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HomeMy WebLinkAboutAddendum - 2CAG-17-172, Adden #2-25 AMENDMENT NO. 2 TO CAG-17-172 THIS AMENDMENT, dated for reference purposes only as December 20, 2024, is by and between the City of Renton (the "City"), a Washington municipal corporation, and American Traffic Solutions, Inc., doing business as Verra Mobility ("Verra Mobility"). The City and the Verra Mobility are referred to collectively in this Amendment as the "Parties." Once fully executed by the Parties, this Amendment is effective as of the last date signed by both parties. Whereas, the City engaged the services of the Verra Mobility under Agreement CAG-17-172, and all its amendments to provide necessary services for a traffic safety camera system (referred to herein as the "Agreement"); Whereas, the Parties wish to amend the Agreement to formally document a name change by American Traffic Solutions, Inc. (ATS); and Whereas, Verra Mobility, formerly ATS has asked the City to agree to a using the subaccount created by Retail Lockbox and Jack Henry & Associates Inc. for payment processing in the City's name. NOW THEREFORE, It is mutually agreed upon that the Agreement is amended as follows: 1. The Party known as "American Traffic Solutions, Inc." or "ATS" in the Agreement is now doing business as "Verra Mobility". Verra Mobility and ATS are one and the same. 2. Section 2.4.1 and Section 15.2(ii) of the Agreement are amended to clarify the payment processing services through the AxsisTM System, requires the use of Jack Henry & Associates as the payment processor. 3. Section 10.4 of the Agreement is modified to read as follows: Limited Liability. In no event shall Verra Mobility's liability under this Agreement exceed the greater of $1,000,000 or the prior twelve (12) months of Fees paid by City pursuant to this Agreement. Notwithstanding anything to the contrary in this Agreement, neither Party shall be liable to the other, by reason of any representation or express or implied warranty, 0 PAGE 2 OF 4 condition or other term or any duty at common or civil law, for any indirect, incidental, special, lost profits or consequential damages, however caused and on any theory of liability, arising out of or relating to this Agreement. 4. Article 10 of the Agreement is modified to add the following: 10.5 Payment Processing Indemnification by Verra Mobility. The City agrees to sign the attached agreement with Jack Henry & Associates to act as the payment processor for lockbox services pursuant to this Agreement through Retail Lockbox as the gateway. Such agreement between the City of Renton and Jack Henry & Associates is attached hereto as Exhibit A-1 and is incorporated by this reference (hereafter, "Payment Processing Terms"). As consideration for the City agreeing to the Payment Processing Terms, Verra Mobility shall, to the fullest extent permitted by law, indemnify and hold harmless the City (and its elected officials, officers, employees, and agents), and defend the same at its own expense from any and all claims, demands, suits at law or equity, actions, penalties, losses, damages, or costs of whatsoever kind ("claims") brought against or incurred by the City arising out of or in connection with: (a) the gross negligence or willful misconduct of Verra Mobility or Jack Henry & Associates in performance of the Payment Processing Terms, or (b) the City's performance or failure to perform any aspect of the Payment Processing Terms, to the extent such performance or failure is caused by or results from the direction, actions, or omissions of Verra Mobility or Jack Henry & Associates in connection with the Payment Processing Terms; with the sole exception of those claims that are attributed solelyto the negligence or willful misconduct of any City Party. 5. All terms of the Agreement not explicitly modified herein shall remain in full force and effect and such terms shall apply to Work performed according to this Amendment as if fully set forth herein. IN WITNESS WHEREOF, the Parties have voluntarily entered into this Amendment as of the date last signed by the Parties below. CITY OF RENTON By: Schuldt Chief of Police 4- 2� Date 0 PAGE 3 OF 4 American Traffic Solutions, Inc. By: Jon BAdwin, Executive Vice President - Government Solutions Date Approved as to Legal Form By: Approved by Shane Moloney via email 4/30/2025 Alex Tuttle Senior Assistant City Attorney Contract Template Updated 06/17/2021 OOTCA contract no. 0093 0 PAGE 40F 4 EXHIBIT A-1 Enterprise Payment Solutions: Application for Payment Processing jack henry Legal Business Name Federal Tax ID Business Structure City of Renton 916001271 8—Government DBA Name Date Formed Current Ownership Date Stock Symbol City of Renton 1/1/1901 12:00:00 AM Physical Address 1055 S. Grady Way, Renton, Washington, 98057 Billing Address Phone 1 Ext Customer Service Phone Ext Fax Website 425-430-6400 425-430-6400 www.rentonwa.gov How Are Sales Generated? Business Description 921190 Other General Government Support INFORMATIONCONTACT / OWNER / OFFICER Name Title Email Role Kari Roller Finance Administrator kroller@rentonwa.gov , 3—Officer Phone Ext Mobile % Owned DOB SSN State or Federal Issued ID # ID State 425-430-6931 0 Residential Address Continued next page. © 2024 Jack Henry & Associates, Inc.® EPS Application for Payment Processing v05O72024 Page 1 Processing Services ® ACH ❑ JHA SmartPay Remote Deposit Complete— ❑ JHA SmartPay Biller ExpreSSTM ® RemitPlus® ❑ JHA SmartPay Card — Card Gateway: Scanner Make ® JHA SmartPay Remote Deposit Scan— ❑ JHA SmartPay mRDC— ❑ JHA SmartPay Biller Express - (integrated) ® File Upload (ACH or X9) Transaction Types ® ACH Debit ® ACH Debit Recurring ❑ Internet Check (WEB) ❑ Telephone Check (TEL) ❑ ACH Credit ❑ ACH Credit Recurring Scanner Serial Number ® Check 21 ® ACH Accounts Receivable Conversion ❑ ACH Back Office Conversion ❑ ACH Point of Purchase Conversion ❑ Represented Check(RCK) ® ACH Refund ❑ Corporate Trade Exchange(CTX) ACH COLLECTION & REPRESENTMENT Face Amount Representments O—Do not re -present the face amount OPTIONS Timing of First Representment Timing of Final Representment Specify Number of Days Return Fee Presentment Instructions O—Do not re -present the fee amount Return Fee Amount Settlement Instructions Settlement ABA Settlement Account Notes Special Instructions CHECK 21 COLLECTION & Check 21 Face Amount Representments O—Do not re -present the face amount REPRESENTMENT OPTIONS Check 21 Auto Representment Check 21 Timing of Final Representment Specify Number of Days Check 21 Settlement Instructions Check 21 ABA Check 21 Account Velocity Level Single Amount % Location Level 2—Decline Debit Single Trans Amount Debit Single Day Count Credit Single Trans Amount I Credit Single Day Count Continued next page. Daily % 0 Debit Single Day Amount Credit Single Day Amount Debit Period Count Credit Period Count Period % 0 Debit Period Amount Credit Period Amount • •NS / BANK ACCOUNT INFORMATION If you requested more than 500 Locations, they will be provided with your account credentials upon approval of this application. Location Name ABA Routing Number Account Number Account Type Account Purpose City of Renton 121122676 ********4123 0—Checking 0—Settlement and Returns Debit Single Trans Amount Debit Single Day Count Debit Single Day Amount Debit Period Count Debit Period Amount 1500 200 20000 500 60000 Credit Single Trans Amount Credit Single Day Count Credit Single Day Amount Credit Period Count Credit Period Amount ,NOTIFICATION Account Credentials © 2024 Jack Henry & Associates, Inc.® EPS Application for Payment Processing v05O72024 Page 2 Velocity Exceptions & Velocity Warnings impiwretaillockbox.com, rlockbox@retaillockbox.com, support@rctaillockbox.com, salestcam@retaillockbox.com, Continued next page. @ 2024 Jack Henry & Associates, Inc.@ EPS Application for Payment Processing v05072024 Page 3 The business entity identified on Page 1 of this EPS Application for Payment Processing ("Merchant") acknowledges and agrees to the following: 1. MERCHANT CERTIFICATION: To induce JHA, Merchant certifies the accuracy of all the foregoing information and authorizes JHA, Bank, Credit Bureau, or other investigative agency contracted by JHA to investigate any and all references, statements or other data contained herein or obtained from Merchant, other persons, companies or agencies pertaining to Merchant's and/or Guarantor's credit, financial responsibility and accuracy of any of the foregoing information. The undersigned further agrees to notify JHA of any and all changes which may occur from time to time in the information and statements contained herein. 2. WARRANTY OF APPLICATION: This EPS Application for Payment Processing contains, among other things, information describing the nature of Merchant's business and, where applicable, the individuals who are Merchant's principal owners. Merchant warrants to JHA that all information and statements contained in such application are true, correct, and complete. Merchant further agrees to notify JHA promptly of any changes which may occur from time to time regarding any information contained in such application, including, but not limited to, the identity of the principal owners, type of goods and services provided and how sales are completed. Merchant and principal owner(s) identified on approved applications shall be jointly and severally liable to JHA and remain liable for any and all loss, costs and expense suffered or incurred by JHA. 3. JHA FEES: Fees owed to JHA, if any, will be paid by Merchant in accordance with the EPS Merchant Processing Terms of Services and applicable fee schedule. 4. TERMS OF SERVICE: Merchant agrees to purchase from Jack Henry & Associates, Inc. (JHA), and JHA agrees to provide to Merchant, the Services set forth in this Application, pursuant to JHA's Terms of Service, which are incorporated by reference. Capitalized terms used but not defined herein shall have the meanings given to them in the Terms of Service. IN WITNESS WHEREOF, an authorized representative who has the authority to bind Merchant to this EPS Application for Payment Processing and Terms of Service has signed this document where provided below. Name �,y,,- ICI I Signature JHA Reference Information: Opportunity Name: City of Renton Transaction Number: 00139303 Title hOMe- &Mm 7,:0",, Date 6)261,25 © 2024 Jack Henry & Associates, Inc.® EPS Application for Payment Processing v05O72024 Page 4