office.
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TERMS and CONDITIONS
The Service group will be available to provide technical assistance to you through the toll free
customer service center. Technical assistance is available from 8:00am to 5:00pm (mountain
time), Monday through Friday on all business days.
The Bulletin Board Center is open 24 hr. a day, 7 days a week and the client can transmit the
documents as they desire. We will process your documents on a daily, weekly, bi-weekly, monthly,
quarterly, or annual basis.
Special handling of individual statements may be requested by the client for a variety of reasons
(e.g., pulling a speCific statement from a batch). This request may be accommodated as requested
at a special pricing to be quoted by BDS at the time of the request.
BDS will bill client for services on a per batch run. Client agrees to pay BDS within 10 days of
invoicing for services. Any batches transmitted to 80S for processing, while there is an unpaid
delinquent balance, will be held by BDS until account balance has been brought current, unless
other arrangements have been made and documented as acceptable between both parties.
The Billing Document Specialists will be provided at a contract price of $0.515 per piece to
Customer. All additional images will be charged at a contract price of $0.15 per image. Special
Inserts may also be included at prices to be negotiated depending upon quantity and
specifications.
Optional Services:
Manual Large Files:
For files exceeding 7 pages the images will be billed out at $.015 processing plus, $.024
for the large flat envelope plus actual postage.
Inserts:
Pre printed inserts that the client provides can be inserted at $.01 for Folding and
$.01 for stuffing. Provided inserts must be approved by 80S and delivered to 80S
48 hours before the batch for which they are to be inserted and will be billed for either
or both of the folding and stuffing charges that apply. BDS can custom print the
inserts in either full color or 81W on specified paper stock. Pricing will vary depending
on specifications.
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After customer has approved the layout and site has gone live with transmissions any
programming requests after this point may be billed out at our normal programming rates. This
does not include simple cosmetic or data changes such as phone numbers or addresses.
In the event that any information processed on behalf of Client by BOS is not accurate, and such
inaccuracy causes the processed data to be unacceptable as a finished product, BOS will re-
process such data at no additional charge, and no other liability is implied. It is expressly
understood and agreed that BOS shall not be liable or responsible for any damages resulting in the
delay in the processing of data or resulting from any unacceptable finished product processed by
BOS. BOS's liability hereunder shall be limited to the additional cost it incurs in re-process the
mishandled data. BOS makes no other warranty expressed or implied for its services hereunder.
The term of this agreement shall be one (1) year from the date of its signing. At the end of this
period, the agreement may be renewed with reviews by both parties. The agreement may be
terminated by either party with 120 day written notice. The signatures below indicate acceptance
of the agreement.
Acceptance for:
City of Meridian
Acceptance for:
Valli Information Systems, Inc.
dba Billing Oocument Specialists
Robert O. s, President
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Attest:
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