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HomeMy WebLinkAboutPAYPROS - CONTRACT - RFP - 7363 ELECTRONIC PAYMENT PROCESSINGOflt p-\ti w&,aan� SERVICES AGREEMENT THIS AGREEMENT made and entered into the day and year set forth below by and between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter referred to as the "City" and PayPros, hereinafter referred to as "Service Provider". WITNESSETH: In consideration of the mutual covenants and obligations herein expressed, it is agreed by and between the parties hereto as follows: 1. Scope of Services. The Service Provider agrees to provide services in accordance with the scope of services attached hereto as Exhibit "A", consisting of two (2) pages and incorporated herein by this reference. 2. Contract Period. This Agreement shall commence January 1, 2013, and shall continue in full force and effect until December 31, 2013, unless sooner terminated as herein provided. In addition, at the option of the City, the Agreement may be extended for additional one year periods not to exceed four (4) additional one year periods. Renewals and pricing changes shall be negotiated by and agreed to by both parties. The Denver Boulder Greeley CPIU published by the Colorado State Planning and Budget Office will be used as a guide. Written notice of renewal shall be provided to the Service Provider and mailed no later than ninety (90) days prior to contract end. 5. Delay. If either party is prevented in whole or in part from performing its obligations by unforeseeable causes beyond its reasonable control and without its fault or negligence, then the party so prevented shall be excused from whatever performance is prevented by such cause. To the extent that the performance is actually prevented, the Service Provider must provide written notice to the City of such condition within fifteen (15) days from the onset of such condition. 6. Early Termination by City/Notice. Notwithstanding the time periods contained herein, the City may terminate this Agreement at any time without cause by providing written Services Agreement RFP 7363 Electronic Payment Processing Page 1 of 13 • PABP/PCI compliant - all cardholder data is properly encrypted and secure, eCommerce Solution: • Allow for multiple Users to access systems with individual logins. • Provide mobile processing applications and hardware for iPhone and iPads as well as Andriod devices. Specifications provided upon request. • Partnered with Vermont Systems and can work with a variety of POS applications and vendors to ensure the processing solution is supported, such as Payflow Pro and Digital Payment Technologies. It we are not partnered with the vendor, we will work with the vendor on a n integrated solution to meet the City's needs. • Offers state of the art Virtual Terminal for free of charge. The Virtual Terminal also has the ability to email invoices to customers to allow them to pay their invoice online. • 2 choices for processing networks, FDMS-Nashville and Chase Paymentech- • Tampa, two largest processors in the U.S. As such, their capacity is virtually limitless. • Integration formats include .Net, SOAP, ASP, VB Script, CGI, PERIL, • JAVA, XML, C/C++, and PHP. • Networks, systems, and IT infrastructure are purpose built and configured for maximum security and our compliance validation as a level 1 PCI DSS Service provider. Security measure to secure and protect. aPros includes virtual private networks and two factor authentication security controls. Merchant access to the payment networks is controlled by an encrypted token that permits only secure access by the merchant's software application to the payment gateway environment necessary for payment card processing. • All Internet Ecommerce transactions are fully encrypted using AES 256 grade encryption over SSL (secure sockets layer version 3) • Provides risk monitoring tools and hands on training for free of charge. All systems are implemented to reduce any downtime impact. All systems are either part of a cluster so a single failure will not impact them or have a warm stand-by that can take it's place should a problem occur. Should a catastrophic failure (earthquake, fire, flood, etc.) occur we have a completely redundant site that can take over. Our Backups system takes a full backup every week, with incremental daily backups done every day. Live replication of data is done with our Disaster Recovery site, so loss of data during a major event will be minimal at most. • Run a fully redundant set of servers in a co -location center in Toronto, Ontario, Canada with which we perform live replication. Because testing of this site requires the replication to be halted while testing occurs, we test twice a year. Our datacenter in Raleigh, North Carolina acts as our main NOC. • Uptime is 99.999%. Back-up systems are used and tested monthly. Services Agreement RFP 7363 Electronic Payment Processing Page 10 of 13 EXHIBIT B COMPENSATION In consideration of the services to be performed pursuant to this Agreement, the City agrees to pay the Services Provider on a "per transaction" basis at the rate of $0.13 per authorization for Visa, MasterCard and Discover and $0.10 per authorization for American Express plus applicable Interchange Program fees. The "per transaction" pricing shall be guaranteed for the duration of this agreement and any renewals of the agreement as set forth in Section 2, Contract Period. The annual renewal shall include a review of pricing with the potential for pricing discounts based on increases in transaction volumes. Service Provider will conduct quarterly reviews of interchange fees by merchant number to determine if the interchange fees appear appropriate. Service Provider will notify the City if interchange fees increase dramatically as a result of cards being charged to interchange programs with higher interchange fees. Services Agreement RFP 7363 Electronic Payment Processing Page 11 of 13 EXHIBIT C INSURANCE REQUIREMENTS 1. The Service Provider will provide, from insurance companies acceptable to the City, the insurance coverage designated hereinafter and pay all costs. Before commencing work under this bid, the Service Provider shall furnish the City with certificates of insurance showing the type, amount, class of operations covered, effective dates and date of expiration of policies, and containing substantially the following statement: "The insurance evidenced by this Certificate will not be cancelled or materially altered, except after ten (10) days written notice has been received by the City of Fort Collins." In case of the breach of any provision of the Insurance Requirements, the City, at its option, may take out and maintain, at the expense of the Service Provider, such insurance as the City may deem proper and may deduct the cost of such insurance from any monies which may be due or become due the Service Provider under this Agreement. The City, its officers, agents and employees shall be named as additional insureds on the Service Provider's general liability and automobile liability insurance policies for any claims arising out of work performed under this Agreement. 2. Insurance coverages shall be as follows: A. Workers' Compensation & Employer's Liability. The Service Provider shall maintain during the life of this Agreement for all of the Service Provider's employees engaged in work performed under this agreement: Workers' Compensation insurance with statutory limits as required by Colorado law. 2. Employer's Liability insurance with limits of $100,000 per accident, $500,000 disease aggregate, and $100,000 disease each employee. B. Commercial General & Vehicle Liability. The Service Provider shall maintain during the life of this Agreement such commercial general liability and automobile liability insurance as will provide coverage for damage claims of personal injury, including accidental death, as well as for claims for property damage, which may arise directly or indirectly from the performance of work under this Agreement. Coverage for property damage shall be on a "broad form" basis. The amount of insurance for each coverage, Commercial General and Vehicle, shall not be less than $500,000 combined single limits for bodily injury and property damage. In the event any work is performed by a subcontractor, the Service Provider shall be responsible for any liability directly or indirectly arising out of the work performed under this Agreement by a subcontractor, which liability is not covered by the subcontractor's insurance. Services Agreement RFP 7363 Electronic Payment Processing Page 12 of 13 EXHIBIT D CONFIDENTIALITY IN CONNECTION WITH SERVICES provided to the City of Fort Collins (the "City") pursuant to this Agreement (the "Agreement"), the Service Provider hereby acknowledges that it has been informed that the City has established policies and procedures with regard to the handling of confidential information and other sensitive materials. In consideration of access to certain information, data and material (hereinafter individually and collectively, regardless of nature, referred to as "information") that are the property of and/or relate to the City or its employees, customers or suppliers, which access is related to the performance of services that the Service Provider has agreed to perform, the Service Provider hereby acknowledges and agrees as follows: That information that has or will come into its possession or knowledge in connection with the performance of services for the City may be confidential and/or proprietary. The Service Provider agrees to treat as confidential (a) all information that is owned by the City, or that relates to the business of the City , or that is used by the City in carrying on business, and (b) all information that is proprietary to a third party (including but not limited to customers and suppliers of the City) . The Service Provider shall not disclose any such information to any person not having a legitimate need -to -know for purposes authorized by the City. Further, the Service Provider shall not use such information to obtain any economic or other benefit for itself, or any third party, except as specifically authorized by the City. The foregoing to the contrary notwithstanding, the Service Provider understands that it shall have no obligation under this Agreement with respect to information and material that (a) becomes generally known to the public by publication or some means other than a breach of duty of this Agreement, or (b) is required by law, regulation or court order to be disclosed, provided that the request for such disclosure is proper and the disclosure does not exceed that which is required. In the event of any disclosure under (b) above, the Service Provider shall furnish a copy of this Agreement to anyone to whom it is required to make such disclosure and shall promptly advise the City in writing of each such disclosure. In the event that the Service Provider ceases to perform services for the City, or the City so requests for any reason, the Service Provider shall promptly return to the City any and all information described hereinabove, including all copies, notes and/or summaries (handwritten or mechanically produced) thereof, in its possession or control or as to which it otherwise has access. The Service Provider understands and agrees that the City's remedies at law for a breach of the Service Provider's obligations under this Confidentiality Agreement may be inadequate and that the City shall, in the event of any such breach, be entitled to seek equitable relief (including without limitation preliminary and permanent injunctive relief and specific performance) in addition to all other remedies provided hereunder or available at law. Services Agreement RFP 7363 Electronic Payment Processing Page 13 of 13 ACORDI oaTE (..Dm I) •I is CERTIFICATE OF LIABILITY INSURANCE 4/4/2012 PH.OLDER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE RAPPAUF INSURANCE AGENCY HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 1908 S El Camino Real I ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. San Clemente, CA 92672 (949)492-1930 INSURED PAYMENT,PROCESSING INC 8200 CENTRAL AVENUE NEWARK, CA 94560 800 774 6462 COVERAGES INSURERS AFFORDING COVERAGE INSURER A'. HARTFORD INSURER B: INSURER C: INSURER E: p THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTNITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WTH 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. POLICY EFFECTIVE POLICY EXPIRATION JR TYPE IN AN POLICY NUMBER DATE f..OD/YYIi MFV NY LIMITS GENERAL LIABILITY EACH OCCURRENCE S 1 000 000 X COMMERCIAL GENERAL LIABILITY DAMAPREMISEB (EaE ccurence) S 300 000 MED UP(Anyone Pmwn) S 10 000 CLAIMS MACE CI OCCUR PERSONAL aADVINJURY 1,000,000 A Y 72 UUN TQ0832 12/18/11 12/18/12 GENERAL AGGREGATE S 2,000 000 GENL AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMPIOP ADS S 2 ,090 000 PRO - POLICYLOG AUTOMOBILE LIABILITY AUTOMOBILE COMBINED SINGLE LIMIT S 1,000,000 ANY AUrO (Ea arNem) BODILY INJURY ALL OWNED AUTOS SCHEDULED AUTOS (P°r P°'a°^) S A X HRED AUTOS 72 UUN TQ0832 12/18/11 12/18/12 BODILY INJURY $ X NON-0 ED AUTOS (Pere Yq PROPERTY DAMAGE S (P.,aaem) _ GARAGE UABIUTY AUTO ONLY -EA ACCIDENT S OTHER THAN EA ACC S ANY AUTO S AUTO ONLY'. AGO EXCESSAV BRELIA LIABILITY EACH OCCURRENCE C s 6,000,000 000 X I OCCUR CI CLAIMS MADE AGGREGATE S 61000,000 72 PHU TQ0369 12/18/11 12/18/12 S A DEDUCTIBLE$ $ X RETENTION S 10,000 WORKERS COMPENSATION AND WC STATU- OTH- iORV LIMITS ER EMPLOYERS LIABILITY EL. EACH ACCIDENT $ u W E. L. DISEASE -E, EMPLOYEE $ cevueueen [eau m SPEC, AR° svecwL PROVISIONS B.mw EL. DISEASE -Poucv umrt s OTHER DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES IEXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS CERTIFICATE HOLDER IS NAMED AS ADDITIONAL INSURED PER ATTACHED POLICY DOCUMENTS. CERTIFICATE HOLDER CANCELLATION CITY OF FORT COLLINS PURCHASING DIVISION P.O. BOX 580 FORT COLLINS, CO 80522 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR AUTHORIZED REPRESENTATIVE B ACORO® CERTIFICATE OF LIABILITY INSURANCE 1GATE (MMIDD YYYY) F 05/18/2012 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 endomement(s). PRODUCER LOCKTON COMPANIES, LLC 5847 SAN FELIPE, SUITE 320 CONTACT NAME: PHONE FAX Ni: IAIC Net HOUSTON, TX 77057 E-MAIL ADDRESS: INSURER(SI AFFORDING COVERAGE NAIL# INSURER A: ACE American Insurance Company 22667 INSURED INSPERITY, INC. INSURER B INSURER C: 19001 CRESCENT SPRINGS DRIVE KINGWOOD, TX 77339 SEE BELOW INSURER D INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER:3E72NZW9 REVISION NIIMRFR- 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 MAYBE 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 LTR rypE OF INSURANCE ADDL UBR POLICY NUMBER POLICY EFF MMIDDIYYYY POLICY EXP MMIDDNYYY I LIMITS GENERAL LIABILITY EACH OCCURRENCE S COMMERCIAL GENERAL LIABILITY MA T PREMISES Ea oaurmnce S MED E%P (Any one person) $ CLAIMS -MADE OCCUR PERSON ALB AW INJURY S G ENERALAGGREGATE S GEN'LAI GREGATE LIMIT APPLIES PER: PRODUCTS - COMPIOP AEG S POLICY PRO- LOC $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accitlent $ BODILY INJURY (Per person) S ANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY Per accident) ( I S NON -OWNED HIRED AUTOS AUTOS PROPERTY DAMAGE Peraccidmt S 3 UMBRELLA LIAB OCCUR EACH OCCURRENCE S EXCESS LIAB CLAIMS -MADE AGGREGATE $ DED I I RETENTION$ $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN C47041521 10/01/2011 10/01/2012 X WCSTATU- OTH- TORY LIMIT R E.L. EACH ACCIDENT $ 1,000,000 ANY PROPRIETORIPARTNERIEXECUTIVE R EXCLUDED? OFFICE(Mandator,, NIA E.L.DISEASE- EA EMPLOYEE $ 1,000,000 Mandan r,, in N (Mandatoryin ander byes describe OFF DESCRIPTION OF OPERATIONS below E.L. DISEASE- POLICY LIMIT 3 1,000,000 S S S 4 $ DESCRIPTION OF OPERATIONS I LOCATIONS /VEHICLES (Attach ACORD 101, Additional Redi Schedule. If more space Is required) PAYMENT PROCESSING, INC. ( 2244100 ) IS INCLUDED AS A NAMED INSURED THROUGH ENDORSEMENT. CITY OF FORT COLLINS ATTN: FINANCIAL SERVICES PURCHASING DIVISION 215 N MASON ST 2ND FL / PO BOX 580 FORT COLLINS, CO 80522 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Pace 1 0f 1 n 1988-2010 ACORn CORPORATION All rinhla rei.—A ACORD 25 (2010105) The ACORD name and logo are registered marks of ACORD notice of termination to the Service Provider. Such notice shall be delivered at least fifteen (15) days prior to the termination date contained in said notice unless otherwise agreed in writing by the parties. All notices provided under this Agreement shall be effective when mailed, postage prepaid and sent to the following addresses: City: Copyto: Service Provider: City of Fort Collins City of Fort Collins PayPros Attn: Purchasing Attn: Harold Hall Attn: Becky Callis PO Box 580 PO Box 580 8200 Central Avenue Fort Collins, CO 80522 Fort Collins, CO 80522 Newark, CA 94560 In the event of early termination by the City, the Service Provider shall be paid for services rendered to the date of termination, subject only to the satisfactory performance of the Service Provider's obligations under this Agreement. Such payment shall be the Service Provider's sole right and remedy for such termination. 7. Contract Sum. The City shall pay the Service provider for the performance of this Contract, subject to additions and deletions provided herein, per the attached Exhibit "B", consisting of one (1) page, and incorporated herein by this reference. 8. City Representative. The City will designate, prior to commencement of the work, its representative who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the services provided under this agreement. All requests concerning this agreement shall be directed to the City Representative. 9. Independent Service provider. The services to be performed by Service Provider are those of an independent service provider and not of an employee of the City of Fort Collins. The City shall not be responsible for withholding any portion of Service Provider's compensation hereunder for the payment of FICA, Workmen's Compensation or other taxes or benefits or for any other purpose. 10. Personal Services. It is understood that the City enters into the Agreement based on the special abilities of the Service Provider and that this Agreement shall be considered as an agreement for personal services. Accordingly, the Service Provider shall Services Agreement RFP 7363 Electronic Payment Processing Page 2 of 13 neither assign any responsibilities nor delegate any duties arising under the Agreement without the prior written consent of the City. 11. Acceptance Not Waiver. The City's approval or acceptance of, or payment for any of the services shall not be construed to operate as a waiver of any rights or benefits provided to the City under this Agreement or cause of action arising out of performance of this Agreement. 12. Warranty. a. Service Provider warrants that all work performed hereunder shall be performed with the highest degree of competence and care in accordance with accepted standards for work of a similar nature. b. Unless otherwise provided in the Agreement, all materials and equipment incorporated into any work shall be new and, where not specified, of the most suitable grade of their respective kinds for their intended use, and all workmanship shall be acceptable to City. C. Service Provider warrants all equipment, materials, labor and other work, provided under this Agreement, except City -furnished materials, equipment and labor, against defects and nonconformances in design, materials and workmanship/workwomanship for a period beginning with the start of the work and ending twelve (12) months from and after final acceptance under the Agreement, regardless whether the same were furnished or performed by Service Provider or by any of its subcontractors of any tier. Upon receipt of written notice from City of any such defect or nonconformances, the affected item or part thereof shall be redesigned, repaired or replaced by Service Provider in a manner and at a time acceptable to City. 13. Default. Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fail or refuse to perform according to the terms of this agreement, such party may be declared in default thereof. Services Agreement RFP 7363 Electronic Payment Processing Page 3 of 13 14. Remedies. In the event a party has been declared in default, such defaulting party shall be allowed a period of ten (10) days within which to cure said default. In the event the default remains uncorrected, the party declaring default may elect to (a) terminate the Agreement and seek damages; (b) treat the Agreement as continuing and require specific performance; or (c) avail himself of any other remedy at law or equity. If the non -defaulting party commences legal or equitable actions against the defaulting party, the defaulting party shall be liable to the non -defaulting party for the non -defaulting party's reasonable attorney fees and costs incurred because of the default. 15. Binding Effect. This writing, together with the exhibits hereto, constitutes the entire agreement between the parties and shall be binding upon said parties, their officers, employees, agents and assigns and shall inure to the benefit of the respective survivors, heirs, personal representatives, successors and assigns of said parties. 16. Indemnity/Insurance. a. The Service Provider agrees to indemnify and save harmless the City, its officers, agents and employees against and from any and all actions, suits, claims, demands or liability of any character whatsoever brought or asserted for injuries to or death of any person or persons, or damages to property arising out of, result from or occurring in connection with the performance of any service hereunder. b. The Service Provider shall take all necessary precautions in performing the work hereunder to prevent injury to persons and property. C. Without limiting any of the Service Provider's obligations hereunder, the Service Provider shall provide and maintain insurance coverage naming the City as an additional insured under this Agreement of the type and with the limits specified within Exhibit C, consisting of one (1) page, attached hereto and incorporated herein by this reference. The Service Provider before commencing services hereunder, shall deliver to the City's Director of Purchasing and Risk Management, P. O. Box 580 Fort Collins, Colorado 80522 one copy of a Services Agreement RFP 7363 Electronic Payment Processing Page 4 of 13 certificate evidencing the insurance coverage required from an insurance company acceptable to the City. 17. Entire Agreement. This Agreement, along with all Exhibits and other documents incorporated herein, shall constitute the entire Agreement of the parties. Covenants or representations not contained in this Agreement shall not be binding on the parties. 18. Law/Severability. The laws of the State of Colorado shall govern the construction interpretation, execution and enforcement of this Agreement. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement. 19. Prohibition Against Employing Illegal Aliens. Pursuant to Section 8-17.5-101, C.R.S., et. seq., Service Provider represents and agrees that: a. As of the date of this Agreement: 1. Service Provider does not knowingly employ or contract with an illegal alien who will perform work under this Agreement; and 2. Service Provider will participate in either the e-Verify program created in Public Law 208, 104th Congress, as amended, and expanded in Public Law 156, 108th Congress, as amended, administered by the United States Department of Homeland Security (the "e-Verify Program") or the Department Program (the "Department Program"), an employment verification program established pursuant to Section 8-17.5-102(5)(c) C.R.S. in order to confirm the employment eligibility of all newly hired employees to perform work under this Agreement. b. Service Provider shall not knowingly employ or contract with an illegal alien to perform work under this Agreement or knowingly enter into a contract with a subcontractor that knowingly employs or contracts with an illegal alien to perform work under this Agreement. Services Agreement RFP 7363 Electronic Payment Processing Page 5 of 13 C. Service Provider is prohibited from using the e-Verify Program or Department Program procedures to undertake pre -employment screening of job applicants while this Agreement is being performed. d. If Service Provider obtains actual knowledge that a subcontractor performing work under this Agreement knowingly employs or contracts with an illegal alien, Service Provider shall: Notify such subcontractor and the City within three days that Service Provider has actual knowledge that the subcontractor is employing or contracting with an illegal alien; and 2. Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to this section the subcontractor does not cease employing or contracting with the illegal alien; except that Service Provider shall not terminate the contract with the subcontractor if during such three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. e. Service Provider shall comply with any reasonable request by the Colorado Department of Labor and Employment (the "Department") made in the course of an investigation that the Department undertakes or is undertaking pursuant to the authority established in Subsection 8-17.5-102 (5), C.R.S. If Service Provider violates any provision of this Agreement pertaining to the duties imposed by Subsection 8-17.5-102, C.R.S. the City may terminate this Agreement. If this Agreement is so terminated, Service Provider shall be liable for actual and consequential damages to the City arising out of Service Provider's violation of Subsection 8-17.5-102, C.R.S. g. The City will notify the Office of the Secretary of State if Service Provider violates this provision of this Agreement and the City terminates the Agreement for such breach. Services Agreement RFP 7363 Electronic Payment Processing Page 6 of 13 20. Red Flags Rules. Service Provider must implement reasonable policies and procedures to detect, prevent and mitigate the risk of identity theft in compliance with the Identity Theft Red Flags Rules found at 16 Code of Federal Regulations part 681. Further, Service Provider must take appropriate steps to mitigate identity theft if it occurs with one or more of the City's covered accounts and must as expeditiously as possible notify the City in writing of significant breeches of security or Red Flags to the Utilities or the Privacy Committee. 21. Special Provisions. Special provisions or conditions relating to the services to be performed pursuant to this Agreement are set forth in Exhibit "D" - Confidentiality, consisting of one (1) page, attached hereto and incorporated herein by this reference. Services Agreement RFP 7363 Electronic Payment Processing Page 7 of 13 ATTEST: City APPRO D /1'� T FORM: �� Assista ar(',City Af orney ATTEST- CORPTDRATE SECRETARY CITY OF FORT COLLINS, COLORADO a municipal corporation By. Cc� lj Jardes B. O'Nei I II, CPPO, FNIGP Di ecto of Purchasing and Risk Management Date: IL 1 l CORPORATE PRESIDENT OR VICE PRESIDENT Date /� �'�� Cor orate Seal) Services Agreement RFP 7363 Electronic Payment Processing Page 8 of 13 EXHIBIT A SCOPE OF WORK Service Provider shall provide single source payment processing technology and merchant services for a completely integrated Automated Clearing House (ACH) and integrated credit card payment solution on one technical platform. This includes merchant account services supported by a payment gateway technology provider that will interface with a variety of systems across the City's organization. Service Provider will provide to the City throughout the contract term, any additional equipment needed by the city to add additional merchant locations, to replace outdated or unsupported equipment, and to ensure that the City is compliant with industry standards. General Services Overview: • Support the Omni 3750 and newer Omni terminal models, Tech Omni MSR, computers with Magtek devices, devices integrated with keyboard for mag strip. If the City's POS or Management systems uses these, the IDTech or has an IVR system then it can be integrated. • Offers and supports USB POS manual card swipe devices • Supports a variety of eCommerce / Web payments. • Supports Digital Pioneer Intella Pay Machine (parking lot payment machine) • Offers and supports Mobile (iPhone/i Pad) credit card processing. • Offers and supports Enterprise and individual merchant level reporting. • Support all methods of data transmission (dial, batch, lease line, real time and internet), Any product recommendation would be based on a collaborative decision with the software/technology provider and the merchant. For ease of use, technology simplicity and cost, Internet transactions are the most common high-speed connectivity used. Proprietary Gateway Features: • Payments: Credit (U,S, and Canada) , Debit (PIN and Of Hine, U ,S, and Canada), ACH, • Recurring, Batch Processing, Card Present, Card Not Present, E -Commerce, EBT, • Robust Reporting • Security: Along with industry standard security, Service Provider has an in-house Risk • Management / Fraud monitoring Team protecting you and your business, • Simple Integration • Cutting -edge gateway technology • Provides fast, efficient and affordable payment processing to customers, so developers can maintain a competitive edge in the marketplace, • Upgrades and new releases • Integrated quickly and easily, with free integration support from PayPros Developer Services. Services Agreement RFP 7363 Electronic Payment Processing Page 9 of 13