HomeMy WebLinkAboutContract 52288-A1 CITY SECRETARY
CONTRACT NO.
FIRST AMENDMENT TO
FORT WORTH CITY SECRETARY CONTRACT NO. 52288
This First Amendment to Fort Worth City Secretary Contract No. 52288 ("First
Amendment") is made between the City of Fort Worth ("Fort Worth"), a municipal corporation
and Paymentus, a Delaware Corporation("Vendor").
WHEREAS, Fort Worth and Vendor entered into an Agreement identified as Fort Worth
City Secretary Contract No. 52288 beginning December 1, 2018 (the "Agreement"); and
WHEREAS, it is the collective desire of both Fort Worth and Vendor to amend the
Agreement to increase the Maximum Amount per Payment, and clarify the renewal terms.
NOW THEREFORE,known by all these present, Fort Worth and Vendor,acting herein by
and through their duly authorized representatives, agree to the following terms, which amend the
Agreement as follows:
1. The amount of $500 mentioned in the first bullet point on Schedule A of the
Agreement that reads"Maximum Amount per Payment is $500. Multiple payments can be made."
That sentence is hereby replaced in its entirety with the following:
Maximum Amount per Credit Card payment is $10,000. Multiple payments can be made.
Maximum Amount per Check payment is $2,500. Multiple payments can be made.
2. The Term section of the Professional Services Agreement portion of the Agreement
is hereby replaced in its entirety with the following:
Term. This Agreement shall commence on May 13, 2019 ("Effective Date") and expire
May 12, 2020 ("Expiration Date"). This Agreement shall auto-renew for three(3)renewal
periods of one (1) year, each a "Renewal Term". The City shall provide Consultant with
written notice of its intent to renew at least thirty (30) days prior to the end of each term.
3. All other terms,provisions,conditions,covenants and recitals of the Agreement not
expressly amended herein shall remain in full force and effect.
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OFRUAL RECORD
CITY SECRETARY
FT. WORTH,TX
First Amendment to Fort Worth City Secretary Contract No. 52288 Page 1 of 2
Executed effective as of the date signed by the Assistant City Manager below.
FORT WORTH:
City of Fort Worth Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
IXof this contract, including ensuring all performance
By: JMand reporting requirements.
Name: Dana urg off
Title: Interim As I tart City Manager
Date: By:
Name: William Bailey
Approval Recommended: Title: IT Manager, Water Department
oe— / L Approved as to Form and Legality:
By: l
Name: Chris Harder
Title: Director, Water Department By:
Name: J n B. StfGinj
Attest: Title: Assistant City A rney
.txaet Authorization:
By: ( �' . N�
Name: Mary Kayser �.,' ` C.
Title: City Secretary
VENDOR:
Paymentus Corporation
By: :Sj
-
Name: Jerry Po alis
Title: Senior Vi President
Date: September 3, 2019
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH,TX
First Amendment to Fort Worth City Secretary Contract No. 52288
Schedule A--Paymentus Service Fee Schedule
1. Paymentus will charge no fees related to the initial setup and personalization of its service,
2. Paymentus Service Fee charged to the Client will be based on the following model:
Absorbed tee Model
• Absorbed Model
• Average Bill Amount: $120,00
• Paymentus Service Fee per transaction:
Credit/Debit Card one-time and recurring $1.53 Visa,MasterCard,Discover
Utility Program Rate
Credit/Debit Card one-time and recurring 2.65%Non-utility,Non-qualified
ACII/eCheck one-time and recurring $0.40
Includes 10 card swipe devices $0.00($250.00 each additional)
• Maximum Amount per Payment is$500,Multiple payments can be made.
• Paymentus may apply different limits per transactions for user adoption or to mitigate
risks.
• eChecks may be used for just one-time payments if the agency chooses to remain with
the current recurring solution for eChecks as they have today
3. City will be invoiced at the end of the month.Payment terms are Net 30.
Master Services Agreement Page 4 of 4
2. Scope of Services. Contractor hereby agrees, with good faith and due diligence, to
provide City with the services defined and described herein and in the NRH Contract,subject to such
modifications as are made and agreed to in this Agreement.
3. Modifications to NRH Contract. To the extent terms are defined in this Agreement
are assigned a different meaning than in the NRH Contract, the definitions assigned herein shall
govern, notwithstanding any language in the NRH Contract to the contrary. In construing and
applying the NRH Contract to the transaction between Contractor and the City, all such terns,
including, but not limited to, "City", "Consignee", and "Contractor" shall be read and interpreted in
accordance with the definitions assigned in this Agreement.
4. NRH Contract Section Replacements. Schedule A of the NRH Contract is hereby
deleted and replaced in its entirety with the Schedule A attached hereto.
S, NRH Contract Section Deletions. The following sections of the NRH Contract are
hereby deleted: None.
6. NRH Contract Additions.The attached Exhibit"B"Professional Services Agreement
is hereby added as a new Exhibit"A"to the NRH Contract. If any provisions of the attached NRH
Contract, conflict with the terms of the attached Exhibit"B"Professional Services Agreement,the
terms in this Exhibit`B"Professional Services Agreement shall control.
7. Signature Authority. The person signing this Agreement hereby warrants that he or
she has the legal authority to execute this Agreement on behalf of his or her respective party,and that
such binding authority has been granted by proper order,resolution,ordinance,or other authorization
of the entity. The other party is fully entitled to rely on this warranty and representation in entering
into this Agreement.
8. Entirety of Agreement. This written instrument (together with all attachments,
exhibits, schedules, and appendices) constitutes the entire understanding between the parties
concerning the work and services to be performed hereunder,and any prior or contemporaneous,oral,
or written agreement that purports to vary from the terms hereof shall be void.
9. Amendment. Notwithstanding anything in any Contract Documents to the contrary,
this Agreement and the other Contract Documents may only be amended via written instrument
signed by both parties and dates after the execution date of this Agreement, provided, however that
the Parties agree that any applicable changes in local, state, or federal laws,rules, or regulations that
may occur during the term of this Agreement shall be automatically incorporated into this Agreement
without written amendment hereto and shall become a part hereof as of the effective date of the law,
rule,or regulation.
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Master Services Agreement Page 2 of 4
City Secretary Contract No.
FORT O RT H.
PROFESSIONAL SERVICES AGREEMENT
(Information Technology)
This PROFESSIONAL SERVICES AGREEMENT("Agreement")is made and entered into by and
between the CITY OF FORT WORTH(the"City"or"Client"),a home-rule municipal corporation situated
in portions of Tarrant,Denton,Johnson and Wise Counties,Texas,acting by and through its duly authorized
Assistant City Manager,and PAYMENTUS CORPORATION("Consultant"),a Delaware Corporation,and
acting by and through Jerry Portocalis its duly authorized Senior Vice President. City and Consultant are
each individually referred to herein as a "party" and collectively referred to as the "parties." The term
"Consultant" shall include the Consultant, its officers, agents, employees, representatives, contractors or
subcontractors.The term"City"shall include its officers,employees,agents,and representatives.
CONTRACT DOCUMENTS;
The Contract documents shall include the following:
1. This for Professional Services Agreement;
2. ExhibitA—Statement Of Work Plus Any Amendments To The Statement Of Work;
3. Exhibit B--Payment Schedule;
4. Exhibit C—Milestone Acceptance Form;
S. Exhibit D—Network Access Agreement; and
6. Exhibit E—Signature Verification Form
All Exhibits attached hereto are incorporated herein and made a part of this Agreement for all purposes.In
the event of any conflict between the documents, the terms and conditions of this Professional Services
Agreement shall control.
The term"Consultant'or"Contractor"shall include the Consultant or Contractor,and its officers,agents,
employees,representatives,servants,contractors or subcontractors.
The term"City"shall include its officers,employees,agents,and representatives.
1. Scope of Services. Consultant hereby agrees,with good faith and due diligence,to provide
the City with an electronic payment solution,replacing the Transaction Manager in the Central Square
Billing System.Specifically,Consultant 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." Consultant shall perform the Services in accordance with standards in the
industry for the same or similar services.In addition, Consultant 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 commence upon approval ("Effective Dato") and shall not
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City Secretary Contract No.
expire unless terminated in accordance with the provisions of this Agreement or otherwise extended by the
parties..This Agreement shall auto-renew for four•renewals at the City's option, each a"Renewal Tei7n."
The City shall provide Consultant with written notice of its intent to renew at least thirty(30)days prior to
the end of each term.
3. Compensations. The City shall pay Consultant an amount in accordance with the provisions
of this Agreement and Exhibit`B,"Payment Schedule,which is attached hereto and incorporated herein
for all purposes. Consultant shall not perform any additional services for the City not specified by this
Agreement unless the City requests and approves in writing the additional costs for such services.The City
shall not be Iiable for any additional expenses of Consultant not specified by this Agreement unless the City
first approves such expenses in writing.City agrees to pay all invoices of Consultant within thirty(30)days
of receipt of such invoice.Consultant may charge interest on late payments not to exceed one percent(1%).
4. Termination.
4.1. Convenience.Either the City or Consultant 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. Breach. If either party commits a material breach of this Agreement, the non-
breaching Party must give written notice to the breaching party that describes the breach in
reasonable detail. The breaching party must cure the breach ten(10)calendar days after receipt of
notice from the non-breaching party,or other time frame as agreed to by the parties.If the breaching
party fails to cure the breach within the stated period of time,the non-breaching party may,in its
sole discretion, and without prejudice to any other right under this Agreement, law, or equity,
immediately terminate this Agreement by giving written notice to the breaching party.
4.3. Fiscal Funding Out.In the event no funds or insufficient funds are appropriated by
the City in any fiscal period for any payments due hereunder, the City will notify Consultant 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 the City of any kind whatsoever,except
as to the portions of the payments herein agreed upon for which funds have been appropriated,
4.4. Duties and Obligations of the Parties. In the event that this Agreement is
terminated prior to the Expiration Date,the City shall pay Consultant for services actually rendered
up to the effective date of termination and Consultant shall continue to provide the City with
services requested by the City and in accordance with this Agreement up to the effective date of
termination.Upon termination of this Agreement for any reason,Consultant shall provide the City
with copies of all completed or partially completed documents prepared under this Agreement.In
the event Consultant has received access to City information or data as a requirement to perform
services hereunder,Consultant shall return all City provided data to the City in a machine readable
format or other format deemed acceptable to the City.
5. Disclosure of Conflicts and Confidential Information.
5.1. Disclosure of Conflicts.Consultant hereby warrants to the City that Consultant has
made full disclosure in writing of any existing or potential conflicts of interest related to
Consultant's services under this Agreement.In the event that any conflicts of interest arise after the
Effective Date of this Agreement,Consultanthereby agrees immediately to make full disclosure to
the City in writing.
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Official site of the City of Fort Worth,Texas
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CITY COUNCIL AGENDA FOT
COUNCIL ACTION: Approved on 12/11/2018
DATE: 12/11/2018 REFERENCE NO.: **C-28976 LOG NAME: 60PAYMENTUS GROUP
CODE: C TYPE: CONSENT PUBLIC HEARING: NO
SUBJECT. Authorize Execution of a Contract with Paymentus Group, Inc., (Paymentus)to Provide
an Enhanced Payment Processing Solution for the Water Department in an Estimated
Amount of$3,020,845.00 Per Year(ALL COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council authorize execution of a contract with Paymentus Group, Inc.,
(Paymentus)to provide an enhanced payment processing solution for the Water Department using an inter-
local agreement with the City of North Richland Hills, in an estimated amount of$3,020,845.00 per year.
DISCUSSION:
In 2017, the City's utility billing system provider, Superion (now known as Central Square), announced it
would no longer support the transaction manager solution for its customers. This means that the City must
transition to another solution that could be integrated into the Central Square system. The Water
Department determined that the Paymentus transaction manager best fulfills future growth needs to provide
more state-of-the-art payment processing services for utility customers. Also, as a member of Central
Square's third-party solution provider programm, Paymentus provides trusted, compliant, seamless
integration with the current billing system.
Staff recommends execution of a contract with Paymentus to promote faster, more secure, and cost-
effective payment processing. Paymentus provides an integrated solution, which allows for more customer
engagement with a full-service mobile solution, online Quick Pay access, paperless billing, IVR-telephone
access and in-person payment processing. In addition, the full-service mobile payment solution allows the
City to gain the ability to utilize text-to-pay and offer outbound messaging via phone, text and email.
Paymentus will allow for real-time payment processing and will also streamline daily reconciliation by
eliminating end of day batch settlements, promoting timely revenue postings to the General Ledger.
Financial reporting will be simplified and will enable more efficient partnering with one vendor instead of the
five currently used.
In addition, Paymentus provides a fully-hosted reliable platform that meets all Payment Card Industry(PCI)
compliance standards to reduce, or eliminate the PCI security concerns. Paymentus will not charge any
fees related to the initial setup and personalization of its standard service for any of the billing and payment
solution interfaces.
For each payment transaction, Paymentus charges a transaction fee. The fees will be determined by two
categories which include "qualifying" bank cards and "non-qualifying"specialty pre-paid cards. The annual
cost is estimated to be$3,020,845.00.
This estimate is based on August 2018 transaction volumes with a projected 15% annual increase in credit
card usage, based on the trend experienced over the last five years. Below is a comparison of costs for
qualifying bank cards and checks fees.
Current Cost Per Transaction j
Credit Card Cost per Transaction $1.48
Check Cost per Transaction
Estimated total cost per transaction FT,.44
http://apps.cfwnet.org/council_packet/mc_review.asp?I D=26568&counclidate=l 2/11/2018 1/3
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Proposed Cost per Transaction T -
Credit Card Cost Transaction $1.53
Check Cost per Transaction
Estimated total cost per transaction F$1.43
INTERLOCAL PURCHASE - State Law provides that a local government purchasing an item under an
interlocal purchasing agreement satisfies state laws requiring that the local government seek competitive
bids for purchase of the item. The North Richland Hills Contract(NRH Contract)that the City is using as an
Interlocal Purchasing Agreement was competitively bid.
SUCCESSOR CONTRACTS: To facilitate planning and budgeting, staff would prefer to have annual
Agreements that align with the Fiscal Year. However,the NRH Contract is out of alignment with the City's
Fiscal Year. In order for this Agreement to align with the City's Fiscal Year, adoption of this Mayor and
Council Communication (M&C)authorizes (i)a series of Purchase Agreements, each of which will align to a
term of the NRH Contract to ensure legal authority exists for the contract, and (ii) an annual spend amount,
future years of which would be subject to City Council appropriation. In the event that the NRH Contract is
not renewed, staff would cease purchasing at the end of the last Purchase Agreement coinciding with the
valid NRH Contract. If the City Council were to not appropriate funds for a future year, staff would stop
making purchases when the last appropriation expires, regardless of whether the then-current Agreement
has expired.
ADMINISTRATIVE AMENDMENT. an administrative change order or increase may be made by the City
Manager in the amount up to$100,000.00 and does not require specific City Council approval as long as
sufficient funds have been appropriated.
M/WBE: A MBE/SBE goal is not assigned when purchasing from an approved purchasing cooperative or
public entity.
TERM: Upon City Council approval, this Agreement shall begin on December 1, 2018, and end on
November 30, 2019.
RENEWAL OPTIONS: The purchase of the Paymentus Transaction Manager and payment services under
this Agreement may be renewed in accordance with the NRH Contract which automatically renews for
successive three(3)year periods unless writen election not to renew is provided six months prior to the end
of such renewal date. 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 Director of Finance certifies that funds are available in the current operating budget, as appropriated, of
the Water and Sewer Fund. Prior to an expense being incurred, the Water& Sewer Department has the
responsibility to validate the availability of funds.
TO
Fund Department FAccount Project Program Activity Budget Reference# Amount
ID ID I Year Chartfield 2
FROM
Fund Department Account Project Program Activity Budget Reference# Amount
ID I I ID I Year Chartfield 2
Submitted for City Manager's Office by: Jay Chapa (5804)
Originating Department Head: Chris.Harder(5020)
http://apps.cfwnet.org/councilj)acket/mc_review.asp?ID=26568&counclidate=12/11/2018 2/3
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Additional Information Contact: Charmaine Baylor (6629)
ATTACHMENTS
1295.p ff
Paymentus Group Inc.pdf
http://apps.cfwnet.org/council_packet/mc_review.asp?I D=26568&councildate=l2/11/2018