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Home My WebLink About23C219 - Iron MountainCONTRACT ABSTRACT Contract/Amendment Name of Contract: Company Name: Company Contact: Email: Summary of Services: Contract Price: Contract Term: Public Integrity/ Business Disclosure Forms: Contract Administration Lead Department: Contract Administrator/ Ext: Contract Approvals Council/City Manager Approval Date: Agreement Number: Amendment Number: Contract Compliance Exhibits: Insurance: Routed By: Bonds: Business License: Sole Source Co-Op CoOp Agmt #: Sole Source Documents: CoOp Name: CoOp Pricing: By: Submitted on: Contract Abstract Form Rev 8.16.23 Authorized Signers: Name, Email (Corporations require 2 signatures) Cooperative Purchase of Data Management Services Agreement Iron Mountain Information Management, LLC Cheryl Douglas cheryl.douglas@ironmountain.com Storage of Backup tapes containing City Data. (Account # 44122.199872) $2,997.96 + $3,388.68 + $500(Contingency) = $6,886.64 2 Year: (9/1/23 - 8/31/25) N/A Kimberly Dahms: Kimberly.Dahms@ironmountain.com Information Technology Larry Klingaman N/A 23C219 #1 Yes Yes Yes Department N/A No GS-03F-049GA $6,886.64 9/10/2024 Rene Sanchez Docusign Envelope ID: 8DF3BC88-438F-4575-A20D-D62F06EDA470 Page 1 of 6 Revised: 10.31.23 AMENDMENT NO. 1 TO THE COOPERATIVE PURCHASE OF DATA MANAGEMENT SERVICES AGREEMENT 23C219 BETWEEN THE CITY PALM SPRINGS AND IRON MOUNTAIN INFORMATION MANANGEMENT, LLC 1. Parties and Date. This Amendment No. 1 to the Cooperative Purchase of Data Management Services Agreement is made and entered into as of this 16th day of September, 2024, by and between the City of Palm Springs (“City”) and Iron Mountain Information Management, LLC, a Delaware Limited Liability Company with its principal place of business at 1101 Enterprise Dr Royersford, PA 19468 (Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties.” 2. Recitals. 2.1 Agreement. The City and Contractor have entered into an agreement entitled “Cooperative Purchase of Data Management Services Agreement” dated October 3rd, 2023 (“Agreement”) for the purpose of retaining the services of Contractor to provide storage of backup tapes containing City of Palm Springs data for an amount of $2,997.96 and a term of 9/1/2023 to 8/31/2024. 2.2 Amendment. The City and Contractor desire to amend the Agreement to extend term for one year and add additional compensation in the amount of $3,388.68 with $500 contingency for a new not to exceed value of $6,886.64. 2.3 Amendment Authority. This Amendment No. 1 is authorized pursuant to Section 1 of the Agreement. 3. Terms. 3.1 1. Term. Section 1 of the Agreement is hereby amended in its entirety to read as follows: “Term. The term of this Agreement shall commence on the date of Customer’s signature or, if later, the Effective Date set forth on the first page of this Agreement. The initial term of this Agreement shall continue for one (2) years after commencement from 9/1/2023 to 8/31/2025. Upon expiration of the initial term, the term may be extended via contractual amendment executed by both parties. In the event that IM continues to hold Deposits after the expiration or termination of this Agreement, the terms of this Agreement shall continue to apply until all Deposits have been removed from IM’s facility, except that IM may adjust rates upon thirty (30) days’ written notice.” “Exhibit A: Schedule A Pricing Schedule is attached hereto and incorporated herein by reference.” Docusign Envelope ID: 8DF3BC88-438F-4575-A20D-D62F06EDA470 Page 2 of 6 Revised: 10.31.23 3.2 Continuing Effect of Agreement. Except as amended by this Amendment No. 1, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 1. From and after the date of this Amendment No. 1, whenever the term “Agreement” or “Contract” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 1. 3.3 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 1. 3.4 Severability. If any portion of this Amendment No. 1 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5 Counterparts. This Amendment No. 1 may be executed in duplicate originals, each of which is deemed to be an original, but when taken together shall constitute but one and the same instrument. [SIGNATURES ON FOLLOWING PAGE] Docusign Envelope ID: 8DF3BC88-438F-4575-A20D-D62F06EDA470 Page 3 of 6 Revised: 10.31.23 SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND IRON MOUNTAIN INFORMATION MANAGEMENT, LLC IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. CONTRACTOR: By: _____________________________________ By: _________________________________________ Signature Signature (2nd signature required for Corporations) Date: Date: CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: n/a Item No. n/a APPROVED AS TO FORM: ATTEST: By: ___________________________ By: _______________________________ City Attorney City Clerk APPROVED: By: _______________________________ Date: City Manager – over $50,000 Deputy/Assistant City Manager – up to $50,000 Director – up to $25,000 Manager – up to $5,000 Docusign Envelope ID: 8DF3BC88-438F-4575-A20D-D62F06EDA470 9/24/2024 9/24/2024 Page 4 of 6 Revised: 10.31.23 Exhibit A: Schedule A: Pricing Schedule Docusign Envelope ID: 8DF3BC88-438F-4575-A20D-D62F06EDA470 Page 5 of 6 Revised: 10.31.23 Docusign Envelope ID: 8DF3BC88-438F-4575-A20D-D62F06EDA470 Page 6 of 6 Revised: 10.31.23 Docusign Envelope ID: 8DF3BC88-438F-4575-A20D-D62F06EDA470 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or 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 endorsement(s). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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 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. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2016 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 11/01/2023 11/01/2024 25,000 of Marsh USA LLC X D 20702 10,000,000 SCF C5073965A (WI) 22667 WCU C50739697 (OH & WA) 10,000,000 A X C 1,000,000 11/01/2024 X ACE Property and Casualty Insurance Company EXCESS WC & 11/01/2023 CN102809999-IM-GAWU-23-24 1,000,000 43575 . 11/01/2024 NYC-011840738-00 11/01/2023 X 2,000,000 10/27/2023 0 500,000 11/01/2024 EMP. LIABILITY 2,000,000 X SIR 1,000,000 1,000,000 A 11/01/2024 11/01/2023 11/01/2023 X 20699 ISA H10773970 Each Accident/Emp for Disease 25,000 WLR C50739570 (AOS) XEU G27918359 009 1,000,000 Coverage includes Iron Mountain Inc and all subsidiaries and affiliates including: Iron Mountain Information Management, LLC, Iron Mountain Information Management Services, Inc., Iron Mountain Secure Shredding Inc. and Iron Mountain Fulfillment Services and Iron Mountain Intellectual Property Management Inc. ACE Fire Underwriters Ins. Co. 85 NEW HAMPSHIRE AVENUE IRON MOUNTAIN INCORPORATED PORTSMOUTH, NH 03801 1,000,000 ACE American Insurance Company X 1166 Avenue of the Americas MARSH USA, LLC. Attn: Norwalk.certrequest@marsh.com Fax: 212-948-0929 New York, NY 10036 HDO G47360079 Indemnity Insurance Company of North America N Portsmouth, NH 03801 Iron Mountain Incorporated 85 New Hampshire Avenue 11/01/2023 B 2,000,000 X A 10,000,000 11/01/2024 Docusign Envelope ID: 8DF3BC88-438F-4575-A20D-D62F06EDA470 ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: MARSH USA, LLC. �� 2 New York Certificate of Liability Insurance �� 25 �� Willis places the above Umbrella/Excess coverage for Iron Mountain Incorporated and Marsh only provides evidence as a courtesy. �� 85 NEW HAMPSHIRE AVENUE��IRON MOUNTAIN INCORPORATED�� PORTSMOUTH,NH 03801�� 2 CN102809999 �� Docusign Envelope ID: 8DF3BC88-438F-4575-A20D-D62F06EDA470 CITY OF PALM SPRINGS 3200 E TAHQUITZ CANYON WAY, PALM SPRINGS, CA 92262 (760) 322-8328 BUSINESS LICENSE CERTIFICATE Fees Paid:$293.00 ISSUANCE OF THIS LICENSE DOES NOT ENTITLE THE LICENSEE TO OPERATE OR MAINTAIN A BUSINESS IN VIOLATION OF ANY OTHER LAW OR ORDINANCE. THIS IS NOT AN ENDORSEMENT OF THE ACTIVITY NOR OF THE APPLICANT'S QUALIFICATIONS. Business Name:IRON MOUNTAIN INFORMATION MGMT DBA: Owner:IRON MOUNTAIN INFORMATION MGMT Mailing Address:C/O EY LCS PO BOX 25210 NASHVILLE, TN 37202 License Number:ICA-000964-2023 Expiration Date:04/30/2025 PLEASE NOTE THAT IT IS YOUR RESPONSIBILITY TO RENEW AND UPDATE THIS LICENSE ANNUALLY. Business Location:3455 N INDIAN CANYON DR N, PALM SPRINGS, CA 92262 Business Description:RECORD STORAGE TO BE POSTED IN A CONSPICUOUS PLACE Docusign Envelope ID: 8DF3BC88-438F-4575-A20D-D62F06EDA470 CONTRACT ABSTRACT Contract/Amendment Name of Contract: Company Name: Company Contact: Email: Summary of Services: Contract Price: Contract Term: Public Integrity/ Business Disclosure Forms: Contract Administration Lead Department: Contract Administrator/ Ext: Contract Approvals Council/City Manager Approval Date: Agreement Number: Amendment Number: Contract Compliance Exhibits: Insurance: Routed By: Bonds: Business License: Sole Source Co-Op CoOp Agmt #: Sole Source Documents: CoOp Name: CoOp Pricing: By: Submitted on: Contract Abstract Form Rev 8.16.23 Authorized Signers: Name, Email (Corporations require 2 signatures) Iron Mountain Iron Mountain Laura Rogers laura.rogers@ironmountain.com Storage of backup tapes containing city data. 2,997.96 9/1/23-8/31/24 N/A kimberly.dahms@ironmountain.com Gregory Swennumson: gregory.swennumson@ironmountain.com Information Technology Larry Klingaman N/A 23C219 N/A Yes Yes Yes Procurement N/A No GS-03F-049GA 2,997.96 8/30/24 Kendall Bradley DocuSign Envelope ID: CE7B4D16-24A2-4C14-BEDC-D7E845067E33 IM-5000 rev. JULY 2020 © 2017 Iron Mountain Incorporated Page 1 of 4 C USTOMER A GREEMENT IRON MOUNTAIN INFORMATION MANAGEMENT, LLC Address of Iron Mountain Branch/District Office: Iron Mountain Information Management, LLC FOR IRON MOUNTAIN PURPOSES ONLY 2710 Gateway Oaks Drive Account Number: NAICS Code: Sacramento, CA 95833 Branch/District Cost Ctr. No.: Contract Effective Date: September 1, 2023 - August 31, 2024 CUSTOMER: CITY OF PALM SPRINGS BILLING ADDRESS (If Different): Street Address: 3200 E. Tahquitz Canyon Way Street or Box No.: City: Palm Springs State: CA Zip + 4: 92262 City: State: Zip + 4: Primary Contact and Title: Larry Klingaman, IT Director Billing Contact: Telephone: 760-323-8235 E-mail: larry.klingaman@palmspringsca.gov Fax: N/A Telephone: E-mail: Fax: Iron Mountain Information Management, LLC (“Iron Mountain” or “IM”) will perform the services described on schedules annexed to this Agreement, either physically or by reference (each a “Schedule”), and Customer will pay IM for such services according to the rates and provisions in the Schedules. All services will be provided subject to this Agreement, which consists of this page, the Basic Terms and Conditions, the Schedules and the Glossary of terms that can be found at http://cic.ironmountain.com. VALUE OF DEPOSITS. Customer declares, for the purposes of this Agreement, that (a) with respect to hard-copy (paper) records, microfilm and microfiche stored pursuant to this Agreement, the value of such stored items is $1.00 per carton, linear foot of open-shelf files, container or other storage unit, and (b) with respect to round reel tape, audio tape, video tape, film, data tape, cartridges or cassettes or other non-paper media stored pursuant to this Agreement, the value of such stored items is equal to the cost of replacing the physical media. Customer acknowledges that it has declined to declare an excess valuation, for which an excess valuation fee would have been charged. LIMITATION OF LIABILITY. Iron Mountain’s liability, if any, for loss or destruction of, or damage to, materials stored with Iron Mountain (“Deposits” or “Items”) is limited to the value of each Deposit as described above, or as otherwise set forth herein. Iron Mountain’s maximum liability with respect to services not related to storage is the amount paid by Customer for a discrete project or, if the loss is related to service of an ongoing and continuing nature, six months of fees paid by Customer for such service. Other limitations on Iron Mountain’s and/or Customer’s liability are set forth on the following pages. GSA Disaster Recovery. Customer represents that it is authorized to purchase the services under Iron Mountain’s Federal Supply Schedule number GS-03F-049GA with the General Services Administration (“GSA Schedule,”) through the Disaster Recovery Purchasing Program, and any products and services purchased under any Order issued hereunder will be used in preparation or response to disasters or recovery from major disasters declared by the President, or recovery from terrorism or nuclear, biological, chemical, or radiological attacks. DocuSign Envelope ID: CE7B4D16-24A2-4C14-BEDC-D7E845067E33 IM-5000 rev. JULY 2020 © 2017 Iron Mountain Incorporated Page 2 of 4 CUSTOMER: I RON M OUNTAIN Individual Signing: [print name] Individual Signing: [print name] Signature: Signature: Title: Title: Signing Date: Signing Date: In order to keep Customer apprised of Iron Mountain’s service offerings, new regulations that may be of interest to customers and similar information, Iron Mountain will add Customer’s representative to its informational mailing list, if an email address is provided above, to receive newsletters and communications through email or postal delivery. Customer may elect to unsubscribe any time after receiving the first newsletter or communication. DocuSign Envelope ID: CE7B4D16-24A2-4C14-BEDC-D7E845067E33 10/3/2023 Kimberly Dahms Public Sector Contracts Administrator 10/3/2023 Larry Klingaman IT Director SIGNATURE PAGE TO COOPERATIVE PURCHASE OF DATA MANAGEMENT SERVICES AGREEMENT BETWEEN THE CITY OF PALM SPRINGS AND IRON MOUNTAIN INFORMATION MANAGMENT, LLC IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. CONTRACTOR: By: _____________________________ By: _____________________________ Signature Signature (2nd signature required for Corporation) Date: ___________________________ Date: ___________________________ CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: N/A Item No. N/A APPROVED AS TO FORM: ATTEST: By: _____________________________ By: _____________________________ City Attorney City Clerk APPROVED: By: _____________________________ Date: ____________________________ City Manager – over $50,000 Deputy/Assistant City Manager – up to $50,000 Director – up to $25,000 Manager – up to $5,000 DocuSign Envelope ID: CE7B4D16-24A2-4C14-BEDC-D7E845067E33 10/3/2023 10/3/2023 10/3/2023 IM-5000 rev. JULY 2020 © 2017 Iron Mountain Incorporated Page 3 of 4 BASIC TERMS AND CONDITIONS (Based on terms and conditions promulgated by Professional Records & Information Services Management) The following terms and conditions shall apply to this Agreement. 1. Term. The term of this Agreement shall commence on the date of Customer’s signature or, if later, the Effective Date set forth on the first page of this Agreement. The initial term of this Agreement shall continue for one (1) year after commencement. Upon expiration of the initial term, the term will continue with automatic renewals for additional one (1) year terms, unless written notice of non-renewal is delivered by either party to the other not less than thirty (30) days prior to the expiration date. In the event that IM continues to hold Deposits after the expiration or termination of this Agreement, the terms of this Agreement shall continue to apply until all Deposits have been removed from IM’s facility, except that IM may adjust rates upon thirty (30) days’ written notice. 2. Charges. Rates and charges shall be as specified in the Pricing Schedule (Schedule A) and/or other Schedules. Rates and charges for storage and services shall remain fixed for the first year of this Agreement, and may thereafter be changed at any time by IM upon thirty (30) days’ written notice. Transportation surcharges apply and change monthly without notice in accordance with IM’s fuel surcharge policy, which may be found at http://cic.ironmountain.com/fuelsurcharge/. 3. Customer Instructions. Customer warrants that it is the owner or legal custodian of the Deposits and has full authority to store the Deposits and direct their disposition in accordance with this Agreement. IM will perform services pursuant to the direction of Customer’s agent(s) identified pursuant to IM’s standards. Authority granted to any persons on standard authorization forms shall constitute Customer’s representation that the identified persons have full authority to order any service, including disposal or removal of Deposits. Such orders may be given in person, by telephone or in writing (fax, email or hard-copy). Customer releases IM from all liability by reason of the destruction of materials pursuant to Customer’s authorization. 4. Operational Procedures. Customer shall comply with IM’s reasonable operational requirements, as modified from time to time, regarding cartons, carton integrity, delivery/pickup/account closing volumes, preparation for pickup, security, secure shredding protocols, access and similar matters. Extraordinary volume requests (defined as 125% of the average volume over the immediately preceding three month period) may involve additional costs, such as overtime, which Customer will pay at IM’s overtime rates, provided Customer consents to such costs in advance. 5. Force Majeure. Neither party shall be liable for delay or inability to perform caused by acts of God, governmental actions, labor unrest, acts of terrorism, riots, unusual traffic delays or other causes beyond its reasonable control. 6. Governmental Orders. IM is authorized to comply with any subpoena or similar order related to the Deposits, at Customer’s expense, provided that IM notifies Customer promptly upon receipt thereof, unless such notice is prohibited by law. IM will cooperate with Customer’s efforts to quash or limit any subpoena, at Customer’s expense. 7. Confidentiality. "Confidential Information" means any information (i) contained in the Deposits, (ii) concerning or relating to the property, business and affairs of the party disclosing such information that is furnished to the receiving party, and (iii) regarding this Agreement, its Schedules and IM’s processes and procedures; except for information that was previously known to the receiving party free of any obligation to keep it confidential, is subsequently made public by the disclosing party or is disclosed by a third party having a legal right to make such disclosure. Confidential Information shall be used only in the manner contemplated by this Agreement and shall not be intentionally disclosed to third parties without the disclosing party’s written consent. IM shall not obtain any rights of any sort in or to the Confidential Information of Customer contained in Deposits. IM shall implement and maintain reasonable safeguards designed to protect Customer’s Confidential Information. 8. Limitation of Liability. a. Liability for Loss or Damage to Deposits. IM shall not be liable for any loss or destruction of, or damage to, Deposits, including costs resulting from a loss of a Deposit constituting a breach of data security or confidentiality, unless such loss or damage resulted from IM’s negligence. If liable, the amount of IM’s liability is limited as provided on the first page hereof. Deposits are not insured by IM against loss or damage, however caused. Customer may insure Deposits through third-party insurers for any amount. Customer shall cause its insurers of Deposits to waive any right of subrogation against IM. b. Liability for Non-Storage Services. With respect to services not related to the storage of Deposits, IM shall not be liable for any loss or default unless such loss or default is due to the negligence of IM. If liable, the amount of IM’s liability is limited as provided on the first page hereof. IM shall not be liable for the loss of contents of shredding bins unless and until the contents are in the custody and control of IM. c. No Consequential Damages. In no event shall either party be liable for any consequential, incidental, special or punitive damages, or for loss of profits or loss of data, regardless of whether an action is brought in tort, contract or under any other theory. DocuSign Envelope ID: CE7B4D16-24A2-4C14-BEDC-D7E845067E33 IM-5000 rev. JULY 2020 © 2017 Iron Mountain Incorporated Page 4 of 4 9. ITAR/EAR Compliance. Customer represents that none of the Deposits stored by Iron Mountain pursuant to this Agreement require protection from access by foreign persons because they contain technical information regarding defense articles or defense services within the meaning of the International Traffic in Arms Regulations (22 CFR 120) or technical data within the meaning of the Export Administration Regulations (15 CFR 730-774). If any of Customer’s Deposits do contain any such information, Customer shall notify Iron Mountain of the specific Deposits that contain such information and acknowledges that special storage and service rates shall apply thereto. 10. Non-Custodial Status. Unless Iron Mountain shall have explicitly agreed in writing, Iron Mountain’s performance of services shall not cause Iron Mountain to be deemed a “custodian” of the records or “designee” of Customer under state or federal law with respect to such records. 11. Notice of Claims. Claims by Customer must be presented in writing within a reasonable time, in no event longer than ninety (90) days after delivery or return of the Deposits to Customer, or ninety (90) days after Customer is notified of loss, damage or destruction to part or all of the Deposits. 12. Notice of Loss. When Deposits have been lost, damaged or destroyed, Iron Mountain shall, upon confirmation of the event, report the matter in writing to Customer. 13. Payment Terms. Payment terms are net, thirty (30) days. Customer shall be liable for late charges totaling one percent (1%) per month of the outstanding balance. At any time during the term of this Agreement, IM may require Customer to enroll in electronic payment (including auto-pay) at no additional charge to Customer if: (i) Customer fails to pay its charges pursuant to the payment terms herein; or (ii) Customer’s annual account charges meet IM’s requirement for electronic payment. Prior to delivery of Deposits upon expiration, termination, or substantial withdrawal, IM may require full payment in advance. 14. Customer Default. If Customer fails to pay IM’s charges (other than disputed charges) within sixty (60) days after the date of an invoice, IM may suspend service. If Customer fails to pay IM’s charges (other than disputed charges) for six (6) months or longer, IM may securely destroy Deposits, provided IM shall have provided ninety (90) days’ written notice to Customer; Customer shall pay IM’s standard price for such secure destruction. A final notice will be sent to Customer ten (10) days prior to secure destruction of the Deposits. IM shall have other rights and remedies as may be provided by law. In the event IM takes any actions pursuant to this Section, it shall have no liability to Customer or anyone claiming by or through Customer. 15. Termination. Either party may terminate this Agreement upon written notice to the other party in the event that the other party shall have breached any of its material obligations hereunder and shall not have cured such default within forty-five (45) days after written notice of such default, subject to the fees set forth in the applicable Schedule(s). 16. Safe Materials and Premises. Customer shall not store with IM or place in shredding bins any material that is highly flammable, may attract vermin or insects, or is otherwise dangerous or unsafe to store or handle, or any material that is regulated by federal or state law or regulation relating to the environment or hazardous materials. Customer shall not store negotiable instruments, jewelry, check stock or other items that have intrinsic value. Customer warrants that it shall only place paper-based materials in the shredding bins. Customer shall reimburse IM for damage to equipment or injury to personnel resulting from Customer’s breach of this warranty. 17. Purchase Orders. In the event that Customer issues a purchase order to IM covering the services provided under this Agreement, any terms and conditions set forth in the purchase order which are in addition to or establish conflicting terms and conditions to those set forth in this Agreement are expressly rejected by IM. 18. Miscellaneous. IM may subcontract its obligations under this Agreement, in whole or in part, to an affiliate. Neither party may assign this Agreement in whole or in part, except to an affiliate, without the prior written consent of the other party. An affiliate means any entity controlling, controlled by, under common control with, or having a common parent with IM or Customer. Any notice made pursuant to this Agreement may be given in writing at the addresses set out on the first page hereof until written notice of a change of address has been received. Notices to IM shall be sent to the attention of its General Manager. IM may exercise all rights granted to warehousemen by the Uniform Commercial Code as adopted in the state where the Deposits are stored. In the event of inconsistency between these Basic Terms and Conditions and a Schedule, the Basic Terms and Conditions shall prevail as to the services covered thereby. This Agreement shall be governed by the laws of the state in which Customer’s office identified in this Agreement is located except for conflicts of laws principles. DocuSign Envelope ID: CE7B4D16-24A2-4C14-BEDC-D7E845067E33 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 Schedule A: Pricing Schedule ►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►► Data Management Services Under GSA MAS Contract GS-03F-049GA Services in Commercial Facilities (Non - Federal Records) Federal Agency:City of Palm Springs Special Item Number: 493110RM - Physical Records Management Services Contract Award No.GS-03F-049GA Contact:Kendall Bradley District Name/Number: Customer Account Number: 44122.199872 Effective Dates: This Proposal was prepared by Laura.Rogers on 7/24/2023 laura.rogers@ironmountain.com 703.889.6135 This Schedule A and the terms of the Price List for GSA MAS Contract – GS-03F-049GA "Terms and Conditions Applicable to Records Management, Data Management, Document Conversion, Image on Demand, Secure Shred Services, Secure IT Asset Disposition Services and Federal Data Center Colocation Services" including the Glossary of terms for records that can be found at http://www.ironmountain.com/support/how-it-works, will be incorporated into any contract resulting from this Proposal between Iron Mountain Information Management, LLC., (the "Company" or "Iron Mountain") and City of Palm Springs (the “Customer”). The Glossary includes definitions of the terms used in this Pricing Schedule and details regarding our services, standard processes, and billing practices. In addition, restrictions applicable to volume and/or applicable timeframes for some service transaction types are provided in the Glossary under each service type. This Data Management Pricing Schedule supersedes and terminates any prior Records Management Pricing Schedule and/or Schedule A existing between Iron Mountain and the Customer for the customer accounts noted below. Notice: This document includes Iron Mountain confidential information. If provided directly to a Federal entity: This Proposal contains Iron Mountain confidential and proprietary information. Such data are exempt from FOIA disclosure under 5 U.S.C. § 552 (b)(4),(7), prohibited from disclosure under 18 U.S.C. § 1905, and are submitted based on the understanding that information is being provided under an assurance of confidentiality. The data subject to this restriction are contained in all pages hereof. ©2023 Iron Mountain Incorporated. All rights reserved. Iron Mountain and the design of the mountain are registered trademarks of Iron Mountain Incorporated in the U.S. and other countries. All other trademarks are the property of their respective owners. If provided to a non-Federal entity or individual: The information contained herein is subject to a mutual Non-Disclosure Agreement and may be used for evaluation and the preparation of your proposal response only. To the extent that the information is used in a proposal response to a Federal entity, you agree to mark the information in accordance with the restrictions of data as prescribed in FAR 52.215-1(e), Restriction on disclosure and use of data (NOV 2021). TIN: 23-2588479 DUNS: 621417633 CAGE Code: 1F2Y7 Iron Mountain Information Management LLC. The terms and conditions set forth in this Pricing Schedule, including the pricing offered herein, are only valid for acceptance by Customer for a period of ninety (90) calendar days from effective date of this Pricing Schedule. 9/1/2023 - 8/31/2024 ironmountain.com/government | 1.800.899.IRON 1 DocuSign Envelope ID: CE7B4D16-24A2-4C14-BEDC-D7E845067E33 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 Backup Tape Vaulting ►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►►► ► TRANSPORTATION DESCRIPTION PRICE PER ▪DMC10 - Transportation - Scheduled (<50 Miles One Way)$37.27 Visit ▪DMC11 - Transportation - Standard Special Delivery $21.27 Visit ▪DMC12 - Transportation - Critical Special Emergency Delivery $150.88 Visit ▪DMC14 - Transportation - Holiday/Weekend Service $31.26 Visit ▪DMC13 - Transportation - Sub-Account $0.48 Visit Special Service - Pickup/Delivery service initiated to occur within a specific time frame or request for service from Customer's Authorized Representative. Charges for Special Service are in addition to the Schedule Service trip charge. Scheduled Service - Scheduled Pickup/Delivery services are provided during Regular Business Hours (local time) during Business Days, excluding Holidays ironmountain.com/government | 1.800.899.IRON 2 ► VAULTING DESCRIPTION PRICE PER ▪DMC01 - Slotted Media - Active $0.179 Slot ▪DMC02 - Round Reel Tape Storage $0.357 Slot ▪DMC06 - Individual Media Handling $0.20 Tape Handled ▪DMC03 - Containers (small)$7.959 Container ▪DMC04 - Containers (medium)$12.611 Container ▪DMC05 - Containers (large)$13.388 Container ▪DMC07 - Container Handling $1.41 Container Handled ▪DMC08 - Transport Containers $4.49 Container ▪DMC09 - Transport Cart (480 capacity)$131.37 Cart ► OTHER MONTHLY FEES Monthly fee for account maintenance, support, and administrative services. DESCRIPTION PRICE PER ▪DMC16 - Administrative Fee $18.12 Account Number ▪DMC15 - Minimum Monthly Invoice Charge $184.10 Per Invoice Vaulting Services are billed monthly in arrears Use of third party carriers for Disaster Recovery Testing and Library Moves requires the completion of the Third Party Transportation Authorization form The service of storing of media items at an Iron Mountain facility. See specific container size descriptions in the Price Estimate. DocuSign Envelope ID: CE7B4D16-24A2-4C14-BEDC-D7E845067E33 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 ironmountain.com/government | 1.800.899.IRON 3 Quotation for Service – One-Time fees GS-03F-049GA Customer Number: 44122.199872 Transportation Services Monthly Est Qty Price Price Estimate Iron Mountain has provided firm fixed unit prices based on GSA schedule and the estimated quantities as outlined in the quote below. Iron Mountain bills based on actual use. Quotation for Service – Monthly fees GS-03F-049GA Customer Number: 44122.199872 Transportation Services Monthly Est Qty Price Price Estimate DMC10 Transportation - Scheduled (<50 Miles One Way)5 $37.27 Visit $186.35 Storage DMC01 Slotted Media - Active 90 $0.179 Slot $16.110 DMC06 Individual Media Handling 52 $0.20 Tape Handled $10.40 DMC07 Container Handling 7 $1.41 Cont Handle $9.87 DMC08 Transport Containers 2 $4.49 Container $8.98 Program Fees DMC16 Administrative Fee 1 $18.12 Month $18.12 Iron Mountain has provided firm fixed unit prices based on GSA schedule and the estimated quantities as outlined in the quote below. Iron Mountain bills based on actual use. Base Year Estimated Recurring Per Month Price Base Year Estimated Total Recurring Price Quotation for Service – Total Estimated Costs $0.00 $2,997.96 One-time Estimated Price Base Year Estimated Total Recurring Price Base Year Total Estimated Price $249.83 $2,997.96 $2,997.96 ► CONTRACT TERMS Any contract arising from this pricing submission, including open market items to the extent applicable, shall incorporate the General and relevant service-specific Special Terms and Conditions in Contractor’s Authorized Federal Supply Schedule Pricelist for GSA Schedule GS-03F-049GA, including limitations on liability and exclusion of consequential damages. Any additional or different Customer terms and conditions must be approved in writing by Iron Mountain. If a State and local entity is purchasing from Iron Mountain’s GSA MAS contract pursuant to the U.S. General Services Administration's Disaster Purchasing Program the following language must be placed on any subsequent Purchase Order: "This order is placed under GSA Schedule number GS-03F-049GA under the authority of the GSA Disaster Purchasing program. The products and services purchased will be used in preparation or response to disasters or recovery from major disaster declared by the President, or recovery from terrorism or nuclear, biological, chemical, or radiological attack.” In order to promote efficiency and responsiveness to our customers, Iron Mountain maintains minimum dollar thresholds by service line for orders for which we will provide a quote, and of those, we maintain dollar thresholds for orders for which we will negotiate terms and conditions. Accordingly, if this quote is for an order less than $25,000 ($10,000 if you are a customer with previously negotiated terms and conditions), Iron Mountain will not negotiate terms and conditions and will contract only on the basis of Iron Mountain’s standard terms and conditions (or the terms and conditions we have previously negotiated with you.) DocuSign Envelope ID: CE7B4D16-24A2-4C14-BEDC-D7E845067E33 DocuSign Envelope ID: CE7B4D16-24A2-4C14-BEDC-D7E845067E33 DocuSign Envelope ID: CE7B4D16-24A2-4C14-BEDC-D7E845067E33 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or 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 endorsement(s). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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 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. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2016 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 1,000,000 HDO G47359661 SCF C50740924 (WI) NYC-010952449-16 1,000,000 X 43575 SIR Attn: Norwalk.certrequest@marsh.com Fax: 212-948-0929 N X11/01/2022 17 11/01/2023 11/01/2022 ISA H10770087 EXCESS WORKERS COMPENSATION B 2,000,000 1,000,000 20702 Indemnity Insurance Company of North America 1,000,000 X A X 09/12/2023 500,000 11/01/2022 1,000,000 11/01/2022 The City of Palm Springs, its officials, employees and agents are additional insured with respects to General Liability, but only to the extent of Iron Mountain’s liabilities agreed to under the written agreement or contract with certificate holder, and only as it relates to services and limits required by written agreement or contract. This insurance is primary and non-contributory over any existing insurance as it pertains to the X Palm Springs, CA 92262 City of Palm Springs general liability and limited to liability arising out of the operations of the named insured and where required by written contract. A C ACE Fire Underwriters Ins. Co. CN102809999-IM-GAW-22-23 Each Accident/Emp for Disease 25,000 11/01/2023 2,000,000 AND EMPLOYERS LIABILITY 1,000,000 22667 1,000,000 1,000,000 11/01/2023 WLR C50740833 (AOS) 501 MERRITT 7 MARSH USA, LLC. NORWALK, CT 06856 ONE FEDERAL STREET IRON MOUNTAIN INCORPORATED BOSTON, MA 02110 WCU C50741023 (OH & WA) 11/01/2022 3200 E. Tahquitz Canyon Way A ... 11/01/2023 11/01/2023 ACE American Insurance Company DocuSign Envelope ID: CE7B4D16-24A2-4C14-BEDC-D7E845067E33 DocuSign Envelope ID: CE7B4D16-24A2-4C14-BEDC-D7E845067E33 DocuSign Envelope ID: CE7B4D16-24A2-4C14-BEDC-D7E845067E33