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AGREEMENT FOR WHOLESALE LOCKBOX SERVICES WITH RETAIL
LOCKBOX, INC.
THIS AGREEMENT, dated Tu 12 , 2018, is by and between the City of Renton (the "City"), a
Washington municipal corpo'fation, and Retail Lockbox, Inc. ("Retail Lockbox, Inc." or
"Consultant"), a Washington corporation. The City and the Consultant are referred to
collectively in this Agreement as the "Parties." Once fully executed by the Parties, this
Agreement is effective as of the last date signed by both parties.
1. Scope of Work: Consultant agrees to provide wholesale lockbox services for the City's
business tax filings and payments as specified in Exhibit A, which is attached and
incorporated herein and may hereinafter be referred to as the "Work."
2. Changes in Scope of Work: The City, without invalidating this Agreement, may order
changes to the Work consisting of additions, deletions or modifications. Any such
changes to the Work shall be ordered by the City in writing and the Compensation shall
be equitably adjusted consistent with the rates set forth in Exhibit A or as otherwise
mutually agreed by the Parties.
3. Time of Performance: Consultant shall commence performance of the Agreement
pursuant to the schedule(s) set forth in Exhibit A. All Work shall be performed by no
later than the date described in Exhibit A.
4. Compensation:
A. Amount. Total compensation to Consultant for Work provided pursuant to this
Agreement shall not exceed $90,000, plus any applicable state and local sales taxes.
Compensation shall be paid based upon Work actually performed according to the
rate(s) or amounts specified in Exhibit A. The Consultant agrees that any hourly or
flat rate charged by it for its Work shall remain locked at the negotiated rate(s)
unless otherwise agreed to in writing or provided in Exhibit A. Except as specifically
provided herein, the Consultant shall be solely responsible for payment of any taxes
imposed as a result of the performance and payment of this Agreement.
B. Method of Payment. On a monthly or no less than quarterly basis during any quarter
in which Work is performed, the Consultant shall submit a voucher or invoice in a
form specified by the City, including a description of what Work has been
performed, the name of the personnel performing such Work, and any hourly labor
charge rate for such personnel. The Consultant shall also submit a final bill upon
completion of all Work. Payment shall be made by the City for Work performed
within ten (10) calendar days after receipt and approval by the appropriate City
representative of the voucher or invoice. If the Consultant's performance does not
meet the requirements of this Agreement, the Consultant will correct or modify its
performance to comply with the Agreement. The City may withhold payment for
work that does not meet the requirements of this Agreement.
C. Effect of Payment. Payment for any part of the Work shall not constitute a waiver by
the City of any remedies it may have against the Consultant for failure of the
Consultant to perform the Work or for any breach of this Agreement by the
Consultant.
D. Non-Appropriation of Funds. If sufficient funds are not appropriated or allocated for
payment under this Agreement for any future fiscal period, the City shall not be
obligated to make payments for Work or amounts incurred after the end of the
current fiscal period, and this Agreement will terminate upon the completion of all
remaining Work for which funds are allocated. No penalty or expense shall accrue to
the City in the event this provision applies.
5. Termination:
A. Either party reserves the right to terminate this Agreement at any time, with or
without cause by giving ten (10) calendar days' notice to the other party in writing.
In the event of such termination or suspension, all finished or unfinished
documents, data, studies, worksheets, models and reports, or other material
prepared by the Consultant pursuant to this Agreement shall be submitted to the
City, if any are required as part of the Work.
B. In the event this Agreement is terminated by the City, the Consultant shall be
entitled to payment for all hours worked to the effective date of termination, less all
payments previously made. If the Agreement is terminated by the City after partial
performance of Work for which the agreed compensation is a fixed fee, the City
shall pay the Consultant an equitable share of the fixed fee. This provision shall not
prevent the City from seeking any legal remedies it may have for the violation or
nonperformance of any of the provisions of this Agreement and such charges due to
the City shall be deducted from the final payment due the Consultant. No payment
shall be made by the City for any expenses incurred or work done following the
effective date of termination unless authorized in advance in writing by the City.
6. Warranties And Right To Use Work Product: Consultant represents and warrants that
Consultant will perform all Work identified in this Agreement in a professional and
PAGE 2 OF 10
workmanlike manner and in accordance with all reasonable and professional standards
and laws. Compliance with professional standards includes, as applicable, performing
the Work in compliance with applicable City standards or guidelines (e.g. design criteria
and Standard Plans for Road, Bridge and Municipal Construction). Professional
engineers shall certify engineering plans, specifications, plats, and reports, as applicable,
pursuant to RCW 18.43.070. Consultant further represents and warrants that all final
work product created for and delivered to the City pursuant to this Agreement shall be
the original work of the Consultant and free from any intellectual property
encumbrance which would restrict the City from using the work product. Consultant
grants to the City a non-exclusive, perpetual right and license to use, reproduce,
distribute, adapt, modify, and display all final work product produced pursuant to this
Agreement. The City's or other's adaptation, modification or use of the final work
products other than for the purposes of this Agreement shall be without liability to the
Consultant. The provisions of this section shall survive the expiration or termination of
this Agreement.
7. Record Maintenance: The Consultant shall maintain accounts and records, which
properly reflect all direct and indirect costs expended and Work provided in the
performance of this Agreement and retain such records for as long as may be required
by applicable Washington State records retention laws, but in any event no less than six
years after the termination of this Agreement. The Consultant agrees to provide access
to and copies of any records related to this Agreement as required by the City to audit
expenditures and charges and/or to comply with the Washington State Public Records
Act (Chapter 42.56 RCW). The provisions of this section shall survive the expiration or
termination of this Agreement.
8. Public Records Compliance: To the full extent the City determines necessary to comply
with the Washington State Public Records Act, Consultant shall make a due diligent
search of all records in its possession or control relating to this Agreement and the
Work, including, but not limited to, e-mail, correspondence, notes, saved telephone
messages, recordings, photos, or drawings and provide them to the City for production.
In the event Consultant believes said records need to be protected from disclosure, it
may, at Consultant's own expense, seek judicial protection. Consultant shall indemnify,
defend, and hold harmless the City for all costs, including attorneys' fees, attendant to
any claim or litigation related to a Public Records Act request for which Consultant has
responsive records and for which Consultant has withheld records or information
contained therein, or not provided them to the City in a timely manner. Consultant shall
produce for distribution any and all records responsive to the Public Records Act request
in a timely manner, unless those records are protected by court order. The provisions of
this section shall survive the expiration or termination of this Agreement.
9. Independent Contractor Relationship:
PAGE 3 Or 10
A. The Consultant is retained by the City only for the purposes and to the extent set
forth in this Agreement. The nature of the relationship between the Consultant and
the City during the period of the Work shall be that of an independent contractor,
not employee. The Consultant, not the City, shall have the power to control and
direct the details, manner or means of Work. Specifically, but not by means of
limitation, the Consultant shall have no obligation to work any particular hours or
particular schedule, unless otherwise indicated in the Scope of Work or where
scheduling of attendance or performance is mutually arranged due to the nature of
the Work. Consultant shall retain the right to designate the means of performing the
Work covered by this agreement, and the Consultant shall be entitled to employ
other workers at such compensation and such other conditions as it may deem
proper, provided, however, that any contract so made by the Consultant is to be
paid by it alone, and that employing such workers, it is acting individually and not as
an agent for the City.
B. The City shall not be responsible for withholding or otherwise deducting federal
income tax or Social Security or contributing to the State Industrial Insurance
Program, or otherwise assuming the duties of an employer with respect to
Consultant or any employee of the Consultant.
C. If the Consultant is a sole proprietorship or if this Agreement is with an individual,
the Consultant agrees to notify the City and complete any required form if the
Consultant retired under a State of Washington retirement system and agrees to
indemnify any losses the City may sustain through the Consultant's failure to do so.
10. Hold Harmless: The Consultant agrees to release, indemnify, defend, and hold harmless
the City, elected officials, employees, officers, representatives, and volunteers from any
and all claims, demands, actions, suits, causes of action, arbitrations, mediations,
proceedings, judgments, awards, injuries, damages, liabilities, taxes, losses, fines, fees,
penalties, expenses, attorney's or attorneys' fees, costs, and/or litigation expenses to or
by any and all persons or entities, arising from, resulting from, or related to the
negligent acts, errors or omissions of the Consultant in its performance of this
Agreement or a breach of this Agreement by Consultant, except for that portion of the
claims caused by the City's sole negligence.
Should a court of competent jurisdiction determine that this agreement is subject to
RCW 4.24.115, (Validity of agreement to indemnify against liability for negligence
relative to construction, alteration, improvement, etc., of structure or improvement
attached to real estate...) then, in the event of liability for damages arising out of bodily
injury to persons or damages to property caused by or resulting from the concurrent
negligence of the Consultant and the City, its officers, officials, employees and
volunteers, Consultant's liability shall be only to the extent of Consultant's negligence.
PAGE 4 OF 10
It is further specifically and expressly understood that the indemnification provided in
this Agreement constitute Consultant's waiver of immunity under the Industrial
Insurance Act, RCW Title 51, solely for the purposes of this indemnification. The Parties
have mutually negotiated and agreed to this waiver. The provisions of this section shall
survive the expiration or termination of this Agreement.
11. Gifts and Conflicts: The City's Code of Ethics and Washington State law prohibit City
employees from soliciting, accepting, or receiving any gift, gratuity or favor from any
person, firm or corporation involved in a contract or transaction. To ensure compliance
with the City's Code of Ethics and state law, the Consultant shall not give a gift of any
kind to City employees or officials. Consultant also confirms that Consultant does not
have a business interest or a close family relationship with any City officer or employee
who was, is, or will be involved in selecting the Consultant, negotiating or administering
this Agreement, or evaluating the Consultant's performance of the Work.
12. City of Renton Business License: The Consultant shall obtain a City of Renton Business
License prior to performing any Work and maintain the business license in good
standing throughout the term of this agreement with the City.
Information regarding acquiring a city business license can be found at:
http://www.rentonwa.gov/cros/One.aspx?portalld=7922741&pageld=9824$82
Information regarding State business licensing requirements can be found at:
http://dor.wa.gov/doing-business/register-mv-business
13. Insurance: Consultant shall secure and maintain:
A. Commercial general liability insurance in the minimum amounts of $1,000,000 for
each occurrence/$2,000,000 aggregate for the Term of this Agreement.
B. In the event that Work delivered pursuant to this Agreement either directly or
indirectly involve or require Professional Services, Professional Liability, Errors and
Omissions coverage shall be provided with minimum limits of $1,000,000 per
occurrence. "Professional Services", for the purpose of this section, shall mean any
Work provided by a licensed professional or Work that requires a professional
standard of care.
C. Workers' compensation coverage, as required by the Industrial Insurance laws of
the State of Washington, shall also be secured.
D. Commercial Automobile Liability for owned, leased, hired or non-owned, leased,
hired or non-owned, with minimum limits of $1,000,000 per occurrence combined
PAGE 5 OF 10
single limit, if there will be any use of Consultant's vehicles on the City's Premises by
or on behalf of the City, beyond normal commutes.
E. Consultant shall name the City as an Additional Insured on its commercial general
liability policy on a non-contributory primary basis.The City's insurance policies shall
not be a source for payment of any Consultant liability, nor shall the maintenance of
any insurance required by this Agreement be construed to limit the liability of
Consultant to the coverage provided by such insurance or otherwise limit the City's
recourse to any remedy available at law or in equity.
F. Subject to the City's review and acceptance, a certificate of insurance showing the
proper endorsements, shall be delivered to the City before performing the Work.
G. Consultant shall provide the City with written notice of any policy cancellation,
within two (2) business days of their receipt of such notice.
14. Delays: Consultant is not responsible for delays caused by factors beyond the
Consultant's reasonable control. When such delays beyond the Consultant's reasonable
control occur, the City agrees the Consultant is not responsible for damages, nor shall
the Consultant be deemed to be in default of the Agreement.
15. Successors and Assigns: Neither the City nor the Consultant shall assign, transfer or
encumber any rights, duties or interests accruing from this Agreement without the
written consent of the other.
16. Notices: Any notice required under this Agreement will be in writing, addressed to the
appropriate party at the address which appears below (as modified in writing from time
to time by such party), and given personally, by registered or certified mail, return
receipt requested, by facsimile or by nationally recognized overnight courier service.
Time period for notices shall be deemed to have commenced upon the date of receipt,
EXCEPT facsimile delivery will be deemed to have commenced on the first business day
following transmission. Email and telephone may be used for purposes of administering
the Agreement, but should not be used to give any formal notice required by the
Agreement.
CITY OF RENTON CONSULTANT
Nate Malone Craig Dawson
1055 South Grady Way 105 14th Avenue, Suite300
Renton, WA 98057 Seattle, WA 98122
Phone: (425) 430-6936 Phone: (206) 624-2871
nmalone@rentonwa.gov Craig@Retaillockbox.com
PAGE 6 OF 10
Fax: (425)430-6957 Fax: (206) 614-2872
17. Discrimination Prohibited: Except to the extent permitted by a bona fide occupational
qualification,the Consultant agrees as follows:
A. Consultant, and Consultant's agents, employees, representatives, and volunteers
with regard to the Work performed or to be performed under this Agreement, shall
not discriminate on the basis of race, color, sex, religion, nationality, creed, marital
status, sexual orientation or preference, age (except minimum age and retirement
provisions), honorably discharged veteran or military status, or the presence of any
sensory, mental or physical handicap, unless based upon a bona fide occupational
qualification in relationship to hiring and employment, in employment or application
for employment, the administration of the delivery of Work or any other benefits
under this Agreement, or procurement of materials or supplies.
B. The Consultant will take affirmative action to insure that applicants are employed
and that employees are treated during employment without regard to their race,
creed, color, national origin, sex, age, sexual orientation, physical, sensory or mental
handicaps, or marital status. Such action shall include, but not be limited to the
following employment, upgrading, demotion or transfer, recruitment or recruitment
advertising, layoff or termination, rates of pay or other forms of compensation and
selection for training.
C. If the Consultant fails to comply with any of this Agreement's non-discrimination
provisions, the City shall have the right, at its option, to cancel the Agreement in
whole or in part.
D. The Consultant is responsible to be aware of and in compliance with all federal,
state and local laws and regulations that may affect the satisfactory completion of
the project, which includes but is not limited to fair labor laws, worker's
compensation, and Title VI of the Federal Civil Rights Act of 1964, and will comply
with City of Renton Council Resolution Number 4085.
18. Miscellaneous:The parties hereby acknowledge:
A. The City is not responsible to train or provide training for Consultant.
B. Consultant will not be reimbursed for job related expenses except to the extent
specifically agreed within the attached exhibits.
C. Consultant shall furnish all tools and/or materials necessary to perform the Work
except to the extent specifically agreed within the attached exhibits.
0
PAGE 7 OF 10
D. In the event special training, licensing, or certification is required for Consultant to
provide Work he/she will acquire or maintain such at his/her own expense and, if
Consultant employs, sub-contracts, or otherwise assigns the responsibility to
perform the Work, said employee/sub-contractor/assignee will acquire and or
maintain such training, licensing, or certification.
E. This is a non-exclusive agreement and Consultant is free to provide his/her Work to
other entities, so long as there is no interruption or interference with the provision
of Work called for in this Agreement.
F. Consultant is responsible for his/her own insurance, including, but not limited to
health insurance.
G. Consultant is responsible for his/her own Worker's Compensation coverage as well
as that for any persons employed by the Consultant.
19. Other Provisions:
A. Approval Authority. Each individual executing this Agreement on behalf of the City
and Consultant represents and warrants that such individuals are duly authorized to
execute and deliver this Agreement on behalf of the City or Consultant.
B. General Administration and Management. The City's project manager is Nate
Malone. In providing Work, Consultant shall coordinate with the City's contract
manager or his/her designee.
C. Amendment and Modification. This Agreement may be amended only by an
instrument in writing, duly executed by both Parties.
D. Conflicts. In the event of any inconsistencies between Consultant proposals and this
Agreement, the terms of this Agreement shall prevail. Any exhibits/attachments to
this Agreement are incorporated by reference only to the extent of the purpose for
which they are referenced within this Agreement. To the extent a Consultant
prepared exhibit conflicts with the terms in the body of this Agreement or contains
terms that are extraneous to the purpose for which it is referenced, the terms in the
body of this Agreement shall prevail and the extraneous terms shall not be
incorporated herein.
E. Governing Law. This Agreement shall be made in and shall be governed by and
interpreted in accordance with the laws of the State of Washington and the City of
Renton. Consultant and all of the Consultant's employees shall perform the Work in
accordance with all applicable federal, state, county and city laws, codes and
ordinances.
PAGE 8 OF 10
F. Joint Drafting Effort. This Agreement shall be considered for all purposes as
prepared by the joint efforts of the Parties and shall not be construed against one
party or the other as a result of the preparation, substitution, submission or other
event of negotiation, drafting or execution.
G. Jurisdiction and Venue. Any lawsuit or legal action brought by any party to enforce
or interpret this Agreement or any of its terms or covenants shall be brought in the
King County Superior Court for the State of Washington at the Maleng Regional
Justice Center in Kent, King County, Washington,or its replacement or successor.
H. Severability. A court of competent jurisdiction's determination that any provision or
part of this Agreement is illegal or unenforceable shall not cancel or invalidate the
remainder of this Agreement,which shall remain in full force and effect.
I. Sole and Entire Agreement. This Agreement contains the entire agreement of the
Parties and any representations or understandings, whether oral or written, not
incorporated are excluded.
J. Time is of the Essence. Time is of the essence of this Agreement and each and all of
its provisions in which performance is a factor. Adherence to completion dates set
forth in the description of the Work is essential to the Consultant's performance of
this Agreement.
K. Third-Party Beneficiaries. Nothing in this Agreement is intended to, nor shall be
construed to give any rights or benefits in the Agreement to anyone other than the
Parties, and all duties and responsibilities undertaken pursuant to this Agreement
will be for the sole and exclusive benefit of the`Parties and no one else.
L. Binding Effect. The Parties each bind themselves, their partners, successors, assigns,
and legal representatives to the other party to this Agreement, and to the partners,
successors, assigns, and legal representatives of such other party with respect to all
covenants of the Agreement.
M. Waivers. All waivers shall be in writing and signed by the waiving party. Either
party's failure to enforce any provision of this Agreement shall not be a waiver and
shall not prevent either the City or Consultant from enforcing that provision or any
other provision of this Agreement in the future. Waiver of breach of any provision of
this Agreement shall not be deemed to be a waiver of any prior or subsequent
breach unless it is expressly waived in writing.
PAGE 9OF10
N. Counterparts. The Parties may execute this Agreement in any number of
counterparts, each of which shall constitute an original, and all of which will
together constitute this one Agreement.
IN WITNESS WHEREOF,the Parties have voluntarily entered into this Agreement as of the date
last signed by the Parties below.
CITY OF R TON CONSULTANT
By: �`iri ;te By: „
Denis Law Craig Da r-Fm
Mayor
� President
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Date Date
Attest
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Cit Clerk - fade *1
Approved as to Legal Form : : SEA L
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Shane Moloney
Renton City Attorney
Contract Template Updated 04/10/2018
•
PAGE 10 OF 10
w LOC(BOX Retail Lockbox,Inc.
105 14th Avenue,Suite 300
Seattle,WA 98122
206-624-2871
EXHIBIT A TO AGREEMENT TO PROVIDE "LOCKBOX"
PAYMENT PROCESSING SERVICES
A. Definitions:
a) Transaction
a. A Transaction is defined as the posting of an amount to an account and/or the
processing of a check.
b) Regular Transactions
a. Regular Transactions will be defined as a coupon transaction that includes an
OCR scanline and standardized envelope for remittance. These will include those
transactions, mutually agreed upon between Retail Lockbox, Inc. and Client,
including 1) the dollar amount on the check and coupon match, 2) the check and
stub do not match.
c) Manual Transactions
a. Manual Transactions will be defined as those transactions agreed upon between
Retail Lockbox, Inc. and Client, where there is no usable OCR scanline. Examples
of this could include but are not limited to 1) a check with a damaged coupon 2)
a check with or without an account number 3) a check with no coupon 4)
illegible coupon information 5) there are multiple checks or coupons associated
with a single transaction.
d) Exceptions and Unprocessable Transactions
a. This category includes remittance materials considered to be unprocessable
based on Client business rules or defective condition of the materials received.
Examples include but are not limited to: damaged check; incomplete or
inaccurate MICR; or no check enclosed.
Retail Lockbox,Inc.—Marked"Confidential"by Retail Lockbox,Inc. (Subject to Washington Public Records Act,chapter 1
42.56 RCW)
Retail ockbox,Inc.
LOCKgpx
10514"'Avenue,Suite 300
Seattle,WA 98122
206-624-2871
B. Client shall:
1. Provide its customers with a statement document or other form of credit
document to be returned with payments, together with directions to mail such
returns to the specified post office box ("lockbox").
2. Provide a P.O. Box in a mutually agreeable Post Office facility for receipts of
payments. Retail Lockbox, Inc. shall facilitate the acquisition and logistics on
behalf of Client.
3. Pay to Retail Lockbox, Inc., the charges provided for in Schedule B.
C. Retail Lockbox, Inc. shall:
1. Create and document specific processing instructions for internal use and based
on Client's business rules.
2. Present the total of all payments received for the Client from the lockbox into a
corporate bank account,to be identified by Client.
3. Capture payment information as agreed upon with Client and based on the
materials received for Client.
4. Provide detail and summary reports of each day's transactions.
5. Mail or courier all go-back/return work and unprocessable materials based on
the Client's processing instructions.
D. All parties agree:
1. Payments and coupons received by Retail Lockbox, Inc. will be processed within
24 hours from the time received each business day. If, because of mechanical or
power failure or events beyond the control of Retail Lockbox, Inc., it cannot
process, then Retail Lockbox, Inc. will process the information the next business
day.
2. Retail Lockbox, Inc. will follow the holiday schedule of the Seattle Branch of the
Federal Reserve Bank of San Francisco and / or the United States Postal Service.
Payments and information received on any such holiday will be processed with
items received on the next business day.
3. All items will be processed by Retail Lockbox, Inc. except those mutually
determined to be "unprocessable" as specified above under "Definitions."
Retail Lockbox,Inc.—Marked"Confidential"by Retail Lockbox,Inc. (Subject to Washington Public Records Act,chapter 2
42.56 RCW)
—' n n Retail Lockbox,Inc.
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w IOC�UX 105 14th Avenue,Suite 300
Seattle,WA 98122
206-624-2871
4. The coupon must conform to document specifications as published by Retail
Lockbox, Inc. In the event of document reject rate greater than 2%, Retail
Lockbox, Inc. will notify the Client and jointly work out a remedy within 15 days.
5. The pricing in Schedule B of Exhibit A is subject to an annual increase of no more
than the Seattle—Tacoma —Bremerton consumer Price Index (CPI) for all items.
6. The term of this agreement is for 3 years beginning on Client's Go-Live date. The
Agreement will automatically renew for subsequent one year periods unless
written notice of intent not to renew the Agreement is provided by one party to
the other not less than forty five (45) days prior to the end of the initial term and
any renewal term of the Agreement.
7. The parties will cooperate in good faith and use reasonable efforts to informally
resolve any such dispute. If the parties are unable to resolve a dispute
informally, then either party may pursue formal resolution.
8. Retail Lockbox, Inc. represents and warrants that it will provide the services in a
professional manner consistent with commercially reasonable standards of the
lockbox processing industry. EXCEPT FOR THE LIMITED WARRANTY IN THIS
SECTION 8, THE SERVICES ARE PROVIDED ON AN AS-IS BASIS. RETAIL LOCKBOX,
INC. EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR
IMPLIED, INCLUDING, WITHOUT LIMITATION FITNESS FOR A PARTICULAR
PURPOSE AND AGAINST NONINFRINGEMENT. IN NO EVENT SHALL RETAIL
LOCKBOX INC. BE LIABLE TO CLIENT FOR CONSEQUENTIAL, EXEMPLARY,
INDIRECT, SPECIAL OR INCIDENTAL DAMAGES OR BE LIABLE TO ANY THIRD
PARTY FOR ANY DAMAGES WHATSOEVER.
9. Retail Lockbox, Inc. is not a licensed or chartered bank and the lockbox services
provided by Retail Lockbox, Inc. are not those of a presenting, intermediary or
payee bank. The parties expressly disclaim application of Article 4 of the Uniform
Commercial Code (as the same is enacted in the State of Washington) to the
services provided under this Agreement.
10. Client represents and warrants that it has all requisite power, authority and
approvals to provide Retail Lockbox, Inc. all information, including payment and
coupons including personally identifiable information, provided pursuant to this
agreement. Retail Lockbox, Inc. will maintain the privacy and security of
personally identifiable information provided by Client to Retail Lockbox, Inc.
11. [Omitted.]
Retail Lockbox,Inc.—Marked"Confidential"by Retail Lockbox,Inc. (Subject to Washington Public Records Act,chapter 3
42.56 RCW)
Retail Lockbox,Inc.
d '�/�u 105 14th Avenue,Suite 300
j_JI W Seattle,WA 98122
206-624-2871
12. CONFIDENTIALITY. Retail Lockbox, Inc. acknowledges that Client, as a
Washington local government, has obligations under the Washington Public
Records Act, chapter 42.56 RCW (the "Public Records Act"). In the event of
conflict or possible conflict between the terms of this Agreement and Client's
obligations under the Public Records Act, the parties expressly agree that Client's
Public Records Act obligations control and that Client incurs no liability to Retail
Lockboxk, Inc. for Client's efforts to comply with the Public Records Act. In no
event shall either party use information regarding the other party's operations,
strategies, organization, finances, business, trade secrets, pricing, and customer
information obtained from the other party, whether marked confidential or not,
and any information obtained from the other party that is marked confidential or
about which notice of confidentiality is given within 30 days of the receiving
party's receipt of such information to compete with the other party in its
business.
Retail Lockbox,Inc.—Marked"Confidential"by Retail Lockbox,Inc. (Subject to Washington Public Records Act,chapter 4
42.56 RCW)
—� ///��� n/� Retail Lockbox,Inc.
crtLOCK0 105 14th Avenue,Suite 300
(W n Seattle,WA 98122
206-624-2871
SCHEDULE A OF EXHIBIT A
Processing provided relates to payments by customers for:
City of Renton
P.O. Box To Be Provided
Definition of electronic file data transmission and exception handling specifications:
To be finalized during implementation with Client
Bank Account Number:
Bank Routing and Transit Number: To be provided
Bank Account Number: To be provided
Statement of Work
Provide wholesale lockbox services for the City of Renton's business tax and license filings and payments
as specified in the details below.
Assumptions:
✓ around 6,000 combined tax and business license renewal forms per year
✓ 120 fields to key in total
✓ XML file format
Due Dates:
Multipurpose Tax Form:
Annual 1/31
Quarterly 1/31,4/30, 7/31, 10/31
Monthly 1/31, 2/28, 3/31,4/30, 5/31, 6/30, 7/31, 8/31, 9/30, 10/31, 11/30,
12/31
Business License Renewal 1/31
Tax payments may be submitted with multiple tax return forms:
✓ Multi-Purpose Tax Return
o No more than 12 fields to key
✓ Schedule A—Service Income Apportionment Detail
✓ Footage Tax Detail
Retail Lockbox,Inc.—Marked"Confidential"by Retail Lockbox,Inc. (Subject to Washington Public Records Act,chapter 5
42.56 RCW)
0 C Q Retail Lockbox,Inc.
105 14th Avenue,Suite 300
I WOX Seattle,WA 98122
206-624-2871
✓ Schedule C- Multiple Activities Tax Credit Form
✓ Schedule D- Deduction
o 20 additional fields to key
There is no barcode on tax return forms currently. The City of Renton may add a barcode in the future
for more efficient processing. For now, the City of Renton will provide a daily customer database file for
Retail Lockbox, Inc.to match against.
Business License Renewal:
Fields to key:
✓ License#
✓ UBI
✓ Year
✓ Due Date
1. Retail Lockbox, Inc. will collect mail from the designated Post Office Box the morning of each
banking day.
2. Retail Lockbox, Inc. will open envelopes, remove and inspect enclosures — matching check
amounts to tax return forms.(By postmark.)
Indexing
3. Retail Lockbox, Inc. will key tax filing information from the tax return forms, Schedule A,
Schedule C, Schedule D and related envelopes. The City of Renton will provide sample tax
returns when available. In addition, the postmark date from each envelope containing the
return forms may need to be keyed.
Go Back
4. Retail Lockbox, Inc. will image or retain the envelope together with the enclosed tax return
forms, any other enclosures, and the check or an image of the check for each payment for
return to the City.
Manual/ Exceptions
5. Retail Lockbox, Inc. will separately batch Multi-Purpose Tax Returns with information fields
noted on the back and correspondence attached. We will not separate out the returns and
payments that are received in the same envelope.
Unprocessable
6. Retail Lockbox, Inc. will identify and batch items that do not have sufficient information to be
processed for return to the City for further instructions (go-backs).
7. Retail Lockbox, Inc. will ensure that the back up information for all payment and filings
processed are delivered to the City by 5:00 PM.
Retail Lockbox,Inc.—Marked"Confidential"by Retail Lockbox,Inc. (Subject to Washington Public Records Act,chapter 6
42.56 RCW)
-i
OC Retail Lockbox,Inc.
105 14 Avenue,Suite 300
(BOX 14 `n Seattle,WA 98122
206-624-2871
Deposit
8. Retail Lockbox, Inc will deposit Checks Only (received with no backup form) and an image copy
made to allow City of Renton to research and post the payment to the correct account.
9. Retail Lockbox, Inc. will image all items processed both check and stub. Images of all items
processed will be provided to the City of Renton via SFTP in PDF format daily.
a. City of Renton has the option of researching images on the internet with RetailWeb the
day after the items are processed,as an additional service.
b. Retail Lockbox, Inc.will image every envelope received in the lockbox.
10. City of Renton will provide a list of acceptable payees with all others to be returned.
11. Retail Lockbox, Inc. will provide a daily deposit into a corporate account at US Bank by the
bank's cutoff time each business day. Check 21 Image-based Cash Letter is the preferred
method of deposit.
12. Retail Lockbox, Inc. will shred all materials received with an ICL deposit. Other materials will be
returned to City of Renton as needed via USPS or courier.
13. Retail Lockbox, Inc. will return correspondence if needed on a mutually agreeable courier
schedule.
14. Retail Lockbox, Inc. will provide City of Renton with Detail and Summary Reports electronically
on each day work that is processed. On days with no incoming remittances to process, Retail
Lockbox, Inc. will provide City of Renton with a courtesy "No Work" notification email.
15. All account data will be communicated daily to City of Renton via electronic transfer based on
the file layouts mutually agreed upon by City of Renton and Retail Lockbox, Inc.
a. A daily file with metadata will be provided for upload into the City of Renton's in-house
content management system, Lazer Fiche.
b. A daily Accounts Receivable Posting File will be provided for upload into the City of
Renton's accounts receivable system, Praxis.
Retail Lockbox,Inc.—Marked"Confidential"by Retail Lockbox,Inc. (Subject to Washington Public Records Act,chapter 7
42.56 RCW)
Retail Lockbox,Inc.
105 14`h Avenue,Suite 300
tip LOC(Box Seattle,WA 98122
206-624-2871
SCHEDULE B TO EXHIBIT A
Lockbox Processing Services
Per Transaction Set up to
Item Price Pricing $ 2.47 twelve fields
A combination of a Routine Tax Form with one or all of
Forms A, C or D, and with or without a check, and annual
(please Describe) business licenses. Review and/or key data in the fields on
Forms C and D and envelope. Not inclusive of review or
keying data from Forms A and B.
Includes the following 3 line items:
1. Per item pricing for routine processing of payments
2. Per item pricing for routine entry of data from tax return forms and envelopes
3. Per item pricing for any exceptions to routine processing (go-backs)
Implementation & Programming $4,680.00 one-time
Daily A/R Posting File $ 227.00 per month
Daily Image File $ 220.00 per month
Indexing $ 0.15 per field keyed over 12
fields per form
Database Management $ 227.00 per month
Optional RetailWEB Image Hosting
RetaiIWEB Image Hosting $ 33.00 per month
Includes:
• One (1) User
• Upload and viewing checks and stubs
• Notes field
• Correspondence on stub lookup
• Edit field capability
Additional RetailWEB Users(optional) $ 33.00 per user per month
Image Storage for RetailWEB $0.0033 per image, per month
Other Fees
Retail Lockbox,Inc.—Marked"Confidential"by Retail Lockbox,Inc. (Subject to Washington Public Records Act,chapter 8
42.56 RCW)
Retail Lockbox,Inc.
IAA/TVA, 105 14'h Avenue,Suite 300
tYSeattle,WA 98122
206-624-2871
Overnight/Certified Mailed Items $ 5.20 per transaction
Cash Handling $ 6.50 per transaction
P.O. Box Fees $ As Billed
Courier Fees $As Billed
Annual Compliance Fee 3.9%of Annual Billings
(Billed annually in December)
Change Request or Maintenance Charges $ 195.00 per hour
Terms: All fees for the prior month will be billed by the 3rd day of the next month. The fees will be due
on the 10th of the month and collected via an ACH electronic transfer from Bank (To Be Provided)
account number(To Be Provided)on that date.
If Client reasonably and in good faith disputes all or any portion of a bill, Client will notify RLI in writing
within ten (10) days from the date of Client's receipt of the bill, provide the reasons for the objection,
and pay any portion of the bill which is not in dispute. If Client's account is ten (10) days or more
overdue (except with respect to charges under reasonable and good faith dispute), RLI reserves the right
to immediately suspend services, without liability to the Client, until Client pays all overdue amounts in
full. Suspension of services will not relieve Client of its obligation to pay the service fees as outlined in
Schedule B.
The above pricing is predicated on the above Statement of Work. Changes to the Statement of Work
may require additional charges billed at the rate of$195.00 per hour.
Retail Lockbox, Inc. is allocating 24 hours of labor for the implementation of these services. If additional
labor is required, additional charges may be billed at the rate of$195.00 per hour.
Retail Lockbox,Inc.—Marked"Confidential"by Retail Lockbox,Inc. (Subject to Washington Public Records Act,chapter 9
42.56 RCW)