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HomeMy WebLinkAboutContract 43462 r .t CITY SECRETARYLPPC N�' ACT , � Agreement This GREEI IEI T,by between the City of Fort worth(herein called"the City of Fort Worth") with principal offices at Fort Worth,Texas 7 102 and Fidelity Express,a division ofGSC Enterprises,Inc.(herein called"Fidelity Express"),a Texas corporation,having its principal offices at 1 301 Thin Street, Sulphur Springs, Texas 75482. ITNESSETH WHEREAS,the City of Fort Worth desires to provide its customers with retail payment processing services that wi11 improve the City of Fort Worth's current b Fidelity Express shall notify the City of Fort worth by United States mail, first class postage prepaid or at(fax number) to report the dollar amount deposited. The above is only a general description of services prov ided. Any other modifications, services or processes requested by the City of Frt worth on the part of Fidelity Express that requires additional programming ming after implementation shall be submitted in writing to Fidelity Express and approved in writing by Fidelity Express. 2, Term This Agreement shall become effective upon execution by the City of Fort worth and shall remain in effect for a period of three ears from the 3 1 z4day of July, 2012 and t rrnin to the 31 Ada of July,2015. Thi contract will automatically continually renew for additional one-year terms unless written notice of termination i received 30 clays prior to termination date. 3. Termination 3.01 Termination for Convenience The City of Fort Worth or Fidelity Express may terminate this Agreement for any reason by written notice at least 18 0 days prior to the date of terrrmintin. Upon service of said notification the parties shall have no further obligation to each other under this Agreement other than to maintain the confidentiality any proprietary information previously provided. Fidelity Express shall cease all operations required under this Agreement on the date of termination and return as soon as possible any of the City of Fort Worth the City of Fort worth's property of which it may be in possession on the elate of term in ti n and thereafter. 3.02 Termination for Default This Agreement may be terminated by either party in the event of a breach in the Agreement that remains for forty-five days after written notice thereof, or in the event the carne type breach occurs on three or more occasions. In the event of breach that remains after the requisite time period to rectify, or upon the third breach of the carne type,then the Agreement may be terminated immediately. 3403 Termination for anrui)tey Either party shall have the right to terminate this Agreement upon fifteen(15) days prior written notice in the event of a filing,by or on behalf of the other party, in any court, of a petition of bankruptcy, r insolvency or for i reorganization, or for an appointment of a recei mutually agreed upon between the parties. The listing of authorized agents will be kept confidential and not released to any third parties. If, in the City of Fort Worth's opinion, a certain payment outlet or groups of outlets are not providing efficient, convenient, courteous processing of payments, the City of Fort Worth shall so notify Fidelity Express in meting. If the problem is not resolved to the City of Fort Worth's satisfaction within seven calendar days, Fidelity Express shall desist in the collection of the City of Fort worth payments at that outlet or group of outlets,deposit into the City of Fort Worth's account all customer payments received to date and modify signs and promotional materials to indicate such change. 8. Inde endent Contractor The City of Fort Worth agrees that in the performance of the work contemplated hereunder, Fidelity Express shall be an independent contractor and not an employee of the City of Fort Worth,that workers engaged by Fidelity Express on this work shall at all times be considered Fidelity Express's employees and not those of the City of Fort Worth and that Fidelity Express will accept and assume exclusive liability and shall hold the City of Fort worth harmless in the payment of any and all contributions, assessments and deductions made on behalf of Fidelity Express's employees engaged in the performance of the work hereunder. Notwithstand i ng any existing principal agency relationship between Fidelity Express and any other party, such as; in store outlets or subcontractors Fidelity Express agrees that it shall bear sole responsibility for the performance of the work as specified hereunder and shall solely bear all risk of loss as specified in Article 4. Fidelity Express reserves the right to select and engage Fidelity Express locations. The City of Fort Worth also agrees not to meet or discuss any contractual relations Fidelity Express has with any Fidelity Express agent or any other thin party.An exception to the foregoing is communication to regulatory authorities. 9. Compensation Fidelity Express agrees that the City of Fort Worth customer shall he charged a transaction fee not to exceed$1.50 for each payment they make at an authorized Fidelity Express agent. The above represents the sole and exclusive compensation payable to Fidelity Express. 10, Records During the terra of this Agreement and for a period of t two 2 years thereafter, Fidelity Express shall beep, maintain and preserve, at Fidelity Express's princi boobs requested for viewing, the City of Fort Worth shall be rded adequate work space and shall have full access during normal business hours t inspect, audit and reproduce any and all such accounts, records and books of Fidelity Express. Agreements between Fidelity Express and any of its subcontractors or Agents shall contain a provision identical to that stated above. To assure the duality of services provided to the City of Fort worth, Fidelity Express shall maintain a routine audit of its subcontractors'/Agents'facilities throughout the performance f this Agreement. 10.01 The City of Fort Worth shall have the right, with prior notice to Fidelity Express or its payment locations,, to enter upon the premises of payment locations in order to observe the operation of the payment locations and to conduct such tests as it deems necessary to verify the integrity of th payment processing procedures.Furthermore, upon reasonable notice to Fidelity Express,which stall not be less than twenty-four (24) hours,the City of Fort North shall have the right to observe Fidelity Express's operation in order to verify compliance with the terms and conditions of this Agreement. 1 l. City of Fort Worth's File Transmission Requirement If the City of Fort worth currently, or subsequently during the period of this agreement, requires Fidelity Express to transmit payment files over a virtual Private Network, data cloud,secure network,etc.,City of Fort North agrees that all costs to enable Fidelity Express to acquire the necessary software, licensing, fees, etc. as well as to transmi i any such suits,actions,demands,claims or proceedings,and defray or reimburse any and all expenses, including costs and attorney's fees,which may be incurred in or by reason of such suits, actions, demands, claims or proceedings and keep the property of the City of Fort Worth's free and unencumbered of any charge or lien against it any kind. The taking out and maintenance of any insurance shall not relieve Fidelity Express from its obligation to defend and protect the City of Fort Worth to the full extent arid, for any failure so to do, to 'indemnify and save harmless the City of Fort worth all as herein provided, without any limitation as to amount and regardless of the limits of insurance. The liability of Fidelity Express under this Agreement and its obligation to indemnify the City of Fort North is absolute and continuous and survives completion or termination of Fidelity' Express's work hereunder or the acceptance and payment thereof. Neither the approval by the City of Fort Worth of the methods of doing the work for under this Agreement nor the failure of the City of Fort Worth to call attention to improper or inadequate methods nor to requi All advertising or promotional material utilized to promote use of Fidelity Express services to the City of Fort Worth's customers shall be pre-approved by City of Fort Worth and Fidelity Express prior to use. City of Fort Worth will advise Fidelity Express when communication will be or has been made. 15. Compliance with Law In performance of this Agreement, Fidelity Express agrees to comply with all local, City, State and Federal regulations as they may apply to the services provided,(including OSHA). 1 . Notices Any written notice required by the terms of this Agreement shall be deemed to be sufficiently given when sera by certified or registered mail,postage prepaid, to the respective parties as follows; The City of Fort worth. 908 Monroe Street Fort Worth, Texas 7 102 Atn: ' CAJ�,kM�3 Fidelity Express A Division of GSC Enterprises, Inc. P.O. Box 768 1301 Train Street Sulphur Springs, TX 75482 At n: Mr. R. McKenzie - Division Manager The foregoing addresses may be charged at any time by written notices to the other party. 17. Heading The headings in this Agreement are for convenience only and shall not be construed to define or limit any terms. 18. waiver of No course of dealing or failure of either party t strictly enforce any terms,right or condition of this Agreeme nt shall be construed as a waiver of such term, right or condition. OFFICIAL RECORD CITY SECRETARY 19. Bindir Nature and Assi mment FT.W T"i TX This Agreement shall be binding upon the parties and their successors and permitted assigns. The City of Fort Worth reserves the right to assign this Agreement to any wholly owned subsidiary or any affiliate company. o. Govern La /Jurisdiction This Agreement shall be construed under and governed by the laws of the State of Texas. The parties agree that any action arising out of this Agreement or breach thereof shall be commenced ire the court of appropriate jurisdiction located in Tarrant County, Texas and the parties hereby consent to the juri Official site of the City of Fort Worth,Texas CITY COUNCIL AGENDA Fou WORTH 'd1-1 F 14 COUNCIL ACTION: Approved on 6/12/2012 ­+ r'&..4 1 J tr-r,%.'t. 1,LXeMJ6 y I.&- S..,.p',r, DATE: 6112/2012 REFERENCE **C-25656 LOG NAME: NO.: FIDELITYE PF ESS CODE: C TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: Authorize Execution of a Three Year Agreement with Fidelity Express, a Division of GSC Enterprises, Inc., for Implementation and Operation of Payment Processing Services for the Water Department Through an Existing Network of Over 300 Retail Locations at a Cost of$2,000.00 Annually (ALL COUNCIL DISTRICTS) A—_U&6Mh A%4Ag eT &6r...... RECOMMENDATION: It is recommended that the City Council authorize the execution of a three year Agreement with Fidelity Express, a Division of GSC Enterprises, Inc., for Implementation and operation of payment processing services at a cost of$2,000.00 annually. DISCU SION: The Fort Worth Water Department has been exploring alternative payment options to contain costs, improve service and expand the customers payment options. The Water Department has implemented various initiatives to provide convenient payment options for customers. In 2001, online access was implemented through the Water Department's H20nline website accepting credit and debit card payments. In 2003, implementation of electronic online banking allowed customers to pay through their bank and other online bill payment services. In 2006, the Water Department enhanced their existing IVR phone system to add pay by phone options for electronic checks, credit and debit cards. Fidelity Express operates through over 300 existing retail locations in the Fort Worth area where other gas and electric utility payments are processed. These contracted retail locations, in neighborhood grocery stores and convenient stores, provide a convenient payment option in local communities for customers to make payment for a minimal convenience fee of$1.50, while ensuring proper controls over the collection and processing of these payments. Fidelity Express will manage the agent network of retail locations, maintain a real-time database of payments, reconcile details with batch totals, create and transmit an electronic file for posting to customers accounts. Fidelity Express' operational costs of payment collection and processing will be recovered through the convenience fee paid by customers except for a minimal fee payable by the Fort Worth Water Department for returned items. Returned items are charged a $2.00 fee for the redeposit or return for check or money order payments returned as non-sufficient or non collectible, for an estimated cost of $2,000.00 annually. Fidelity Express currently operates a total of 300 payment stations in Tarrant County, including 151 within the city limits of Fort Worth. Many of the payment stations are associated with major retailers such as Kroger, Fiesta Mart, Elrods, Quickmart, and Citgo while others are located in smaller convenience stores. Fidelity Express is a full service financial services company established in 1988, Fidelity Express is a division of GSC Enterprises, Inc., GSC is a 60 year old company that has become one of the largest wholesale distributors in the U.S. for convenience stores with over 600 employees serving almost http://apps.cfwnet.org/council_packet/me—review.asp?ID=14953&councildate=6/12/2012 7/26/2012 M&C Review Page 2 oft 5,000 independently owned supermarkets, convenience stores, wholesale houses, discount centers and other retailers throughout the Southeast, Southwest and Midwest states. RENEWAL OPTIONS—This Contract will automatically renew for additional one year terms at the City's option. This action does not require specific City Council approval provided that the City Coun t) has appropriated sufficient funds to s atisfy the City's obligations during the renewal tern. FISCAL Ii FOF MATioNIC F TIFIC TION: The Financial Management ent Services Director certifies that funds are available in the current operating budget, as appropriated, of the eater and Sewer Fund. To Fund/A untlC enters FROM Fund/Account/Centers PE45 539120 ,0604007 $1,000.00 PE45 539120 070 $1,000.00 Submitted for City Manager's Office b Fernand Costa (6122) Originatina Deoartment Head: S. Frank Crumb (8207) Additional Information Contact: Kara Shuror{8819} ATTACHMENTS Fort Woqh ent Coverage MaD Qg t tt ://a s.efwn t, r un it a l et m r vi .asp I =14953& un ildat =6/12/2012 7/26/2012