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HomeMy WebLinkAbout2020-07-21; City Council; ; Agreement with lnfoSend, Inc. for Utility Bill Print and Mail Services� CITY COUNCIL � Staff Report Meeting Date: To: From: Staff Contact: July 21, 2020 Mayor and City Council Scott Chadwick, City Manager Cheryl.Gerhardt, Finance Manager Cheryl.gerhardt@carlsbadca.gov, 760-602-2468 CA Review CKM Subject: Agreement with lnfoSend, Inc. for Utility Bill Print and Mail Services Recommended Action Adopt a resolution authorizing execution of an agreement with lnfoSend, Inc. for utility bill print and mail services in an amount not to exceed $480,000 for an initial three-year term and not to exceed $170,000 per agreement year for optional term extensions. Executive Summary The Carlsbad Municipal Water District and the City of Carlsbad send out paper utility bills to customers by printing the bills in-house and using the County of San Diego to fold, insert and mail the bills. lnfoSend, a company located in Anaheim, offers services for both the printing and mailing of bills. After a competitive request for proposal process by another local water agency, and based upon discussions with the vendor, staff recommends lnfoSend be selected to enter into a professional services agreement with the city to perform these tasks. The City Council is being asked to approve this agreement in keeping with Carlsbad Municipal Code Section 3.28.060, Procurement of Professional Services and Services, because the cost is more than $100,000 per agreement year. Discussion The Carlsbad Municipal Water District and the city have about 31,000 customers who are billed for potable and recycled water, wastewater and trash services on a monthly basis. Although electronic bills are offered for customers who request them, about 23,000 customers receive paper bills. These bills are printed in-house by city staff and the County of San Diego picks them up and folds, inserts and mails them to the water district and city customers for a fee. This enables the water district and the city to take advantage of the county's bulk postage rates. Contracting with lnfoSend to print and mail bills will still allow access to the bulk mail rates while providing the following additional benefits: •Staff time savings of more than 26 hours a month for bill printing •Bills mailed within 24 hours of receipt of the electronic file •Two-sided printing •Combining bills for the same customers and addresses in one envelope •Automatic address update for U.S. Postal Service address changes July 21, 2020 Item #1 Page 1 of 23 •Return envelope not included for customers who use on autopay lnfoSend has provided business process outsourcing services since 1996, handling the processing and distribution of 185 million critical documents annually for industries throughout the United States. The company was awarded a contract with the neighboring San Dieguito Water District after a competitive request for proposal process. The contract included cooperative purchasing agreement language. Staff believes using the cooperative purchasing agreement pricing to contract for services with lnfoSend represents the best value to the city and is permitted by the cooperative purchasing provisions in Carlsbad Municipal Code Section 3.28.100. Fiscal Analysis The city currently spends about $171,000 annually to print and mail utility bills. Contracting with lnfoSend will cost about $156,000 annually for a total estimated annual savings of $15,000. The cost of utility billing is charged to the potable water, recycled water and wastewater funds for their share of the cost through interdepartmental chargebacks. In addition, the share of the cost for billing of trash services are passed on to Waste Management, the city's solid waste provider. Current lnfoSend Savings Postage $ 123,500 $ 123,500 Folding and inserting 20,900 33,400 15,000 Paper and envelopes 27,500 TOTAL $ 171,900 $ 156,900 $ 15,000 Next Steps Once contract documents are fully executed and a purchase order is issued, city staff will work with lnfoSend to begin project implementation. Environmental Evaluation (CEQA) In keeping with California Public Resources Code section 21065, the recommended action does not constitute a "project" within the meaning of the California Environmental Quality Act in that it has no potential to cause either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment, and therefore does not require environmental review. Public Notification and Outreach Public notice of this item was posted in accordance with the Ralph M. Brown Act and it was available for public viewing and review at least 72 hours prior to the scheduled meeting date. Exhibits 1.Resolution 2.Bidding exemption July 21, 2020 Item #1 Page 2 of 23 Exhibit 1 RESOLUTION NO. 2020-147 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, AUTHORIZING THE CITY MANAGER, OR A DESIGNEE, TO ENTER INTO AN AGREEMENT WITH INFOSEND, INC. FOR UTILITY BILL PRINT AND MAIL SERVICES IN AN AMOUNT NOT TO EXCEED $480,000 FOR AN INITIAL THREE-YEAR TERM AND NOT TO EXCEED $170,000 PER AGREEMENT YEAR FOR OPTIONAL TERM EXTENSIONS WHEREAS, on behalf of itself and the Carlsbad Municipal Water District, the City of Carlsbad has over 31,000 customers that it bills for potable and recycled water, wastewater, and solid waste (trash) services on a monthly basis. WHEREAS, the City of Carlsbad currently performs the bill printing in-house and utilizes the County of San Diego to mail the bills; and WHEREAS, InfoSend, Inc, was awarded a contract with a neighboring water district for bill print and mail services following a competitive request for proposal process that included cooperative purchasing agreement language: and WHEREAS, InfoSend, Inc. has provided a proposal with pricing per the City of Encinitas/San Dieguito Water District Request for Proposals Design, Print, and Mail Services (SDWD RFP 18-01) indicating it would cost approximately $160,000 annually for InfoSend, Inc. to print and mail the City of Carlsbad's utility bills; and WHEREAS, under the cooperative purchasing provisions in Carlsbad Municipal Code Section 3.28.100, the Purchasing Officer has the authority to join with other public agencies for the purchase of goods or services when it is in the best interest of the city; and WHEREAS, the Purchasing Officer has reviewed the proposal from InfoSend, Inc. and agrees utilizing the cooperative purchase agreement pricing to procure print and mail services from InfoSend, Inc. is in the best interest of the city; and WHEREAS, the funding to procure InfoSend's services is available in the finance department's fiscal year 2020-21 operating budget; and WHEREAS, the funding to procure InfoSend's services in future years will be considered on an annual basis in the finance department's annual budget requests. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad, California, as follows: July 21, 2020 Item #1 Page 3 of 23 1. That the above recitations are true and correct. 2. That the City Manager, or a designee, is authorized to enter into an agreement with InfoSend, Inc. (Attachment A) and to execute any required purchasing documents on behalf of the city. PASSED, APPROVED AND ADOPTED at a Regular Meeting of the City Council of the City of Carlsbad on the 21st day of July, 2020, by the following vote, to wit: AYES: Hall, Blackburn, Bhat-Patel, Schumacher. NAYS: None. ABSENT: None. MATT HALL, Mayor L-Q\AArrYlbeMa BARBARA ENGLESON : (SEAL) July 21, 2020 Item #1 Page 4 of 23 MASTER SERVICE AGREEMENT FOR UTILITY BILL PRINT AND MAIL SERVICES INFOSEND, INC. THIS AGREEMENT is made and entered into as of the 21 8L day of , 20 , by and between the CITY OF CARLSBAD, a municipal corporation, ("City"), and InfoSend Inc., ("Contractor"). RECITALS A. City requires the professional services of a company that is experienced in data processing print and mail services. B. Contractor has the necessary experience in providing professional services and advice related to data processing print and mail services. C. Contractor has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the "Services") that are defined in attached Exhibit "A", which is incorporated by this reference in accordance with this Agreement's terms and conditions. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective for a period of three (3) years from the date first above written. The City Manager may amend the Agreement to extend it for two (2) additional two (2) year periods or parts thereof. Extensions will be based upon a satisfactory review of Contractor's performance, City needs, and appropriation of funds by the City Council. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term will not exceed One Hundred Sixty Thousand dollars ($160,000), per Agreement year. Fees will be charged in accordance with amounts set forth in Exhibit "B" and "C" which are incorporated by this reference in accordance with this Agreement's terms and conditions. No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. If the City elects to extend the Agreement, the amount shall not exceed one hundred seventy thousand dollars ($170,000) per Agreement year. The City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or Services specified in Exhibit "A". City Attorney Approved Version 6/12/18 Incremental payments, if applicable, should be made as outlined in attached Exhibits "A," "B," and "C." 6. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be under control of City only as to the result to be accomplished, but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At the City's election, City may deduct the indemnification amount from any balance owing to Contractor. 7. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of City. If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City. 8. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. 9. INDEMNIFICATION Contractor agrees to indemnify and hold harmless the City and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused by any negligence, recklessness, or willful misconduct of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. The parties expressly agree that any payment, attorney's fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City's self-administered workers' compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 10. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor's agents, representatives, employees or subcontractors. The insurance will be obtained from an City Attorney Approved Version 6/12/18 2 insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California's List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best's Key Rating Guide of at least "A:X"; OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest quarterly listings report. 10.1 Coverage and Limits. Contractor will maintain the types of coverage and minimum limits indicated below, unless the Risk Manager or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available and applicable to the City as an additional insured. 10.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an "occurrence" basis, including 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 or the general aggregate limit shall be twice the required occurrence limit. 10.1.2 Automobile Liability. (if the use of an automobile is involved for Contractor's work for City). $2,000,000 combined single-limit per accident for bodily injury and property damage. 10.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this. 10.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor's profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. 10.2 Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 10.2.3 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant to the Notice provisions of this Agreement. 10.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain City Attorney Approved Version 6/12/18 3 the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 10.5 Submission of Insurance Policies. City reserves the right to require, at any time, complete and certified copies of any or all required insurance policies and endorsements. 11. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 12. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 13. OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of City. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor's records. 14. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor relinquishes all claims to the copyrights in favor of City. 15. NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of City and on behalf of Contractor under this Agreement. For City For Contractor Name Cheryl Gerhardt Name Russ Rezai Title Finance Manager Title President Department Finance Address 4240 East La Palma Avenue City of Carlsbad Address 1635 Faraday Ave. Carlsbad, CA 92008 Anaheim, CA 92087 Phone No. 800-955-9330 Email Russ.r@infosend.com Phone No. 760-602-2468 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. City Attorney Approved Version 6/12/18 4 16. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests in all categories. Yes Fl No I-1 17. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants whose services are required by this Agreement. 18. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 19. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 20. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event and upon request of City, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable City Attorney Approved Version 6/12/18 5 under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. 21. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 22. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 23. JURISDICTION AND VENUE Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 24. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. 25. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. City Attorney Approved Version 6/12/18 6 26. AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. CONTRACTOR CITY OF CARLSBAD, a municipal corporation of the State of California By: BY: -rigtii?" usq-Rezai, President Matt Hall, Mayor ATTEST: By: ---M1-00-1DeA(7arA&O BARBARA ENGLESON City Clerk Mahmood Rezai, CEO If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a conooration, Agreement must be signed by one corporate officer from each of the following two groups. Group A Group B Chairman, Secretary, President, or Assistant Secretary, Vice-President CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CELIA A. BREWER, City Attorney BY: aZ Ass+stantWAttorney City Attorney Approved Version 6/12/18 7 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Ovoivij& On 13,1/72,0 before me, GeAol 11\1010 6 v/ (insert name and title of the officer) personally appeared Russ IZ.6 ,11 who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. SignaturefiAi gli4A44,1 (Seal) LENA MARIE MARTINEZ Notary Public - California Orange County Commission # 2245539 My Comm. Expires Jun 10, 2022 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of °milt, On "Swly '2A-2/0 before me, 1/c110 him m K-1-i Ne-ary Pu (insert name and title of the officer) personally appeared M allptia04 who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. LENA MARIE MARTINEZ Notary Public - California Orange County Commission # 2245539 My Comm. Expires Jun 10, 2022 Signaturekm fhwor:/- 7Mocia/t-A,--ioe (Seal) Exhibit A - Scope of InfoSend Primary Services This Exhibit A is an integral part of and is subject to the terms and conditions of the Master Service Agreement (the "Agreement") between InfoSend, Inc. ("InfoSend") and City of Carlsbad ("Client"). This Exhibit A provides the Services which InfoSend shall deliver to Client to permit Client's customers ("Users") to use the products and services to view and pay their bills. To the extent that any term is not expressly defined herein, it shall have the meaning set forth in the Agreement. Client will select one or more of InfoSend's Primary Services from the list below by checking the box next to the Primary Service name. Any Primary Services not selected prior to the execution of this Agreement can be added at a later date via an Agreement Amendment. X Data Processing, Printing and Mailing Service ("DPPM Service"): During the term of this Agreement, InfoSend will provide data processing, printing and mailing services. The Service consists of processing data, printing documents, mail preparation, applying postage (where applicable) and sending via the United States Postal Service. Document types include but are not limited to bills, postcards and letters. El eBusiness Services (the "eBusiness Services"): During the term of this Agreement InfoSend will provide eBusiness Services. These services can include presenting bills online and/or accepting and reporting payment transaction information to facilitate ACH and/or credit card payments via web, Interactive-Voice-Response (IVR), SMS, or Bank Billpay (e-Lockbox). Section 1. Data Processing, Printing and Mailing (DPPM) Service Description A. Data Transfer and Processing LI Client to transmit data to InfoSend in an agreed upon format. Should Client make changes to data file format after initial setup is complete, it agrees to pay for the professional services required to accommodate the new file format. See Exhibit C — Professional Services — for information on initial setup and ongoing programming changes. C7 Client will monitor transfer confirmation emails to ensure InfoSend is in receipt of the data. Client acknowledges that InfoSend will not be responsible or liable for any transferred data which does not result in a confirmation receipt to Client. CI A File Transfer Report will be emailed to the Client representatives who have opted-in to this email. A copy of this report is also available to download from the InfoSend website. Cl Client will have access to an online Job Tracking application that shows the progress of each file as it is processed and becomes a batch of documents to be printed and mailed. Client can see both the original input file name and the InfoSend-assigned "Job Code". CI InfoSend will process the mailing addresses and perform the following functions: o Apply CASS-certified address validation o Comply with USPS requirements to obtain pre-sort automation rates for qualified client mail pieces o Stay current with all USPS regulations required to mail presorted first-class mail El InfoSend will optionally provide proofs of the final print-ready PDF files to Client to be reviewed and approved before printing begins (if requested). B. Document Printing and Mailing Cl Batches are printed by InfoSend using a high-speed production process onto the agreed upon forms. El Printed documents are put through a quality control process and then released to the mailing department to be inserted into outgoing envelope. A return envelope and any applicable inserts are included as defined by client workflow. Ill After a batch of mail is completed in InfoSend's system it will be marked as such in the online Job Tracker and a Process Confirmation Report will be emailed to the Client representatives who have opted-in to this email. A copy of this report is also available to download from the InfoSend website. Section 2. eBusiness Service Description A. General System Description El Mobile-Ready Customer Engagement: all products are mobile compatible out of the box, with no app store downloads required of customers. Powered by InfoSend's CCM platform, customer specific messaging and payment reminders are delivered electronically. 0 Multi-Channel Payment Collection: InfoSend's payment platform will consolidate web, telephone, SMS, CSR, in-person EMV and bank payments into a single lockbox file. InfoSend Exhibits to MSA Rev. 2.11.2020 • One-Time and Automatic Payments: allow customers to quickly make a one-time payment, as well as sign up to have their payment account auto debited with each billing cycle. E Bill Notification and Presentment: notify customers via email when a new bill is available, and securely deliver exact replica of printed document to customers inbox or show online via the secure portal. • Interactive Voice Response (IVR): accept customer payments via automated phone service with InfoSend-hosted phone number, enabling client phone systems to redirect customers with ease. • SMS Text-to-Pay: enrolled customers may opt in to receive text notifications of new bills, and reply to have the registered payment method drafted for the amount due, speeding up the time to payment. O Bank Payments (MasterCard RPPS): InfoSend can collect payments made via the customer bank and include them within the lockbox file. CI PCI-Compliant Cloud Based Solution: electronic billing and payment related products hosted in the cloud by InfoSend in a secure PCI-Level 1 compliant environment. B. Data Transfer and Processing E Client to transmit data to InfoSend in an agreed upon format, using the Data Transfer and Processing workflow described in Section 1. O Client acknowledges that InfoSend will not be responsible or liable for any transferred data which does not result in a confirmation receipt to Client. E If the Client is not using InfoSend's DPPM Service, USPS address workflow will not be applied. E Data loaded into the eBusiness system is used to facilitate accurate payments via Web, IVR, SMS or Bank BillPay. C. Customer Enrollment and Bill Notification • Data loaded into the system will be used to facilitate customer enrollment, using two pieces of information specific to the customer bill. E For enrolled customers, system will send a notification of the new bill available via email. For enrolled customers who have opted in, system will send an SMS alert. E For customers using the IVR system, bill information will be dictated by text to voice. LI For customers paying via Bank BillPay, the account number can be validated by the system prior to accepting payment. fl The system may optionally be configured to display a PDF replica of the bill image. D. Customer Payment and Reporting O Customers can make payment via Web, SMS, IVR or Bank BillPay, depending on channels which Client has requested InfoSend setup. LI Payments can be configured to allow Users to pay by bank account and/or credit/debit card. • All payments will be reported in a standard daily "lockbox" file. Exhibit B - InfoSend Fees InfoSend Exhibits to MSA Rev. 2.11.2020 This Exhibit B is an integral part of and is subject to the terms and conditions of the Master Service Agreement (the "Agreement") between InfoSend, Inc. ("InfoSend") and City of Carlsbad ("Client"). This Exhibit B provides the Fees which InfoSend shall bill to Client in exchange for Services. To the extent that any term is not expressly defined herein, it shall have the meaning set forth in the Agreement. Section 1. Price Escalations to InfoSend Fees InfoSend Fees can be adjusted once every twelve (12) months to account for increases in the cost of materials, labor, and other overhead costs. InfoSend reserves the right to increase InfoSend Fees on a yearly basis (starting with the first anniversary of the Agreement date). The Client will be notified, in writing, at least thirty (30) days prior to such price increase. An amendment to the Agreement will not be required if the Fees are changed, unless the terms or conditions of the Agreement have otherwise changed. Postage fees can change at any time per USPS regulations and do not require an amendment to the Agreement. In addition to this, if Client uses the Printing and Mailing Service, it accepts that InfoSend reserves the right to pass on any extraordinarily high increases to the cost of forms or envelopes at any time. The Client will be notified, in writing, at least thirty (30) days prior to such price increase. InfoSend pricing is predicated on Client representations of Client and Client User transactional usage. Should Client's actual continuous volume and/or recurring frequency deviate by more than thirty percent (30%) from what Client has represented to InfoSend in Section 2 below, then InfoSend reserves the right to invalidate the Fees listed in this Agreement. Should this rare situation arise then InfoSend will notify Client immediately and negotiate with Client in good faith to pass on any increased costs to Client, in line with actual Client and Client User transactional usage. As defined in Section 5.2(iv) of the Agreement, should InfoSend and Client fail to agree upon updated Fees, InfoSend reserves the right to terminate this Agreement with one hundred eighty (180) days' notice. Section 2. Client Representations Customers Contacted or Billed Monthly 40,000 - Printed Section 3. DPPM Fees: InfoSend Data Processing, Print and Mail Pricing Utility Bills printed 2/1 One Page with Return Envelope $0.121 per document Finished mail pieces are delivered to the USPS within one (1) business day. If samples (proofs) are requested then the mailing will be completed within one day of sample approval. File upload deadline for next-day mailing is 3:00PM local time at the production facility designated for your account. If samples are required then they must be approved by 5:30PM local time for the file to be mailed by the next business day. The below provides the components of the summary price given above. All pricing is based on "Client Volume Assumptions" listed below and excludes applicable sales tax. r. Setup Fee - Express PDF Input Files $0.00 WAIVED Setup Fee — Data Only Input Files $0.00 WAIVED Document Re-Design Fee $0.00 WAIVED InfoSend Exhibits to MSA Rev. 2.11.2020 The individu following do e table below apply only to InfoSend's stand r types of document printing and or mailing Options Below: Per Item Primary Services Data Processing Print & Mail service Price is per physical page. Includes processing of your unique data, CASS address validation, presorting, printing, and mail insertion. Finished mail pieces are delivered to the USPS within one (1) business day. If samples (proofs) are requested then the mailing will be completed within one day of sample approval. File upload deadline for next-day mailing is 3:00PM local time at the production facility designated for your account. If samples are required then they must be approved by 5:30PM for the file to be mailed by the next business day. All Utility Bills and Notices (Per Sheet) Est. Volume 40,000 documents/month Multiple Batches/month The number 1 means black or grey. All sheets are billed at the same rate; the price for the sheet with the highest number of colors is the applicable fee. 4 equals CM K (full color). 1/0 or 1/1 Printing 2/1 or 2/2 Printing 3/1, 3/2 or 3/3 Printing 4/0 or 4/1 Printing 4/4 Printing $0.074 $0.074 $0.079 $0.084 $0.089 Pricing assumes the use of materials options listed in the materials section. Excludes materials, sales tax (where applicable), and postage. A postage deposit will be required prior to go live. For the quoted prices to apply InfoSend must have the right to combine data files sent by your organization with other files you have sent, when possible. Inline Inserts (Per Sheet) Price for inserts printed on demand as additional pages. Overages not necessary for lnline Insert printing. Material pricing on following page. Pricing depends on color setup for printing as outlined above. Multiple Page Mail Piece Surcharge — Handwork This surcharge is assessed per mail piece (not per page). This surcharge only applies to multiple page bills that have too many pages to be inserted into the #10 envelope by machine. This surcharge covers the necessary manual labor required to process these mail pieces. Subtract $0.02 from color tier above. $0.35 InfoSend Exhibits to MSA Rev. 2.11.2020 Higher pricing applies if files must be printed separately. Postage (for all job types) Pass Through You will be invoiced for the exact postage used. You must use one of the two USPS approved Move Update methods to qualify for presort discounts. Electronic Address Updates — NCOALink or ACS InfoSend electronically reports the addresses that have changed due to customers filing a Change of Address with the USPS. Cost is per reported update. $0.35 ..,, co 1.-. CI) .1., g Statement, Invoice, or Letter Paper Stock All Documents: white paper stock with or without perforation. Paper is 8.5x11" and 241b. Price includes all inventory costs. The larger 8.5x14" format is supported at a higher material cost and higher printing cost. All of your content will be digitally printed on the plain white paper in black, black plus one color, or full color per the printing option from the prior table that you select before implementation. Per Sheet $0.015 InfoSend Standard Window Envelopes Standard Window Envelopes These envelopes include security tint printed on the inside of the paper stock and clear film that prevent the contents of the envelope from being viewed. These envelopes also use sustainably logged paper (SF!). Per Standard Envelope Options Below: #10 InfoSend Standard Double Window Outgoing Envelope $0.017 #9 InfoSend Standard Single Window Return Envelope $0.015 Other Envelopes Flat Single Window Envelope — only used for multiple page statements that do not fit in the #10 envelope. Per Flat Envelope $0.17 InfoSend Exhibits to MSA Rev. 2.11.2020 Pricing: Turnkey Data Processing Print & Mail Service Optional Services Inserting Fee - Drop-Shipped Inserts & InfoSend-Printed Offline Inserts Clients can print and fold inserts and ship them to InfoSend to be mailed with the statements. If folding is required add $0.01 to the fee. InfoSend-printed inserts are quoted upon request. There is no additional service cost to use selective inserting that selectively includes inserts with certain bill types as long as a minimum of 3,000 customers are targeted (set-up costs can apply in some situations for advanced selective inserting criteria). Cost includes all inventory costs. Per Insert $0.01 Print Messages on the Outside of the Standard Envelope Custom messages and images can be printed onto the standard InfoSend #10 double window envelope. This type of printing is referred to as "sniping" and usually used to print temporary content on one or two months' worth of envelope stock. It is more cost effective to digitally inkjet print this content onto pre-manufactured envelopes than to order truly custom stock that was manufactured specifically for you. Price depends on the artwork you'd like to print — number of colors and whether it prints on one or both sides of the envelope. Price is quoted upon request. Per Envelope TBD Print Image Archive Each bill is stored as a PDF and indexed in a database where you may search by account number or other key fields. You are charged one up-front fee per document to process, index, and store it for a set number of months. The PDFs are accessed by using a browser- based application and logging in to the InfoSend website. Third party applications can also access the PDFs via a lightweight API with no cost increase to the unit fees. Setup fees may apply depending on your configuration needs. This service includes outbound mail tracking at no additional cost. You can view USPS- provided mail tracking data from the same interface that you use to view PDFs of the printed bills. Only available with mail sent using First-Class Postage. 24 Months of Per PDF (No Set-up Fee) $0.017 - For $0.024 - For 36 Months of $0.01 - For 12 Months of Retention Retention Retention Electronic Inserts PDF copies of your physical inserts can be included in the Print Image Archive at an additional cost. This will let your team see exactly which inserts were delivered with each mail piece. This will also allow you to include the inserts in the eBill PDFs that are presented and/or emailed to customers if you use an InfoSend eBusiness service that delivers eBills to your customers or if you use a third party application that pulls the PDFs from InfoSend's Print Image Archive API to present to your customers. Per Insert (No Set-up Fee) $0.01 Professional Services Per hour and performed only upon request. For customizations made to document processing program or document format after go-live. Work is only started after receiving your approval of a formal quote. Per Hour $175.00 InfoSend Exhibits to MSA Rev. 2.11.2020 Section 3.1. Custom Forms/Envelopes If Client has selected the Printing and Mailing Service and at any time requests that InfoSend Fees include the cost of custom Client- specific materials (either in this Agreement or since its execution), then Client understands and accepts that these materials will be purchased in bulk to achieve the lowest possible per-unit cost. Client agrees to purchase any remaining supplies of requested custom materials (normally forms or envelopes) if Client stops using InfoSend's Service for any reason. Client agrees to purchase the remaining supply of custom forms/envelopes upon Client's request to change the custom forms/envelopes before the supply has been depleted. Section 3.2. USPS Postage Rates Postage rates are determined by the United States Postal Service. All postage rate changes are determined directly by USPS and are independent of any InfoSend service or materials fees. In no event shall any change in the postage rates affect the InfoSend service or materials fees. The Client will be invoiced the amount of excess for overweight and foreign mail. Section 3.3. Postage Deposit InfoSend purchases the postage needed to mail Client documents on the day of mailing. The postage charges are later invoiced to Client based on the Client's payment terms. InfoSend requires Client to submit a postage deposit prior to the first mailing to facilitate the payment terms. This amount will remain in deposit for the duration of the Agreement. Upon Agreement expiration or termination Client must pay in full any outstanding invoices from InfoSend for payables created under this Agreement; the postage deposit will be refunded within fifteen (15) days of the date that the last open invoice is paid. The postage deposit is subject to an annual review and may be adjusted to account for changes to Client average mailing volume or changes to USPS postage rates. There will be no more than one adjustment requested per year, if at all. The postage deposit amount is calculated by multiplying the estimated number of mail pieces per month by the current 5-Digit pre- sorted first class postage rate. The postage deposit amount due for your account is: 40,000 mail pieces per month x $0.389 = $15,560 InfoSend Exhibits to MSA Rev. 2.11.2020 Exhibit C — Professional Services This Exhibit C is an integral part of and is subject to the terms and conditions of the Master Service Agreement (the "Agreement") between InfoSend, Inc. ("InfoSend") and City of Carlsbad ("Client"). This Exhibit C provides InfoSend's Professional Services Fees which InfoSend shall bill to Client in exchange for Professional Services. To the extent that any term is not expressly defined herein, it shall have the meaning set forth in the Agreement. Section 1. Price Escalations to InfoSend Professional Services Fees InfoSend Professional Services Fees can be adjusted once every twelve (12) months to account for increases to the cost of providing these services. InfoSend reserves the right to increase Professional Services Fees on an annual basis, starting with the first anniversary of the Agreement date, if needed. The Client will be notified, in writing, at least thirty (30) days prior to such price increase. An amendment to the Agreement will not be required if the Professional Services Fees are changed, unless the terms or conditions of the Agreement have changed. Section 2. Definition of Professional Services InfoSend Professional Services are the technical services that are required to perform the initial setup of the InfoSend Primary Services defined in Exhibit A and the technical services required to make changes to these Primary Services after the initial setup is complete. Once any Primary Service is live and operational Professional Services will not be required unless Client requests a change or makes changes to its data file format or business rules which necessitates a change to InfoSend's system configuration or programming. Examples of InfoSend Professional Services: 111 Project requirements gathering and analysis hours LI Project management and/or consulting hours IA Software development and system configuration hours related to the processing of Client's data IA Software development and system configuration hours related to document design, web portal setup, business rule configuration, or any other applicable technical services LI Application testing and deployment hours Section 3. Professional Services Fee and Process for Approval and Payment of Fee The current Professional Services Fee is $175.00 per hour. In the event that a project will incur billable Professional Services hours, Client will be informed before work begins. InfoSend and Client will execute a Statement of Work for the project that Client wants InfoSend to undertake. The payment terms for the project depend on the size and scope of the project. The Statement of Work can include payment terms that are different than the terms listed in this Agreement for InfoSend Fees, otherwise these terms will apply and the project fees will be invoiced upon project completion. Small projects that incur less than five (5) hours of Professional Services can be initiated without a Statement of Work if Client accepts and executes a Programming Quote for this work. Any project that will take more than five (5) hours of Professional Services work will require both parties to execute a formal Statement of Work. Depending on the nature of the work required, InfoSend will provide one of the following quotation methods: 0 Fixed Quote — a fixed project cost will be set. InfoSend may elect to waive this cost in some circumstances. Client understands and accepts that it must accept the terms and conditions of the Statement of Work for the project and that changes made to the project requirements, data file structure, etc., after the Statement of Work and any amendments to it have been finalized will require Client to pay for these changes on a Time and Materials basis. Client will be notified immediately if this scenario arises and will be given an option to keep the original project specifications to keep the fixed quote in place. Time and Materials Quote — should it not be possible to provide a fixed quote due to the nature of a Client's requested project, then InfoSend will provide an estimated number of hours to complete the project and bill the hours on a Time and Materials basis. The Statement of Work will include the terms and conditions for these project types and Client will be invoiced weekly for the hours spent on the project. Section 4. Initial Setup Cost: InfoSend Primary Services The Initial Setup cost for the InfoSend Primary Services selected in Exhibit A are listed in Exhibit B. These costs have been provided using a Fixed Quote process, explained in Section 3 above. Client understands and agrees to these terms, and to the project-specific terms and conditions that will be provided in the Statement of Work that will be created to capture Client's specific requirements and data types. InfoSend Exhibits to MSA Rev. 2.11.2020 DocuSign Envelope ID: 7CDE6CF1-4357-4D66-AB9F-5EDAB4C27BOF Exhibit 2 (City of Carlsbad Memorandum July 10, 2020 To: Kevin Branca, Finance Director From: Cheryl Gerhardt, Finance Manager Re: Request for Exemption to Bidding for cooperative use of contract with Infosend, Inc. The purpose of this letter is to request authorization for an exemption to the bidding process per Purchasing Code 3.28.100 (Cooperative Purchasing). This code provides that purchasing officer shall have the authority to join with other public or quasi-public agencies in cooperative purchasing plans or programs for the purchase of goods and/or services by contract, arrangement or agreement as allowed by law and as determined by the purchasing officer to be in the city's best interest. The purchasing officer may buy directly from a vendor at a price established by another public agency when the other agency has made their purchase in a competitive manner. Currently the Carlsbad Municipal Water District (CMWD) and the City of Carlsbad (city) issues paper utility bills to customers by printing the bills in house and utilizing the County of San Diego to fold, stuff and mail the bills. InfoSend, Inc., a company located in Anaheim California, provides a service that does both the printing and mailing of bills. Following a competitive request for proposal process by another local water agency and based upon discussions with the vendor, staff recommends InfoSend be selected to enter into the professional services agreement and perform these tasks. InfoSend was awarded a contract with the neighboring San Dieguito Water District following a competitive RFP process. This contract includes Cooperative Agreement (piggybacking) language. The pricing provided as per City of Encinitas/San Dieguito Water District Request for Proposals Design, Print, and Mail Services (SDWD RFP 18-01)" will allow for an estimated savings of approximately $15,000 per year over what is currently costs the city to print the bills in house and mail via the County of San Diego. Respectfully, C4411 Qt4144411 Cheryl Gerhardt Finance Manager Administrative Services Department 1635 Faraday Avenue I Carlsbad, CA 92008 I 760-602-2430 t 423a a4ia0 c a .gov Item #1 Ritg ea08s152If DocuSign Envelope ID: 7CDE6CF1-4357-4D66-AB9F-5EDAB4C27B0F July 10, 2020 Bidding Exemption for lnfoSend Contract Page 2 Approval for Exemption Kevin Branca, Finance Director 7/13/2020 Date Attachment: Master Service Agreement for Utility Bill Print and Mail Services CC: Shea Sainz, Senior Contract Administrator July 21, 2020 Item #1 Page 23 of 23