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HomeMy WebLinkAboutContract 49471 M ren 1 �.tiP 3�s CITY SECRETARY �iy 9GG C�iL co CONTRACT N0. Go PROFESSIONAL SERVICES AGREEMENT A ROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into Z t Vn een the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation, and QUE MANAGEMENT SERVICES, INC., ("Vendor"), an Indiana Company, each individually referred to as a"party"and collectively referred to as the "parties." AGREEMENT DOCUMENTS: The Agreement documents shall include the following: 1. This Professional Services Agreement; 2. Exhibit A—Scope of Services; 3. Exhibit B—Payment Schedule; and 4. Exhibit C—Verification of Signature Authority Form. Exhibits A, B and C, which are attached hereto and incorporated herein, are made a part of this Agreement for all purposes. In the event of any conflict between the terms and conditions of Exhibits A, B or C and the terms and conditions set forth in the body of this Agreement, the terms and conditions of this Agreement shall control. 1. SCOPE OF SERVICES. Vendor hereby agrees, with good faith and due diligence, to provide the City with fine collection, library material recovery, and patron notification services. Specifically, Vendor will perform all duties outlined and described in the Statement of Work, which is attached hereto as Exhibit"A" and incorporated herein for all purposes, and further referred to herein as the "Services." Vendor shall perform the Services in accordance with standards in the industry for the same or similar services. In addition, Vendor shall perform the Services in accordance with all applicable federal, state, and local laws, rules, and regulations. If there is any conflict between this Agreement and Exhibit A, the terms and conditions of this Agreement shall control. 2. TERM. This Agreement shall begin on August 4, 2017 ("Effective Date") and shall expire on August 3, 2018 ("Expiration Date"), unless terminated earlier in accordance with this Agreement. City shall have the option, in its sole discretion, to renew this Agreement under the same terms and conditions, for up to two (2) one-year renewal options, at City's sole discretion. The City shall provide Vendor with written notice of its intent to renew at least thirty(30)days prior to the end of each term. 3. COMPENSATION. City shall pay Vendor pursuant to the fee schedule for Services under this Agreement in accordance with the provisions of this Agreement and Exhibit`B,"—Payment Schedule. Total payment made under this Agreement for the first year by City shall be in the amount of one hundred eighteen thousand seven hundred twenty-eight dollars ($118,728.00). Vendor shall not perform any additional services or bill for expenses incurred for City not specified by this Agreement unless City requests and approves in writing the additional costs for such services. City shall not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing. 4. TERMINATION. CIAL RECOR® Professional Services Agreement CITY SIACRI 'ARY Page 1 of 15 a V10Qi1"R�TX 4.1. Written Notice. City may terminate this Agreement at any time and for any reason by providing the other party with 30 days' written notice of termination. 4.2 Non-appropriation of Funds. In the event no funds or insufficient funds are appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor of such occurrence and this Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. 4.3 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior to the Expiration Date, City shall pay Vendor for Services actually rendered up to the effective date of termination and Vendor shall continue to provide City with Services requested by City and in accordance with this Agreement up to the effective date of termination. Upon termination of this Agreement for any reason,Vendor shall provide City with copies of all completed or partially completed documents prepared under this Agreement. In the event Vendor has received access to City Information or data as a requirement to perform Services hereunder, Vendor shall return all City provided data to City in a machine readable format or other format deemed acceptable to City. 5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION. 5.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full disclosure in writing of any existing or potential conflicts of interest related to Vendor's Services under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement, Vendor hereby agrees immediately to make full disclosure to City in writing. 5.2 Confidential Information. Vendor, for itself and its officers, agents and employees,agrees that it shall treat all information provided to it by City("City Information") as confidential and shall not disclose any such information to a third party without the prior written approval of City. 5.3 Unauthorized Access. Vendor shall store and maintain City Information in a secure manner and shall not allow unauthorized users to access, modify, delete or otherwise corrupt City Information in any way. Vendor shall notify City immediately if the security or integrity of any City Information has been compromised or is believed to have been compromised, in which event, Vendor shall, in good faith, use all commercially reasonable efforts to cooperate with City in identifying what information has been accessed by unauthorized means and shall fully cooperate with City to protect such City Information from further unauthorized disclosure. 6. RIGHT TO AUDIT. Vendor agrees that City shall, until the expiration of three (3)years after final payment under this Agreement, or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records, including, but not limited to, all electronic records, of Vendor involving transactions relating to this Agreement at no additional cost to City. Vendor agrees that City shall have access during normal working hours to all necessary Vendor facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. The City shall give Vendor not less than ten(10)days written notice of any intended audits. Vendor further agrees to include in all its subcontractor agreements hereunder a provision to the Professional Services Agreement Page 2 of 15 effect that the subcontractor agrees that the City shall, until expiration of three (3) years after final payment of the subcontract, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records of such subcontractor involving transactions related to the subcontract, and further that City shall have access during normal working hours to all subcontractor facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this paragraph. City shall give subcontractor not less than ten (10) days written notice of any intended audits. 7. INDEPENDENT CONTRACTOR. It is expressly understood and agreed that Vendor shall operate as an indepepdent contractor as to all rights and privileges and work performed under this Agreement, and not as agent, representative or employee of City. Subject to and in accordance with the conditions and provisions of this Agreement, Vendor shall have the exclusive right to control the details of its operations and activities and be solely responsible for the acts and omissions of its officers, agents, servants, employees, Vendors and subcontractors. Vendor acknowledges that the doctrine of respondeat superior shall not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents, employees, servants, Vendors and subcontractors. Vendor further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Vendor. It is further understood that City shall in no way be considered a Co-employer or a Joint employer of Vendor or any officers, agents, servants, employees or subcontractors of Vendor. Neither Vendor, nor any officers, agents, servants,employees or subcontractors of Vendor shall be entitled to any employment benefits from City. Vendor shall be responsible and liable for any and all payment and reporting of taxes on behalf of itself, and any of its officers,agents, servants, employees or subcontractors. 8. LIABILITY AND INDEMNIFICATION. 8.1 LIABILITY- VENDOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. 8.2 GENERAL INDEMNIFICATION - VENDOR HEREBY COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS,AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANYAND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR,ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES. 8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor agrees to defend, settle, or pay, at its own cost and expense, any claim or action against City for infringement of any patent, copyright, trade mark,trade secret, or similar property right arising from City's use of the software and/or documentation in accordance with this Agreement, it being understood that this agreement to defend, settle or pay shall not apply if City modifies or misuses the software and/or documentation. So long as Vendor bears the cost and expense of payment for claims or actions Professional Services Agreement Page 3 of 15 against City pursuant to this section,Vendor shall have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, City shall have the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect City's interest, and City agrees to cooperate with Vendor in doing so. In the event City, for whatever reason, assumes the responsibility for payment of costs and expenses for any claim or action brought against City for infringement arising under this Agreement, City shall have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, Vendor shall fully participate and cooperate with City in defense of such claim or action. City agrees to give Vendor timely written notice of any such claim or action, with copies of all papers City may receive relating thereto. Notwithstanding the foregoing, City's assumption of payment of costs or expenses shall not eliminate Vendor's duty to indemnify City under this Agreement. If the software and/or documentation or any part thereof is held to infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or compromise, such use is materially adversely restricted, Vendor shall, at its own expense and as City's sole remedy, either: (a) procure for City the right to continue to use the software and/or documentation; or (b) modify the software and/or documentation to make it non-infringing, provided that such modification does not materially adversely affect City's authorized use of the software and/or documentation; or (c) replace the software and/or documentation with equally suitable, compatible, and functionally equivalent non-infringing software and/or documentation at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to Vendor terminate this Agreement, and refund all amounts paid to Vendor by City, subsequent to which termination City may seek any and all remedies available to City under law. 9. ASSIGNMENT AND SUBCONTRACTING. 9.1 Assignment. Vendor shall not assign or subcontract any of its duties, obligations or rights under this Agreement without the prior written consent of City. If City grants consent to an assignment, the assignee shall execute a written agreement with City and Vendor under which the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement. Vendor and Assignee shall be jointly liable for all obligations of Vendor under this Agreement prior to the effective date of the assignment. 9.2 Subcontract. If City grants consent to a subcontract, subcontractor shall execute a written agreement with Vendor referencing this Agreement under which subcontractor shall agree to be bound by the duties and obligations of Vendor under this Agreement as such duties and obligations may apply. Vendor shall provide City with a fully executed copy of any such subcontract. 10. INSURANCE. Vendor shall provide City with certificate(s) of insurance documenting policies of the following types and minimum coverage limits that are to be in effect prior to commencement of any work pursuant to this Agreement: 10.1 Coverage and Limits (a) Commercial General Liability: $1,000,000- Each Occurrence $2,000,000- Aggregate Professional Services Agreement Page 4 of 15 (b) Automobile Liability: $1,000,000- Each occurrence on a combined single limit basis Coverage shall be on any vehicle used by Vendor, its employees, agents, representatives in the course of providing Services under this Agreement. "Any vehicle" shall be any vehicle owned, hired and non-owned. (c) Worker's Compensation: Statutory limits according to the Texas Workers' Compensation Act or any other state workers' compensation laws where the work is being performed Employers' liability $100,000- Bodily Injury by accident;each accident/occurrence $100,000- Bodily Injury by disease; each employee $500,000- Bodily Injury by disease;policy limit (d) Professional Liability(Errors&Omissions): $1,000,000- Each Claim Limit $1,000,000- Aggregate Limit Professional Liability coverage may be provided through an endorsement to the Commercial General Liability (CGL) policy, or a separate policy specific to Professional E&O. Either is acceptable if coverage meets all other requirements. Coverage shall be claims-made, and maintained for the duration of the Agreement and for two (2)years following completion of Services provided. An annual certificate of insurance shall be submitted to City to evidence coverage. 10.2 General Requirements (a) The commercial general liability and automobile liability policies shall name City as an additional insured thereon, as its interests may appear. The term City shall include its employees,officers,officials,agents, and volunteers in respect to the contracted Services. (b) The workers' compensation policy shall include a Waiver of Subrogation (Right of Recovery) in favor of City. (c) A minimum of Thirty (30) days' notice of cancellation or reduction in limits of coverage shall be provided to City.Ten (10) days' notice shall be acceptable in the event of non-payment of premium.Notice shall be sent to the Risk Manager, City of Fort Worth, 200 Texas Street, Fort Worth, Texas 76102, with copies to the Fort Worth City Attorney at the same address. (d) The insurers for all policies must be licensed and/or approved to do business in the State of Texas. All insurers must have a minimum rating of A- VII in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial Professional Services Agreement Page 5 of 15 strength and solvency to the satisfaction of Risk Management. If the rating is below that required,written approval of Risk Management is required. (e) Any failure on the part of City to request required insurance documentation shall not constitute a waiver of the insurance requirement. (f) Certificates of Insurance evidencing that Vendor has obtained all required insurance shall be delivered to the City prior to Vendor proceeding with any work pursuant to this Agreement. 11. COMPLIANCE WITH LAWS,ORDINANCES,RULES AND REGULATIONS. Vendor agrees that in the performance of its obligations hereunder, it shall comply with all applicable federal, state and local laws, ordinances,rules and regulations and that any work it produces in . connection with this Agreement will also comply with all applicable federal, state and local laws, ordinances, rules and regulations. If City notifies Vendor of any violation of such laws, ordinances, rules or regulations,Vendor shall immediately desist from and correct the violation. 12. NON-DISCRIMINATION COVENANT. Vendor, for itself, its personal representatives, assigns, subcontractors and successors in interest, as part of the consideration herein, agrees that in the performance of Vendor's duties and obligations hereunder, it shall not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT BY VENDOR, ITS PERSONAL REPRESENTATIVES,ASSIGNS, SUBVENDORSS OR SUCCESSORS IN INTEREST,VENDOR AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH CLAIM. 13. NOTICES. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by United States Mail, registered, return receipt requested, addressed as follows: To CITY: To VENDOR: City of Fort Worth Unique Management Services,Inc. Attn: Fernando Costa,Assistant City Manager Nicole Atkins,President/CEO 200 Texas Street 119 E. Maple Street Fort Worth,TX 76102-6314 Jeffersonville,IN 47130 Facsimile: (817)392-8654 Facsimile: 812-285-0895 With copy to Fort Worth City Attorney's Office at same address 14. SOLICITATION OF EMPLOYEES. Professional Services Agreement Page 6 of 15 Neither City nor Vendor shall, during the term of this Agreement and additionally for a period of one year after its termination, solicit for employment or employ, whether as employee or independent contractor, any person who is or has been employed by the other during the term of this Agreement, without the prior written consent of the person's employer. Notwithstanding the foregoing, this provision shall not apply to an employee of either party who responds to a general solicitation of advertisement of employment by either party. 15. GOVERNMENTAL POWERS. It is understood and agreed that by execution of this Agreement, City does not waive or surrender any of its governmental powers or immunities. 16. NO WAIVER. The failure of City or Vendor to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein shall not constitute a waiver of City's or Vendor's respective right to insist upon appropriate performance or to assert any such right on any future occasion. 17. GOVERNING LAW/VENUE. This Agreement shall be construed in accordance with the laws of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this Agreement, venue for such action shall lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas,Fort Worth Division. 18. SEVERABILITY. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. 19. FORCE MAJEURE. City and Vendor shall exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement, but shall not be held liable for any delay or omission in performance due to force majeure or other causes beyond their reasonable control, including, but not limited to, compliance with any government law, ordinance or regulation, acts of God, acts of the public enemy, fires, strikes, lockouts, natural disasters, wars, riots, material or labor restrictions by any governmental authority, transportation problems and/or any other similar causes. 20. HEADINGS NOT CONTROLLING. Headings and titles used in this Agreement are for reference purposes only, shall not be deemed a part of this Agreement, and are not intended to define or limit the scope of any provision of this Agreement. 21. REVIEW OF COUNSEL. The parties acknowledge that each party and its counsel have reviewed and revised this Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved Professional Services Agreement Page 7 of 15 against the drafting party shall not be employed in the interpretation of this Agreement or Exhibits A, B, and C. 22. AMENDMENTS/MODIFICATIONS/EXTENSIONS. No amendment, modification,or extension of this Agreement shall be binding upon a party hereto unless set forth in a written instrument,which is executed by an authorized representative of each party. 23. ENTIRETY OF AGREEMENT. This Agreement, including Exhibits A, B and C, contains the entire understanding and agreement between City and Vendor,their assigns and successors in interest, as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. 24. COUNTERPARTS. This Agreement may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute one and the same instrument. 25. WARRANTY OF SERVICES. Vendor warrants that its Services will be of a professional quality and conform to generally prevailing industry standards. City must give written notice of any breach of this warranty within thirty (30) days from the date that the Services are completed. In such event, at Vendor's option, Vendor shall either(a) use commercially reasonable efforts to re-perform the Services in a manner that conforms with the warranty,or(b)refund the fees paid by City to Vendor for the nonconforming Services. 26. IMMIGRATION NATIONALITY ACT. City actively supports the Immigration & Nationality Act (INA) which includes provisions addressing employment eligibility, employment verification, and nondiscrimination. Vendor shall verify the identity and employment eligibility of all employees who perform work under this Agreement. Vendor shall complete the Employment Eligibility Verification Form (I-9), maintain photocopies of all supporting employment eligibility and identity documentation for all employees, and upon request, provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Vendor shall establish appropriate procedures and controls so that no Services will be performed by any employee who is not legally eligible to perform such Services. Vendor shall provide City with a certification letter that it has complied with the verification requirements required by this Agreement. Vendor shall indemnify City from any penalties or liabilities due to violations of this provision. City shall have the right to immediately terminate this Agreement for violations of this provision by Vendor. 27. OWNERSHIP OF WORK PRODUCT. City shall be the sole and exclusive owner of all reports, work papers, procedures, guides, and documentation, created, published, displayed, and/or produced in conjunction with the Services provided under this Agreement(collectively, "Work Product"). Further,City shall be the sole and exclusive owner of all copyright, patent, trademark, trade secret and other proprietary rights in and to the Work Product. Ownership of the Work Product shall inure to the benefit of City from the date of conception, creation or Professional Services Agreement Page 8 of 15 fixation of the Work Product in a tangible medium of expression (whichever occurs first). Each copyrightable aspect of the Work Product shall be considered a "work-made-for-hire" within the meaning of the Copyright Act of 1976, as amended. If and to the extent such Work Product, or any part thereof, is not considered a "work-made-for-hire" within the meaning of the Copyright Act of 1976, as amended, Vendor hereby expressly assigns to City all exclusive right, title and interest in and to the Work Product, and all copies thereof, and in and to the copyright, patent, trademark, trade secret, and all other proprietary rights therein, that City may have or obtain, without further consideration, free from any claim, lien for balance due,or rights of retention thereto on the part of City. 28. SIGNATURE AUTHORITY. The person signing this Agreement hereby warrants that he/she has the legal authority to execute this Agreement on behalf of the respective party, and that such binding authority has been granted by proper order, resolution, ordinance or other authorization of the entity. This Agreement and any amendment hereto, may be executed by any authorized representative of Vendor whose name, title and signature is affixed on the Verification of Signature Authority Form, which is attached hereto as Exhibit "C". Each party is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto. 29. CHANGE IN COMPANY NAME OR OWNERSHIP Vendor shall notify City's Purchasing Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining updated City records. The president of Vendor or authorized official must sign the letter. A letter indicating changes in a company name or ownership must be accompanied with supporting legal documentation such as an updated W-9, documents filed with the state indicating such change, copy of the board of director's resolution approving the action, or an executed merger or acquisition agreement. Failure to provide the specified documentation so may adversely impact future invoice payments. IN WIT ESS WHEREOF, the parties hereto have executed this Agreement in multiples this day of , 20�� ACCEPTED AND AGREED: CITY OF FORT WORTH: CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration of this By: contract,including ensuring all performance and Name: Fernando Costa reporting requirements. Title: Assistant City Manager Date: 8 L3 Z1 7 By: Name: Ce.Y APPROVAL RECOMMENDED: Title: IrLec PL {� OVED AS TO FORM AND LEGALITY: UA— Professional Services eement Page 9 of 15 Name: -kkw(l Tre Title: 5 I .4 � - .' $ A - 1/ By: ATTEST: By: AA%"gl Name: bft Title: City Secretary VENDOR: Unique Manaizement Services, Inc. Name: Title: Assistant City Attorney A AUTHORIZATION: CONTRACT ,I. THORIZATION: M&C- -0 0­'� O� ........... .0 By: V,'kcdj c7J4Y,,z)w Name: Title: Date: —M 11 17, x I ATTEST: By: -Art, Name: Title: Professional Services Agreement Page 10 of 15 EXHIBIT A SCOPE OF SERVICES Unique Management Services, Inc. - Scope of Work for the Fort Worth Library UMS' trademarked Gentle Nudge®process is a combination of gentle letters and telephone calls to encourage patrons to return past due items and/or fines while protecting the relationship between the patron and the library.UMS collection letters have been tailored to meet the needs of the Fort Worth Library(FWL)using the total amount due on the letters. Our gentle letters are specifically designed to encourage the patron to contact or return to the library to protect that valuable relationship.The calling script has been tailored to meet the library's needs and desires. All written communications and telephone scripts would be approved by the library prior to being received by patrons. All work performed shall be conducted in accordance with the applicable provisions of the Federal Fair Debt Collection Practices Act. UMS ensures the confidentiality, security, and safety of all Library files and documents. UMS developed and trademarked the Gentle Nudge®process to increase the recovery of materials, fines, and fees,while ensuring the maintenance of patron goodwill.The process is spaced at intervals designed to allow patron response time and consists of a minimum of three(3) scheduled letters and at least three(3) phone calls and skip-tracing to gently elicit patron response. In addition to the three scheduled letters, other letters are included as needed(at no additional cost): • Remaining Balance letter- Sent by UMS when a patron partially, but not fully,resolves their account.This prompts full material and revenue recovery and restores the patron to good standing with the library. This letter can be sent at any time. • Skip Tracing Letter—In the event that a new address is found, an additional letter is scheduled. This letter can be sent at any time. • Paid In Full letter—Posted on the InfoLink client website 24 hours after the account is resolved. This letter comes on UMS letterhead and assures the patron the account has been resolved. If initial phone calls are unsuccessful, additional attempts are made to successfully contact the Library's patron and gently encourage a complete resolution of their account with the library. Additionally,all FWL letters include a statement in Spanish on the reverse of each letter to meet the needs of patrons. With regard to juvenile patrons(borrowers under the age of eighteen), all written communications and phone calls are directed to the parent or guardian listed in the submission file. Juvenile accounts are identified by both date of birth and user profile information within the body of the submission file.We have excellent success with juvenile accounts without jeopardizing patron goodwill. UMS regularly reviews the effectiveness of contact timing, so as to avoid harassment while maximizing material and revenue recovery for the Library.UMS continually analyzes the contact process and may enact change to optimize recovery.Any collection approach adopted by UMS will be similar in character and will contain a like number of contact attempts. UMS understands the importance of patron goodwill and strives to ensure this is maintained throughout the process. Our process is designed to encourage response,without offending or harassing the patron.UMS would immediately notify FWL of possible changes. UMS provides skip-tracing services to locate patrons who have relocated or those with inaccurate contact information within the Library's database. At a minimum,this process occurs upon initial referral and approximately half way through the contact process on all accounts referred to UMS regardless of the balance of the account.When UMS finds a good address,we will contact the patron at the new location at no additional cost. UMS provides all newly acquired address information to the library in the monthly Change of Address report(COA). This report is provided in a comma delimited format to allow the library full ability to upload information to their database. Throughout the process,UMS will accept automated data transfer and payment information from the Professional Services Agreement—Exhibit A Page 11 of 15 Library's database in an electronic manner that is acceptable to the Library. It is expected that UMS will work, at no additional cost,with the Library and its software vendor(s)to ensure accurate and timely transmission of data.. The library will be provided with a designated representative who is the point person for handling any problems encountered by the library regarding the service. Training support would be provided as needed to maintain a well-managed process and UMS would welcome the opportunity to provide a refresher training session for staff. UMS shall meet periodically with Library staff,when requested,to discuss services and coordinate processes. UMS provides online access to our database to ensure our clients have access to information on patron accounts that have been submitted for collection activity. This site is referred to as InfoLink Account Access and provides the library with 24-hour live access to UMS' system through a secured connection. The account access feature allows authorized staff members access to all accounts referred to UMS. The site allows the user to view payments posted on a patron account,view contacts made during the collection cycle by UMS(both letters and telephone calls),view a timeline of all contacts and payments and provides the ability to update the patron address,phone number or date of birth. The site also provides the option of printing a paid in full letter for any account that has a$0.00 balance in multiple languages including English, Spanish,and French. InfoLink provides Library staff with the option to"suspend"and"resume"accounts in the UMS collection process. This important tool allows library staff to offer flexibility, such as payment plans,to patrons as needed which can help promote positive borrower goodwill. The library has full control as to who has permission to access this feature. UMS provides custom, detailed reports to the Library on a monthly basis highlighting the value of materials returned, money received,charges waived, and the balance due. UMS monthly management reports are designed to provide library administration a clear concise understanding about the material recovery process and its overall results. Small balance Program Fort Worth Library implemented the Small Balance Program as a way to continue notification for patrons with balances from $10.00 to $24.99. This program allows the library to gently recover the smaller balance amounts and maintain customer goodwill in the process. The submission and updating of customer accounts in this balance range remains automated.As with regular collection accounts,we would receive new accounts once a week and updates on a daily basis. This program will include a library letter(letter on library letterhead)along with two gentle recovery letters from UMS. The Small Balance Program is extremely gentle,yet effective.The library continues to have full approval of all letters prior to any letters being mailed to FWL patrons. FWL will have 24/7 access to the aforementioned Infolink Account Access site for the small balance accounts and will receive a separate invoice and separate reporting for this service. Circulation Notice Outsourcing UMS agrees to provide an efficient and cost-effective method of preparing,printing,and mailing paper notices for the Library. The library will approve the verbiage for both printed notices and telephone notification. UMS offers this notice service to clients as a means of streamlining and simplifying the notice production process. This allows the notices to be delivered quickly,while allowing staff to work on other responsibilities within the library. The Vendor would send all print notice files through the National Change of Address(NCOA)database prior to mailing notices in order to assure more accurate mailing. The Library will be provided new addresses obtained to the library within one business day. UMS will process and send bill notices to the printer daily,Monday through Saturday, on the same day the files are received. Additionally, UMS would also provide an electronic count of the number of notices transmitted to UMS,number of notices actually sent by UMS, and the number of exceptions (unable to mail due to inadequate address information). This would be provided to the library any day Professional Services Agreement MAXIMUS Consulting Services, Inc., Page 12 of 15 that there is a transmission of data to UMS. UMS can also provide telephone notification and SMS notification,either in conjunction with the printed notices or as a separate service. The telephone notification service is completely hosted by UMS and is 100%usage based after set-up with little up-front capital expense required. Prices are$0.15/notice for telephone notification and$0.10/notice for Prices will be protected from any additional increases with the sole exception of any U.S. postal bulk rate price increase,which Library agrees to pay. NCOA Database Clean-up UMS has the ability to provide an annual National Change of Address(NCOA)database address verification service. The library would provide UMS a file of those patron addresses to be verified and UMS would return new addresses to the library in an agreed upon format to allow for electronic upload. UMS can provide geo-coding, at the library's request. Unique Patron Services Unique's Patron Services for librarys delivers responsive sevice to online and phone-in patrons on their terms, so accessing library resources takes less time and effort. With virtual customers cared for by Unique, library employees have more time for patrons in the library and tasks that require their professional skills. Both services are customized to the needs/desires of each library to ensure they provide an enhanced experience for the patron. Whether we are handling overflow calls,helping after hours or helping during a defined time period we ensure a transparent and customer friendly experience. Professional Services Agreement MAXIMUS Consulting Services,Inc.,Page 13 of 15 EXHIBIT B PAYMENT SCHEDULE Regular Collections-$8.95/account Small balance-$2.95/account Circulation notices(hold/bill/overdue)-$0.675/notice. Prices will be protected from any additional increases with the sole exception of any U.S. postal bulk rate price increase,which Library agrees to pay. Professional Services Agreement—Exhibit B Page 14 of 15 EXHIBIT C VERIFICATION OF SIGNATURE AUTHORITY Full Legal Name of Company: Unique Management Services,Inc. Legal Address: 119 E. Maple Street,Jeffersonville,IN 47130 Services to be provided: Material Recovery and Collection Services as well as circulation notices. Vendor hereby agrees to provide City with independent audit basic financial statements, but also the fair presentation of the financial statements of individual funds. Execution of this Signature Verification Form ("Form") hereby certifies that the following individuals and/or positions have the authority to legally bind Vendor and to execute any agreement, amendment or change order on behalf of Vendor. Such binding authority has been granted by proper order, resolution, ordinance or other authorization of Vendor. City is fully entitled to rely on the warranty and representation set forth in this Form in entering into any agreement or amendment with Vendor. Vendor will submit an updated Form within ten (10) business days if there are any changes to the signatory authority. City is entitled to rely on any current executed Form until it receives a revised Form that has been properly executed by Vendor. 1. Name: Position: Signature 2. Name: Position: Signature 3. Name: Position: Signature Name: . '--0 (L& Signature f Presi ent/ EO Other Title: Date: JU I X IT Professional Services Agreement—Exhibit C Page 15 of 15 ACO® DATE(MM/DDNYYY) � CERTIFICATE OF LIABILITY INSURANCEF12/15/2016 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER NT CT CIAI NACOME: Aon Risk Services Central, Inc. PHONE (952)926-6547FAX (952)928-3837 5600 W 83rd St. 8200 Tower EARLS .collectorsinsurance@acainternational.org Ste 1100 INSURERS AFFORDING COVERAGE NAIC# Minneapolis MN 55437-3844 INSURERA:OHIO SECURITY INSURANCE COMPANY 24082 INSURED INSURER a THE OHIO CASUALTY INSURANCE 24074 UNIQUE MANAGEMENT SERVICES INC INSURERC:LIBERTY MUTUAL FIRE INSURANCE 23035 119 EAST MAPLE ST INSURER D: INSURER E: JEFFERSONVILLE IN 47130 1 INSURER F: COVERAGES CERTIFICATE NUMBER:11127125-NWOS REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. rA LICY EXP ADDTYPE OF INSURANCE INSR WVDSUBR POLICY NUMBER MM DDIYYYY MPOLICY EFF M DD/YYYY LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 X COMMERCIAL GENERAL LIABILITY DAMAGES" RENTED 1,000,000 PREMISES Ea occurrence $ CLAIMS-MADE ®OCCUR X ZS(17)57716126 2/15/2016 2/15/2017 MED EXP(Anyone person) S 15,000 PERSONAL 8 ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEIV1 AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG S 2,000,000 POLICY PRO X LOC $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident) INCLUDED ANY AUTO BODILY INJURY(Per person) $ AALL OWNED SCHEDULED ZS 17 57716126 12/15/2016 2/15/2017 AUTOS AUTOS X ( ) BODILY INJURY(Per accident) $ X HIRED AUTOS Ix NON-OWNED PROPERTY DAMAGE $ IAUTOS Per accident $ X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 6,000,000 B EXCESS LIAB CLAIMS-MADE AGGREGATE $ 6,000,000 DED I I RETENTION X SO(17)57716126 2/15/2016 2/15/2017 $ C WORKERS COMPENSATION XI WC STATU- OTH- AND EMPLOYERS'LIABILITY Y/N I TORY LIM TSFR ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? [flNIA (Mandatory In NH) C2—Z91-455873-026 2/15/2016 2/15/2017 E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT S 1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,If more space Is required) IT IS AGREED THAT THE CITY OF FORT WORTH IT'S EMPLOYEES, OFFICERS, OFFICIALS, AGENTS, AND VOLUNTEERS ARE INCLUDED AS ADDITIONAL INSURED SOLELY AS THEIR INTERESTS MAY APPEAR IN ACCORDANCE WITH THE PROVISIONS OF THE POLICY FORM. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN CITY OF FORT WORTH ACCORDANCE WITH THE POLICY PROVISIONS. ATTN: PURCHASING DEPARTMENT 1000 THROCKMORTON AUTHORIZED REPRESENTATIVE FORT WORTH, TX 76102-6311 James Shoop/ALEX ACORD 25(2010/05) ©1988-2010 ACORD CORPORATION. All rights reserved. INS/12.ri Mnlnnri n1 Th.ArnOn —A 11—nrn—i.f.—l-11—of A!`nI n AC® DATE(MMIDD/YYM CERTIFICATE OF LIABILITY INSURANCE 4/26/2017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT CIAI NAME: Aon Risk Services Central, Inc. PHONEN.AC. (952)92 6-6547 FAX . (952)928-3837 5600 W 83rd St. 8200 Tower EOAIL .collectorsinsurance@acainternational.org Ste 1100 INSURERS AFFORDING COVERAGE NAIC# Minneapolis MN 55437-3844 INSURERA: BE Insurance Corporation 39217 INSURED INSURER B: UNIQUE MANAGEMENT SERVICES, INC. INSURER C: 119 EAST MAPLE ST. INSURER D: INSURER E: JEFFERSONVILLE IN 47130 INSURER F: COVERAGES CERTIFICATE NUMBER:11127125 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR POLICY NUMBER MMIDD MM/DD(YYYY GENERAL LIABILITY EACH OCCURRENCE $ COMMERCIAL GENERAL LIABILITY DAMAGE ( RENTED PREMISESS Ea occurrence) $ CLAIMS-MADE FIOCCUR MED EXP(Any one person) $ PERSONAL 8 ADV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ POLICY I PRO LOC $ MBINED SINGLE LIMIT AUTOMOBILE LIABILITY (CEO, .cc""ni ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS NON-OWNED PROPERTY DAMAGE $ HIRED AUTOS AUTOS Per accident UMBRELLA LIABOCCUR EACH OCCURRENCE $ EXCESS LIAR HCLAIMS-MADE AGGREGATE $ DED I RETENTION $ WORKERS COMPENSATION WC STATU- OTH- AND EMPLOYERS'LIABILITY Y/N ITORY I., ER ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? ❑ N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT 1$ A ERRORS S OMISSIONS C01411-01 /1/2017 /1/2018 PER CLAIM/AGGREGATE $2,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,if more space Is required) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN CITY OF FORT WORTH ACCORDANCE WITH THE POLICY PROVISIONS. ATTN: PURCHASING DEPARTMENT 1000 THROCKMORTON AUTHORIZED REPRESENTATIVE FORT WORTH, TX 76102-6311 s Eric Krieger/ALEX ACORD 25(2010/05) ©1988-2010 ACORD CORPORATION. All rights reserved. INSn95 v,>mmnii n1 Thn A!`nDn ­A Innn ern runic4nroA m-1—of ACnDn Additional Named Insureds Other Named Insureds UNIQUE INTERNATIONAL RECOVERIES, LLC Doing Business As UNIQUE LIBRARY SERVICES, LLC Doing Business As UNIQUE NATIONAL COLLECTIONS Doing Business As OFAPPINF(0212007) COPYRIGHT 2007,AMS SERVICES INC M&C Review Page 1 of 2 CITY COUNCIL AGENDA Official site of the City of Fort Worth, Texas FORT'W' an Ir— COUNCIL ACTION: Approved on 8/4/2015 DATE: 8/4/2015 REFERENCE NO.: **P-11772 LOG NAME: 13PP15-0230 LIBRARY COLLECT EW CODE: P TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: Authorize Sole Source Agreement with Unique Management Services in an Amount Up to $118,728.00 for the First Year for Collection Management Services and Software for Debt Collection of Fines and Unreturned Library Materials for the Library Department (ALL COUNCIL DISTRICTS) RECOMMENDATION: It is recommended that the City Council authorize a Sole Source Agreement with Unique Management Services in an amount up to $118,728.00 for the first year for collection management services and software for debt collection of fines and unreturned library materials for the Library Department. DISCUSSION: The Library Department will use this Agreement to recover overdue library fines greater than $25.00 and unreturned materials that are 60 days overdue. A $15.00 service fee is added to all accounts turned over for collection and all unpaid accounts will be reported to the three credit bureaus after they reach 164 days past due. An $8.95 transaction fee shall be paid to Unique Management Services (UMS) for each account that is submitted for collection. UMS guarantees that the $8.95 cost per account submitted would be offset by the amount of revenue received plus the value of the library materials returned. In FY 2016, the Library Department will add a small balance collection program that charges $2.95 per account for collections on delinquent accounts with a balance between $10.00 and $24.99. UMS also prints and mails overdue item notices in English and Spanish for the Library Department at a cost of $0.69 per notice. In 2014, the Library Department recovered $134,774.00 in fees and materials at an annual cost of $96,253.00 resulting in a gain of $38,521.00. UMS is the only provider of debt collection and notice management services that interface with the Library Department's Polaris Integrated Library System software. This interface automatically updates the Library's fines and overdue items records when such transactions occur. PRICE ANALYSIS - Current pricing has a 29 percent increase compared to previous Agreement pricing awarded in April 20, 2010 (M&C C-24183) due to inflation and additional services for FY 2016. Staff has determined pricing is fair and reasonable compared to overall return on investment. M/WBE OFFICE - A waiver of the goal for MBE/SBE subcontracting requirements was requested by the Purchasing Division and approved by the M/WBE Office, in accordance with the BDE ordinance, because the purchase of goods or services is from sources where subcontracting or supplier opportunities are negligible. ADMINISTRATIVE INCREASE - An administrative increase may be made annually by the City Manager in the amount up to $29,682.00 and does not require specific City Council approval as long as sufficient funds have been appropriated. AGREEMENT TERMS - Upon City Council approval, this Agreement will begin on August 5, 2015 and expire August 4, 2016. http://apps.cfwnet.org/council_packet/mc_review.asp?ID=21136&councildate=8/4/2O15 8/14/2017 M&C Review Page 2 of 2 RENEWAL OPTIONS - This Agreement may be renewed for up to four additional one-year terms at the City's option. This action does not require specific City Council approval provided that the City Council has appropriated sufficient funds to satisfy the City's obligations during the renewal term. FISCAL INFORMATION/CERTIFICATION: The approval of this action provides purchasing authority up to $118,728.00, as specified. The Financial Management Services Director certifies that funds are available in the current operating budget, as appropriated, of the Library Department and that prior to an expenditure being made, the Library Department has the responsibility to validate the availability of funds. BQN\13P15-0230\EW TO Fund/Account/Centers Submitted for Citv Manager's Office bv: Oriqinatinq Department Head: Additional Information Contact: ATTACHMENTS FROM Fund/Account/Centers Susan Alanis (8180) Aaron Bovos (8517) Jack Dale (8357) http://apps.cfwnet.org/council_packet/mc_review.asp?ID=21136&councildate=8/4/20l5 8/14/2017 CERTIFICATE OF INTERESTED PARTIES Complete Nos. 1 - 4 and 6 if there are interested parties. Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. Unique Management Services, Inc. Jeffersonville, IN United States 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. Fort Worth Library FORM 1295 1 of 1 OFFICE USE ONLY CERTIFICATION OF FILING Certificate Number: 2017-243118 Date Filed: 07/31/2017 Date Acknowledged: 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. CSC-40210 Material recovery and circulation notice services for the Fort Worth Library Nature of interest 4 Name of Interested Party City, State, Country (place of business) (check applicable) Controlling Intermediary 5 Check only if there is NO Interested Party. 6 AFFIDAVIT 0 I swear, or affirm, under penalty of perjury, that the above disclosure is true and correct. v�Signature/of authorized agent of contracting business entity AFFIX NOTARY STAMP / SEAL ABOVE �/ �, Sworn�t% and subscribed before me, by the said JC%t% Tl�i����i /i this thei/ day ofc� TJ ll� 20�/ to certify which, witness my hand and seal of office. �nf,a c:k 9 A4 kin s Sign ture of o ficer administering oath Printed name of officer administering oath Rc-�/M 4C Title of officer administering oath Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.883