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HomeMy WebLinkAboutA6959 - CENTRAL COMMUNICATIONS CORP - VACATION RENTAL COMPLIANCE 24/7 HOTLINE CONTRACT SERVICES AGREEMENT . . . . Vacation.Rental Compliance Call:Center 24/7 Hotline:Services THIS. CONTRA CT.-SERVICES AGREEMENT ("Agreement") is. entered into; and effective-on March 29, 2019, between-.the CITY OF.PALM SPRINGS,-.a-,California charter city and, municipal: corporation-. (`-`City').-and.-:Central .Communications; Corp., a brand: of MAP Communications Inc., a _Delaware. corporation; ("Contractor").: :City: and: Contractor are: individually referred to as"Party." and.are:collectively_referred to as the"Parties". RECITALS A. City has:determined that there:is a.need:for:Vacation:Rental:Compliance Call Center 24/7 -Hotline Services. ("Project"). B. - Contractor.has submitted to City aproposal to provide Vacation Rental_Compliance- Call Center,24/7 Hotline Services to the City for the Project under the terms of this Agreement. C. Contractor is qualified by.virtue of its experience; .training- education, reputation, . . and expertise to provide these cervices and has agreed to provide such services as provided in this . _ ..Agreement: D. Citydesires to-retain.Contractor to provide such contract serdices: In consideration of these promises and.mutual obligations, covenants, and:conditions;the Parties agree.as follows: A GREEMENT 1. SERVICES:OF CONTRACTOR 1.1 Scone:of Services. In compliance with all: terms. :and conditions of this Agreement;.Contractor agrees to.perform the contract services set forth in.thi Scope of Services described in 'Exhibit `.°A" (the "Services".or "Work") .;.which is attached and incorporated..by reference: : .As a. material• inducemenf.to the.City.entering into.this Agreement; :Contractor . represents acid warrants that Contractor is a provider of first class work and contract_services and' that Contractor.is experienced in performing the Work and:Services contemplated and;.in light of . such status and experience; Contractor covenants that it shall follow the highest contract standards,: in performing the Work and Services required in this Agreement. .For putposes of this Agreement; the:phrase:"highest contract standards":shall mean those standards of.practice recognized as High . quality among well-qualif ed and experienced contracts performing similar._work under similar. circumstances. 1.2 Contract Documents. The Agreement between.the Parties.shall consist of the following::(l)this Agreement;(2).the Scope of Services;(3)the City's Request for Proposals;and; (4) the Contractor's_signed, original:proposal submitted-to-the City. ("Contractor's:Proposal"); Revised:1,31/,81 ORIGINAL. BID 720669.1 AND/OR AGREEMENT (collectively-referred to as the."Contract Documents').. The.City'.s Request.for Proposals-and.the Contractor's Proposal; which .ate'both- attached.:as. Exhibits:`"B". and ".C";. :respectively; are incorporated by reference and are-made-a part of.this:Agreement. The Scope of Services shall include the Contractor's Proposal, All provisions of the Scope of Services; the City's Request for Proposals and.the-Contractor's Proposal shall-be binding on the Parties. Should any:conflict'or inconsistency exist in the Contract.Documents;the conflict.or inconsistency shall-be.resolved by applying the provisions in the highest priority document; which shall .be determined in-the following order:of priority: (ls�the.provisions of.-the Sc6pe of Services:(Exhibit "A".); (2°4).the provisions of:the City'.s Request for Proposal.(Exhibit"B"); (3rd)the terms of this Agreement;and, .(0)_the provisions of the Contractor's Proposal _(Exhibit 1.3 Comuliance`with Law. Contractor.warrants that all Services rendered:shall:be performed in accordance with all.applicable federal; :state, and.local laws;:statutes; ordinances lawful orders; rules,and regulations. 1.4 Licenses,Permits;Fees,and Assessments.. Contractor represents and warrants to. City that it.has_obtained.all licenses;.permits;qualifications, and approvals of whatever.nature that are legally required to.practice its profession and perform.the work and Services required by this Agreement. Contractor-represents-and4arrants to_City that Contractor.shall;at its sole cost and :expense..keep:in. effect at all times.during the term of this: Agreement,.any.license;-permit, qualification;or,approval.that is,legally-required for Contractor to perform the Work and Services. under:this Agreement.: Contractor:shall.have the:sole obligation to pay for any.fees; assessments, and takes,:plus applicable penalties and interest, which may be iinposed.by law:and arise from or are-necessary .for the. Contractor's.performance .of.the. Work.arid Services. required. by this :Agreement: w Contractor shall indemnify,:defend,.and-hold harmless City against.any:such.fees, assessments, taxes penalties,,or.'interest levied, assessed',or.imposed against City_ to the_. fullest extent permitted by law:. 1.5 Familiarity with.Work. By executing this Agreement. Contractor warrants that Contractor-(a)has-thoroughly investigated and considered the.Scope of Services to be performed,. (b) has'carefully considered how the.Services should be performed, and-(c)-fully understands the facilities;difficulties;and restrictions:attending.peiformance.of the Services under this Agreement. If the Services involve:work upon any site; Contractor warrants that Contractor- has or- will- investigate:the.site and is or will be fully:acquainted with the conditions there existing; prior to. commencement of.any Services.. Should the Contractor discover any.latent or unknown:conditions. that will materially affect the performance of the Services. Contractor shall immediately.inform the City-ofsuch fact and shall not proceed except at Contractor's risk until written instructions are received from the City. 1.6 Care of Work:. Contractor shall adopt reasonable methods during the term of the. Agreement-to furnish.continuous-protection,to the.Work and the equipment; materials; papers; documents,-plans,studies,and/or other.components-to preventlosses.or-damages: Contractor shall be responsible for all such damages, to persons.or,property, until acceptance.of the.Work by the City; except such losses:ok damages.as may be caused by City's own negligence: 1/31/1 Revised'. 82: M669.1 1.7. Further Responsibilities-of.Parties.. - Parties agree. to use reasonable.care and diligence to perform their respective.obligations-under this Agreement. .Parties.agree to.act in good faith to execute all instrurnents,:prepare:all documents. and take all:actions as may be reasonably: necessary to carryout the,purposes of this Agreement.. 1.8 Additional Services: City shall have the right at any tune.during the performance. of the Services'without invalidating this Agreement.to:order extra:work=beyond thatspecif ed in the.Scope of Services.or:make changes by altering; addingao, or.deducting from such Work: No- such extra:work may.be undertaken:unless:.a written:order is first given by the:City: to -the. Contractor;incorporating any adjustment in(i)the Maximum Contract Amount;as def ried below; and/or(ii).the time to perform this Agreement .Any adjustments must also be approved in writing by the.Contractor.. Any increase`in compensation of:up to twenty=five percent (25.%) of the Maximum Contract-Amount or$25,000,whichever is:Less.or in the time to:perform:of up to thirty: (30) days; may be:approved by tthe City Manager,.or his designee, as may be needed to:perform: any,extra work: Any greater increases; occurring either separately or cuiiiulatively, must be approved by the-Palm Springs City.Council.. .It:is.expressly understood by Contractor.that.the. provisions.of this section :shall.-not:apply to.the services specifically set forth or.reasonably contemplated within the:Scope of Services. 2. COMPENSATION 2.1. Maximum Contract:Amount. For the Services.rendered.under this Agreement, Contractor shall be.compensated by City in accordance:with the Schedule of Compensation;which is attached:as Exhibit"D":and:incorporated iii this:Agreement.by reference. . Compensation is dependent upon minutes used and.is�estimated to be $10;080 per year based upon the per minute rate.of$0.K except as may be provided under Section 1X.The method of.compensation.shall be. as set.forth iii-Exhibit:"D.'` The:method.of compensation shall be as set forth iri Exhibit:"D." Compensation. for necessary expenditures for reproduction costs, telephone :expenses; and: transportation expenses.must-be approved in advance by the Contract Officer designated under Section 4.2 and will. only be approved if such.expenses are also specified.in the Schedule of Compensation, The Maximum.Contract Amount:shall include the.attendance of.Contractor at all. Project meetings reasonably deemed necessary by the.City. Contractor:shall not:be.entitled to any increase:in the.Maximum Contract Amount:for attending these:meetings. Contractor accepts.the risk ihat the services identified in the.Scope of Services may be more costly and/or tirrie=consuming than Contractor anticipates, that Contractor shall not be entitled to-additional compensation; and. that.the.provisions of Section 1.8'shall-not be applicable to.the services identified-in the.Scope of Services. The maximum amount.of city's payment obligation under'this section is the amount specified in this Agreement..' :If:the City's:maximum:payment obligation: is reached.before the: Contractor's Services under this Agreement are completed; Contractor shall complete.tlie Work and City shall:notbe liable for payment beyond the Maximum Contract.Amount. - 22. :`_Method .of'Payment- -Unless another:method.of payment:is: specified-in the Schedule of Compensation (Exhibit"DU); many month.in which ontractor'Vishes.to receive. .. payment,:Contractor shall submit to.the City an invoice.for:services.rendered:prior to the date.of the invoice. The invoice shall be in a form:approved-by the City's Finance Director and must be submitted no later,than,the tenth (10).working.day of such.month. . Such.requests shall be based . . Revised:1/31/183 - 720669.1 upon the.amount..and.value of the services performed by Contractor and.accompanied'by such reporting data including an:itemized:breakdown:of all costs incurred and tasks.performed during the:period.covered by the invoice;as.may be rA.equired by the City. City shall usereasonable:effortsP. : : to make.payments to Contractor within forty-five (45) days after receipt of the invoice or as:soon As is reasonably practical. There shall be a.maximum-of one payment per month. 2.3.- :`.Chanon in Scone.: In the event any change or changes:in the Scope of.Services is requested by City, Parties shall execute a written.amendment-to this Agreement; specifying all . proposed:amendments; including, but not limited to,-any additional fees.-.An amendmentmay be entered into: - A To provide-for revisions or modifications to documents,-work product; or. work,when required by enactment or revision of any subsequent law; or B. To:provide:for additional:services not: included:in this:Agreement or not: customarily furnished in accordance with.generally:accepted practice in Contractor's profession 2.4 . Appropriations. .This Agreement is subject.to and-contingent upon funds being, appropriated.by the City Council.-for each fiscal year covered by-the Agreement... If such appropriations are not made,this Agreement shall automatically terminate.without penalty to the City. 3. SCHEDULE OF PERFORMANCE 3.1 Time of Essence. Time is of the essence.in the performance of this Agreement. The time for completion of the servicesao be performed by Contractor is an essential condition of this Agreement.. :Contractor.shall prosecute regularly and diligently the Work.of this Agreement according,to,the agreed upon attached, Schedule.of Performance (Exhibit ``E"), incorporated by reference. 3.2 -.:Schedule.of Performance.: :Contractor shall Commence:the Services:under:thi8 Agreemenfupon:receipt of.a written notice to proceed-and shall perform all.Services within'the. time peiiod(s).established -in:the Schedule. of Performance. When requested by Contractor; extensions:to .the:time period(s) specified in the. Schedule of Performance may be approved in writing by the.Contract Officer, but.such extensions shall not exceed one hundred eighty (180) days cumulatively;however,:the City, shall not be obligated to.grant such:an extension. 3.3 Force Maieure. The time.period(s):specified in the Schedule of-Perforinance-for performance of the Services rendered:under this.Agreement.shall be extended because of any delays due to unforeseeable causes:bey ond.the control and without.the fault or.negligence of the Contractor(financial inability excepted)if Contractor;within to (10)days.of the commencement -of such delay, notifies the Contract Officer in writing.of the causes of the delay.: Unforeseeable causes include;-but.are.not limited to acts of God or of the public enemy;unusually severe weather, fires; earthquakes, floods; epidemics, :quarantine. restrictions; .riots, strikes,-_freighf.-embargoes, wars, and/or acts of any governmental agency, including.the City. The City_Manager shall ascertain the facts and the extent of delay;and extend the time for:performing the Services for the period.of.the.enforced delay when=and if in the judgment of.the City :Manager-such delay is 720669.1 Revi§ed:1/31/184 Justified.- The City'Manager S determination shall be final-and conclusive.upon.the.Parties to this. Agreement. In:no event shall Contractor bib entitled.to recover damages:against the.Cityfor.;my delay-in the.-.performance .of this.Agreement, however.caused; .Contractor's:sole remedy being extension:of the Agreement under this section 3.4. - Term. . .Unless earlier .terminated under this Agreement,.this.Agreement shall. commence.upon.theeffective-date`of.this Agreement and-continue.in`full.force.and effect until completion of the Services: . However,-the term shall:not exceed three (3).years with two (2) additional one.year renewal options.. . m the commencementdate; except m:otherwise provided: in the Schedule of.Performance.described in-Section 3.2.above...'Any extension must be through. mutual written agreement of the Parties: 3.5 Termination Prior to Exairation of Term. City may terminate this Agreement for its convenience:at.anytime; without cause..in whole or in part,:upon-.giving.Contractor thirty. (3.0).days written-notice. Where termination is due to the.fault of Contractor and.constitutes an. immediate danger_to:health;_safety;and general welfare,the period of notice shall be such shorter. time-as may'be:de.t'hed by the City.--.Upon such notice; City`shall.pay Contractor for Services. performed through,.the date.- of termination. Upon receipt of such notice; -Contractor.shall immediately :cease:all work.under this-Agreement,:unless:stated otherwise in the:'notice:or:by. written authorization of the Contract Officer: After.such notice;:Contractor-shall have no fiirtlier. claims against the City under,this Agreement. Upon termination.of.the:Agreement under this. section,:Contractor shall.submit.to the City:an invoice for work and services-performed prior, to the date of termination. Contractor.may terminate this.Agreement; with or without cause,.upon sixty (60):days written,notice to the City; except that where termination is.due to material default by the City;the periodof notice may be- shorter time:as the Contractor.may determine. 4: COORDINATION OF WORK - 4.1 . - : -.Reuresentative- of Contractor..: The: following principal .of Contractor. is designated as being the principal and representative of Contractor authorized to act in its.behalf. :and,make al1 decisions with respect to:tlie Services to.be performed-_under:-this Agreement: :Don Thaler; -Senior:Vice President.. It:is expressly :understood that .the :experience; `knowledge; education,.. capability; expertise; .and reputation of the. foregoing principal. is a substantial inducement-:for City. to:enter-into:this Agreement. :Therefore, the foregoing.principal shall-be responsible duringtheaerm ofthis Agreement for directing:all.activities of Contractor and devoting suff cient time to personally.supervise the servioes performed hereunder. The foregoing principal- may.notbe changed by-Contractor without prior written-approval:of the Contract Officer . 4.2. Contract Officer. : The .Contract Officer. shall: be the City:Manager.or.his/her -designee.("Contract Officer").'. Contractor shall be responsible=for keeping.the Contract.Officer. fully-informed of,the' ' of the.performance of the .services. Contractor shall_-refer any decisions•that must be made:by-.City to'the Contract Officer. `Unless otherwise.Specified; any approval.of City shall.mean the approval.of the Contract Officer: 4:3..- : : Pro gai hibition : Anst .Subcontracting :or. .Assignments. :ex . : : :The: perience, knowledge,capability, expertise,and:reputation:of Contractor;its principals and employees,were a substantial-inducement for City to.enter-into-.this Agreement: ..Therefore;.Contractor shall not. Revised:1/31/185 .720669.1. .. assign full.or partial .performance of.this Agreement, nor. any.monies due, voluntarily or.by operation:of law,without the pri or.wn en consent.of City:: Contractor shall not contract with any other, entity to. perform the Services required:under this:Agreement without.the-prior written consent of.City. If:Contractor is permitted to subcontract:any part of this Agreement by City, Contractor shall be responsible to City for the acts and omissions of its subcontractors) in the same manner=as.it is for.persons directly employed. .Nothing contained in.this Agreement shall. create any ooritractual relationships between an.y subcontractor'and City: All.persons engaged in the.Work will be considered employees of Contractor. City will deal directly-with and.will make : all-payments to Contractor. :In addition;:neither this.Agreement nor any interest in this Agreement May be transferred, assigned,:conveyed,hypothecated or.encumbered voluntarily or by operation of law;whether forthe benefit.of creditors or otherwise;without the.prior written consent.of City.. Transfers restricted in this Agreement-shall include:the transfer to.any person or group.of persons acting in concert of more than twenty five percent.(25%) of the-present ownership and/or control of:Contractor;.taking all transfers into account on-a cumulative basis. .In the event:of any such unapproved transfer, 'including any bankruptcy .proceeding;-this Agreement.shall be=void. :No approved transfer shall release.Contractor or any-surety of Contractor from any liability.under this. Agreement without the express.written consent of City. 4.4 Independent Contractor.: The legal relationship between the Parties:is.that of an : independent contractor, and nothing:shall be deemed to make Contractor a City employee: A- ` During the :performance of this :Agreement,. Contractor and' its.officers, employees,, and agents shall act in an-.independent: capacity .and shall not act or represent; themselves; as City officers or: employees: The personnel performing.the Services under this. Agreement on behalf of Contractor shall at:all times be.under Contractor's exclusive direction-and control.. Neither.City,nor any, of its .officers, employees, or agents shall.have control over the conduct of Contractor or any of its: officers, .employees;: or agents, except:as set forth iii this Agreement.: Contractor,its officers, employees; or.agents shall not maintain an office or any-other type of fixed .business .location -at City's offices.. :City shall- have no. voice in the .selection,. discharge; supervision; or control of Contractor's employees, servants, representatives;or agents,. or in fixing their number; compensation; or hours.of service. Contractor. shall.pay all.wages;. salaries; and:other amounts due _its.employees in connection with this Agreement acid'shall:be responsible for all reports and obligations respecting:them; :including but not limited:to social. . security income tax withholding;,unemployment compensation,workers'. compensation;and other. similar:matters. City shalthot _in.any.way or for any.purpose be deemed to be .a:'partner of Contractor.in its business or otherwise.a joint venturer or.a member of any joint.enterprise=with Contractor.. B. Contractor shall not have any:authority to bind:City.in'any manner: This includes the power to:incur any debt; obligation, or liability-against City. . C. . No City-benefits shall be available to-Contractor,its officers,employees;or agents in connection with any performance under this Agreement. Except for contract fees paid to:Contractor as: provided for in this. Agreement, City. shall not :pay salaries, wages, or other compensation.to Contractor for the performance of Services under.this Agreement. City shall.fot. be liable for compensation or indemnification to Contractor,its officers, employees, or agents for. Revised: 1131/186 720669.1. . . injury or sickness:arising out of-performing Services.-If for any reason any.court or.governmental agency 'determines :that the. :City has.financial obligations; :other than, under Section 2 and Subsection 1.81n this Agreement;of anynature relating to salary,taxes,or benefits of.Contractor's officers, employees, . servants; representatives, subcontractors,. or .agents- -Contractor :shall indemnify.City for all:such financial obligations.. . 5. INSURANCE - . .. 5.1- _Types of Insurance. Contractor:shall procure and maintain;.at-its sole:cost and-' expense;the insurance described below..The insurance shall be for.the duration ofthis-Agreement. and includes any extensions;unless otherwise specif ed-in this Agreement. The insurance.shall be- procured in a.form and:content satisfactory to City..The insurance shall apply against claims which .,..may. .arise from the' 'Contractor's .performance of Work under this Agreement,'. :including. Contractor's agents,representatives-or employees:. In the event the City.Manager determines that the Work or Services to be performed--under this Agreement creates an increased or decreased risk, Of loss to.the Citythe.Contractor agrees that the minimum limits of the insurance policies may be. changed accordingly upon receipt.of .written .notice .from the.City Manager.or his:designee. Contractor shall immediately substitute any insurer A.M.Best rating drops below the levels specified in:this Agreement:. Except_as otherwise.authorized:below for_contract liability;(errors and omissions) insurance; all"insurance provided_under this Agreement shall be on an occurrence. basis. The:minimum amount 'of insurance-required shall:be_as follows: . . . A. .(WAIVED): Contractor shall obtain and maintain in full. force.and:effect throughout.the term of this Agreement; standard industry form contract liability (error's.and:omissions) insurance coverage .in-an amount of not I - than one million.dollars.($1,000,000.00). per occurrence and two=million.dollars .($2,000,000:00) annual aggregate,in accordance.with the provisions of this section:. (1) -Contractor shall-either:-(a) certify,in writing to the City that Contractor. is_unaware..of any.contract liability claini.made against Contractor-and is unaware of any facts. which:may lead to such.a claim against Contractor;.or'(b) if:Contractor does not_provide the certification under(a),Contractor shall procure.from:the contract liability insurer an-endorsement. providing that the required limits of the policy shall apply,separately to claims arising from.errors .. and omissions in:the rendition of services under this Agreement. . (2)- If the-policy:of insurance is Written on a"claims made".basis;the policy shall be continued in full force and effect at all times.during the term of this.Agreement, and for a period of three(3) years from the.date of the completion_of the Services provided hereunder. 'In the event 'of:termination. of.the; policy:during:this period, Contractor shall obtain continuing insurance coverage for the prior acts or omissions:of.Contractor during.the course of performing. Services under,the terms, ofthis Agreement. .The.coverage-shall_be evidenced by:either a new. policy evidencing no gap-m coverage;_or by obtaining-separate extended.,"tail" coverage with the present or new carrier.or other insurance arrangements providing.for complefe coverage; either of which. shall be.subject to the wntten.appioval by the City Manager. (3) In the-event the policy.of insurance,is:written on an"occurrence"basis, Revised::1/31/187 720669:1 the.policy.shall be continued.in full force and effect.duriiig.the term of this Agreement,.or until completion-of the Services provided for:in:this.Agreement, whichever:is later. In the:event of termination of the policy during this period,new coverage shalh immediately be obtained.to ensure coverage during the entire course of.performing the.Services.under the terms of this Agreement. B.. Workers'. Compensation Insurance.. Contractor shall obtain.and maintain; iii full force and effect throughoutalie erm of.thiss.Agreement, workers':compensation:insurance in at least the minimum:statutory amounts;and in compliance with all other statutoryrequirements,- as required:by-the.State of California.:Contractor agrees to waive and:obtain:endorsements:from its workers' compensation_insurer waiving subrogation rights.under its workers' compensation insurance-policy against.the City and.to require each.of its.subcontractors;'if any,.to do likewise, under:their.workers':compensation insurance policies: If Contractor has no.employees;.Contractor . shall complete.the-City's Request for:Waiver of Workers' Compensation:Insurance Requirement: form. C.. Commercial General Liability Insurance. Contractor .shall obtain- and maintain; in full-force:and effect throughout the term of this,Agreement; a policy of commercial general liability:insurance:written on-a per occurrence:basis:with a combined single limit of afleast one million dollars($1,000,000.00) and-two million dollars($2,000,000.00) general aggregate for bodily injury and-property damage_including coverages for contractual_liability;personal-injury; independent contractors,.broad form property damage,products and completed operations. D. Business-Automobile Insurance.=.Contractor shall:obtairi:and maintain; in_ full.force and effect throughout the.term of this Agreement, a policy of business: automobile.': liability insurance.written on a per .occurrence basis with:a single limit.liability in-the=amount of one million dollars ($1,000,000.00) bodily injury and property damage. .The policy shall include coverage for:owned;non-owned, leased,and hired.CATS. E. Employer.Liability Insurance.: Contractor shall obtain and maintain;in full force and-effect.throughout the term of this Agreement, a policy-of-employer:liability in written on a per occurrence basis.with.a poiicy,limit of.at least one rriillion.dollars($1;000;000.00) for bodily injury.or disease; 5.2 Deductibles: and Self-Insured :Retentions: Any .deductibles. or :self-insured retentions must-be declared to and. approved by the_City Manager or-:his/her designee prior to. commencing any.work.or services under this Agreement.. .Contractor guarantees.payment of all deductibles afid self=insured retentions. -City reserves the right to reject deductibles-or self-insured retentions in excess.of$10.000,and the City Manager or his/her designee may.require evidence of. pendingclaimsand claims history as well evidence of Contractor's ability to pay:claims for all deductible amounts and self-.'insured retentions proposed in excess of$.1-0,000. 5.3 Other Insuranee Requirements- The following provisions: shall- apply to-the insurance policies required.of Contractor_under this Agreement: 5.3.1. :For- any claims related to_this Agreement- Contractor's,coverage shall be. primary insurance with respect-to the City:and.its officers,council members; Revised: 1/31/188 .720669.1 officials,. employees, .agents, and'.volunteers: Any insurance. .or self.. insurance maintained by the .City and i o. cers,: conci - eberms, officials. employees;: agents,. and. volunteers shall. be: in- excess of Contractor's insurance:and shall not.contribute with it: 5.3.2 Ariy failure to comply with.reporting.or other provisions of the.policies; including.breaches:of warranties, shall not affect coverage provided to City and_ its officers, .council. members,: officials employees; agents; and volunteers. 5.3.3 - All insurance coverage.and limits provided by Contractor and available or applicable to. this. Agreement are intended .to apply. to .each insured, including additional insureds, against whom a claim -is made. or suit is brought to: the:full .extent.of the. policies. Nothing contained .in this. AeemetornotherareeelatiotheCitoritsoerationa m s shall. limit the application of such insurance.coverage. . 5.3.4 No required insurance coverages may include.any limiting.endorsement which substantially:impairs the coverages set forth in this Agreement(e:g., elimination oo. .f contractual liability or reduction of discovery period);unless. the.endorsement has first been submitted to.the City.Manager and approved. iri writing.. .5.3.5 Contractor:agrees ao.require its:insurer:to.modify insurance.endorsements ao delete an excul ato . wordin statin tliat.failure of the insurer.to mail- written P. . ry g. g written notice.of cancellation.imposes no obligation; or that.any,party will. "endeavor'= (as opposed to:being.required).to.comply.with the requirements. of the endorsements.- Certificates of insurance.will not be accepted in lieu of required :endorsements; 'and -submittal.of'certificates. without:required: endorsements:may delay.Comm_ encement of the Project:: It.is Contractor's. obligation. to. ensure-.timely, compliance with all insurance submittal. requirements as.provided in.this Agreement.- 5.3.6 Contractor':agrees to- ensure that subcontractors; and any. :other :parties : . involved with the Project who.are brought onto or involved.in the Project. by Contractor, provide the:same minimum insurance coverage required of Contractor. -Contractor,agrees to monitor`and'review.all such coverage and assumes all.responsibility.for ensuring.that such, coverage is provided in .. conformity with the requirements of this.section._ :Contractor agrees that :upon request;all agreements with subcontractors and others-engaged in the. Project will-be submitted to the City for review. 5.3.7. .Contractor acknowledges-and agrees that any actual or alleged. failure,on the':part:of:the City. to inform Contractor:of non=compliance.with any insurance.requirement-in.noway imposes-any-additional obligations on:the. City nor does'it waive any rights iri this or any other regard:_ Revised: 1/31/189. . .720669:1. .'. . . . . . . . . . 5:3:8: . Contractor shall.provide proof_that policies. of insurance required in.this Agreement;expiring during the term:of this Agreement,have been renewed or.replaced with other policies providing at.least the same.coverage.'s Proof that such coverage has been:ordered shall-be submitted prior to.expiration: Endorsements as required in this Agreement applicable to.the renewing or new coverage shall:be provided to City no later than ten(1.0) days prior to expiration:of the:lapsing coverage 5.3:9 Requirements of specif a insurance coverage features-or limits-contained in this section'are'not intended.as limitations on coverage.. limits, or other. requirements, or as`a waiver of any:Coverage normally-provided by any given policy: Specific reference.to a given coverage:feature is for purposes: 0 .:clarification only as:it pertains to a:given-issue,:and is riot intended by; an or insured 10 be limiting or all-inclusive: . y p�3' 5:3:10-The requirements iri this section-supersede-all other sections aril provisions .-of this Agreement to the extent that$ny other.section or provision conflicts with or.iinpair the provisions.of this.section.::. 5.3.1-1 .Contractor agrees to provide immediate notice to-City of any claim.or loss against Contractor arising out'of the:Work.perforrned under this Agred ent and for any other claim or los which may reduce the insurance available.to pay claims arising out of this Agreement.. City assumes.no obligation or liability by such notice; but has.the right (but not the duty) to monitor the handling of any such claim or.claims.ifthey.are likely to involve.C"4y 'or to. reduce or dilute insurance:available for payment of potential claims. 5.3.12 .C.ontraetor'agrees that the provisions:of this aection section. be.construed ' as hinting in any way the extent to which the. Contractor may be. held .responsible for. the payment of damages resulting from the Contractor's. `.activities or.the activities Of any person or,person for which.the.Contractor . is otherwise responsible. 5.4 Sufficiency-of Insurers. Insurance required in.this Agreement shall.be provided by_authorized insurers.in good.standing,with.the State-of California:. Coverage.shall be.provided. by insurers admitted in the State.of California with an A.M. Best's Key Rating of B++,Class VII, or better;unless:such requirements'are waived:in writing-by the City Manager or his designee due to unique circumstances. . 5.5. Verif cation of Coverage. Contractor.shall furnish.City.with both certificates of insurance. and endorsements; including :additional insured .endorsements, affecting, all. of,the coverages required by this Agreement. The certificates and endorsements are-to be signed by a. person authorized by that insurer to.bind coverage on its.behalf. All proof of insurance is to:be received-and approved-by-the City.before :work,commences: .City reserves,the right:to.require Contractor's insurers to,provide complete;'certified.copies of all regi&ed.insurance-policies at any. 72o669.1- . :Revised:1/31/1810 time. Additional.insured.endorsements.are.not required for.Errors.and Qmissions.and Workers'. Compensation.policies. Verifcation of-Insurance coverage maybe.pxovided by:.(1) an approved General and/or Auto Liability Endorsement:Formfor the.0 tv of Palm Springs or(2) an acceptable Certificate of Liability. Insurance Coverage .with .an approved .Additional Insured.-Endorsement with the. following endorsements stated on the certfcate:: . L "The :City of Palm Springs, its,officials; employees, and agents are:named-as an additional insured...'' ("as respects City of Palm.Springs Contract No. " or for any and all -. . work performed-with the.City."-may be included in this.statement). . 2; - . "This-insurance-is.primary and non-contributory over :any. insurance -or self insurance the City-may have.:." ("as.respects City of Palm.Springs:Contract No. '.' or:'for any and all work performed with the City". may be included in--this statement). 3.. . ':'Should any:of the above described policies be canceled before the.expiration`date thereof,.'the issuing company,will snail 30 days written notice to.the Certificate Holder named Language such. as "endeavor:to": mail and "but. failure to mail:such notice shall impose. no obligation or liabilrty:of any kind upon the company,its agents or representative" is not acceptable and must.be crossed out. 4:. Both.the Workers'.-.Compensation and Employers' Liability policies shall_contain the insurer's waiver:of:subrogation in .favor of:City,'its. elected. officials.. officers. employees, agents,and-volunteers: In.addition to :the endorsements listed above-, the.-City :of.Pahn Springs shall .be named the certificate-holder on the policies All certificates of insurance and endorsements.are to be received and approved by the City.before work commences. All.certificates of insurance must be.authorized by a person.With authority-_ o bind .coverage; Whether:that is.:the. authorized.agent/broker or- insurance underwriter. .Failure to-obtain-the.required-documents prior to the commencement of Work shall.not.waive the Contractor's obligation to:provide them: Revised:1/31/1811 720669:1 6.. INDEMNIFICATION 6,1 Indemnification and Reimbursement:." To-the fullest extent permitted bylaw, Contractor.shall defend (at-Contractor's:sole.cost. and expense),:indemnify, .protect,-and hold harmless City,:its elected.officials,_officers;.employees, agents;.and.volunteers (collectively the. "Indemnified Parties") from.and against any"and.all.liabilities; actions, suits,claims; demands;. losses costs,judgments;arbitration awards,settlements;:damages;demands,orders,penalties;and expenses including legal costs and attorney fees(collectively"Claims"), includiig but not limited to:Claims arising:from injuries to or:death of persons: (Contractor's employees included);.for damage to.property,including property owned.by City;from any any of any.federal, state; or. local law or ordinance, and .from errors and_- omissions committed by. Contractor; its officers employees, representatives,-and.-agents; that.arise out of:or.relate to:'Contractor's performance under-this Agreement: This indemnification:clause:.excludes: Claims arising_from the. sole negligence or willful misconduct of the City,its elected officials.-.officers, employees; agents, and volunteers. Under no circumstances shall the.insurance requirements And limits- set forth-in this Agreement.be construed to Iimit Contractor's indemnif cation obligation of other_liability under. this.Agreement. Contractor's indemnification obligation:shall survive :the.expiratiari or-earlier termination of this Agreement until.'all actions against the Indemnified Parties'for.such matters indemnified_are fully and finally barred by the:applicable statute of limitations.or;.if an action is timely filed, until such action is final. This provision:is intended for the benefit.of third party. Indemnified Parties not,otherwise a party-to,"this Agreement: . 6-.2 . . em (WAIVED)If. the Agreement_is determined.to.be.a:"design:contract services agreement" and:Contractor is_a 'design contract" under.California Civil Code Section 2782.8, then: . A: To the fullest extent permitted by law; Contractor shall indemnify, defend- (at Contractor's sole cost and expense),protect and'hold harmless City and:-its elected:officials officers, employees, agents and volunteers and:all:other public agencies whose approval of"the :project is.required. (individually:"Indemnified Party`; collectively"IndemnifledParties").against, :any and all liabilities; claims,judgments, arbitration awards;.settlements; costs, demands, orders and penalties (collectively."Claims"),.including but riot limited to.Claims arising.from injuries or. death of persons (Contractor's employees-included) and_dainage to property;.which:Claims,arise out of;pertain to,.or are`related to the negligence;recklessness or willful misconduct of Contractor, its-agents,employees;or.subcontractors, or arise from. Contractor'.s.negligent,.reckless or.willful. performance.of or.failure.to::perform any term;provision,covenant or condition ofthis Agreement ("Indemnified Claims"),:but Contractor's liability for Indemnified Claims shall.be reduced to the extent such Claims:arise from the:negligence;.recklessness or willful:misconduct of_the City and its elected officials; officers,,employees,agents and`volunteers: B. The:Contractor shall require all non-design-contract.sub=contractors,":used or.sub:contracted by to perform the Services or Workxequired under this-Agreement, to execute an.Indemnification Agreement adopting the indemnity provisions in sub-section 6.1 in favor of.the Indemnified Parties-. In addition,Contractor shall require all non-design-contract sub contractors;used.or:sub-contracted by Contractor to_perform the:Services'.or.Work.required under._ this Agreement;to obtain insurance that is,consistent with the Insurance provisions asset forth in this Agreement,-as.well.as any.other insurance that may be required by Contract Officer: Revised:1/31/1812 .720669.i . 7. REPORTS AND.RECORDS 7.1- : Accounting Records. :=Contractor shall keep complete; :accurate, and ,detailed accounts of all:time, costs,.expenses; and expenditures pertaining-in any way to this Agreement. Contractor.shall-keep such books and. records as .shall-.be..necessary to_properly,perform .the. Services required by this Agreement and-to enable the Contract Officer to evaluate the performance of such Services.. The Contract Officer shall have.full and:free access to'such books-and-records at all reasonable times;.including:the-right to inspect,copy,audit,and make.recordsand.transctipts from such records: -7.2. Report& Contractor shall:periodically'prepare and submit.to the Contract Officer such reports concerning the performance. of the.'Services-required.by this: Agreement,:or asahe. .. Contract Officer:shall require.. :Contractor acknowledges that the_City:is greatly concerned about the cost of the Work.. ork and. Services to be performed under this Agreement:-= For.this reason,. Contractor.agrees. 'that :Contractor'.shall promptly. notify. the Contract. Officer .the estimated. increased.or decreased cost.if Contractor becomes.aware of.any`facts, circumstances,'techniques,- or events that may or.will materially increase.or-decrease the cost of the contemplated Work or: -. Services. :If Contractor is providing design services;Contractor hall promptly notify the Contract Officer the estimated increased or..decreased_cost for the_project being designed if Contractor_ becomes,aware.of any facts, circumstances, techniques, or-.events.that may or:will.materially. increase.or decrease:the cost of the design services. 7.3 Ownership :of Documents: All. drawings; :specifications, .reports; records, documents; memoranda;. correspondence; computations, and:- other materials prepared. by Contractor; its'employees,subcontractors,and agents in the perform-ance of this Agreement shall `be the property'of City:and_shall be:promptly deliVered.to City.upon requestofthe Contract.Officer or upon the termination:of this Agreement. Contractor shall have no claim for further employment or:additional compensation as,a result of the.exercise by City of its:full rights of ownership of the. documents and'materials. Any use of such completed documents for other-projects and/or use of. incomplete,documents without.specfic.written authorization by the Contractor will beat the City's. sole risk and without.liability to Contractor, and'the City:shall'indemnify the.Contractor for:all resulting damages. Contractor may retain.copies of such documents for their own use. Contractor shall have an unrestricted right to use-the concepts embodied tin this Agreement:- Contractor:shall ensure that all:its subcontractors shall provide for assignment to City of any documents or materials. prepared.by them. In the event Contractor fails. to-.secure. such .assignment, Contractor shall indemnify City for all resulting damages. 7.4. Release of Documents:.All.drawings;specifications;reports;records; documents, and other materials prepared by Contractor:�in.the performance of services_under this:Agreement. shall not.be released publicly.without the prior written approval of the- Contract Officer. All information gained:by Contractor in the`performance: of.this Agreement shall .lie considered` confidential and shall not be released by Contractor without City'.s prior written authorization: 7.5 - Audit and Inspection.of Records.: After.receipt:of.reasonable notice.and.during. the.regular.business hours-of City; Contractor- shall-- City, or other, agents. of City; such :Revised:1>31/1813 . .72 669.i .. access to.Contractor's books, records, payroll.documents,-and facilities as City deema necessary to.examine, copy, audit,.and inspect all accounting books; records, work.data; documents; and activities directly related to .Contractor's performance:.under this Agreement.. Contractor.shall maintain :such. .books,- records, data,::and-.documents in accordance with :generally. accepted accounting principles and shall clearly identify aril make such-items.readily accessible to.such parties during the.termof this Agreement.and for a.period ofthree-(3)years,from the date of final payment by City.hereunder: . 8. : : ENFORCEMENT:OF:AGREEMENT 8.1. California Law and Venue. This Agreement shall be construed and interpreted both-as to.validity and as to;performance of the Parties-iri accordance witli.the:laws.of the State of California: Legal actions:concerning any.dispute, claim, or in arising out of or in relation to this Agreement. shall-.be'.instituted in:the Superior Court-of the County:of:Riverside, State of California,or any other-appropriate_court;in such County, and.Contractor covenants and-agrees.to. submit to the personal.jurisdiction of such court in the.eventof such action. 84 Interaretation. This Agreementahall be construed as a whole.according to-its fair .. language and common.meaning to:achieve the objectives.and purposes of the:Parties. The terms of this Agreement are:contractual and the result of negotiation between the Parties: Accordingly, any rule of.construetion of contracts.(including, without limitation, California Civil Code:Section. 1654)that ambiguities:are to be construed'against the drafting.party,shall not be employed in the interpretation-of this Agreement :.The caption-headings-.of the various sections and paragraphs of this Agreement.are for convemence.and-identification purposes only and shall.not be.deemed.to. limit,expand, or define the contents:of the respective sections or paragraphs. 83. .Default of.Contractor. Contractor's.-failure.-to'comply with-any-provision bf this Agreement shall constitute.a default. A:. If the City 1Vianager,or his designee;determines that Contractor i- in default. in the performance of any of the terms or. conditions of this Agreement; he/she shall. =notify Contractor in writuig.of such:default. Contractor shall have.ten.(10) days;.or such-longer.period as C* --In y-designate to cure the default by rendering satisfactory performance. .Iri the.event ty - Contractor,falls to .cure its. .default within:such period_ of time; City: shall, have. the right, notwithstanding. any other.provision.of this Agreement;,to terminate this Agreement .without. further noticeand without prejudice of any remedy to;Which City may be.entitled at law,in.equity;. or.under this.Agreement. Contractor shall bd.-liable for all reasonable costs incurred;by City as a result of such default..Compliance with the provisions of this section shall not constitute a waiver of any City,right to take legal action in the event that the dispute is not cured;provided hat nothing shall limit.City's right to.terminate this.Agreement without.cause under Section3.5. B. If termination duc to.the failure of the Contractor to fulfill its obligations under this Agreement;City.may; after compliance with the provisions of Section 8:3A- -take--over. .. the work and:prosecute the same,to completion.by contract or'otherwise. The:Contractor shall be. : . liable to the extent that the total.cost-for:completion of the Services.required hereunder exceeds-. the.Maximum Contract Amount (provided that:the-City shall use reasonable efforts to mitigate. Revised:1/31/1814 72 669.1. . . such damages). .The:City.may-withhold.any payments.to the.Contractor for.the purpose of set-off or.partial-payinent'of the amounts owed-the City:as previously stated. The withholding or failure to withhold payments to Contractor"shall not limit Contractor's.liability:for completion of.the. Services.as:provided in this Agreement.: . '8.4 Waiver: 'No waiver of.any provision.of this Agreement shall.be effective unless in writing and signed by a duly.authorized representative of.the.Party against whom enforcement of a waiver:is sought.: Any waiver by the Parties of any default o. breach of any covenant,condition, or term contained in this Agreement, shall not.be construed to:be a waiver of any:subsequent.or other default or breach, nor shall failure by the Parties to require exact, full, and complete- compliance with.any.of.the covenants, conditions, or terms contained in-this,Agreement. be, construed as:changing:the terms.of this.Agreement 'many manner or preventing the'Parties:from . enforcing the full:provisions.. 8.5 Rights and Remedies Cumulative. Except with respect to rights and remedies expressly;declared to be.exclusive in.this Agreement; the rights.and remedies of.the Parties are. cumulative and the exercise by either:�Party of One or more of such rights.or remedies shall.not preclude,the-exercise by:it; at the same or-different times, of anyother rights orremedies for-the . same default or any other default by the other:Party. 8.6-. -Legal Action.. In addition=to.any:other rights. or remedies;.either Party,may take. legal action, iri law or:in equity, to cure; correct; remedy or recover damages for any.default; to compel specific performance of this Agreement, to obtain, declaratory or injunctive relief, or, to obtain any other remedy consistent with the purposes of this Agreement. 8.7 Attorney Fees: In the event any dispute between the Parties with-respect to this. Agreement results m' :litigation.or any non judicial :proceeding, the prevailing Party shall:be entitled;in addition to such other relief as may be granted,to recover:from the non-prevailing Party all reasonable costs and:expenses. These include but are.not limited to reasonable attorney:fees; .expert contractor fees; court costs and-.all fees, costs, and expenses incurred in any appeal-or in collection.of any judgment entered-in such.proceeding: To.the extent authorized by law, in the event:of.a dismissal by the plaintiff or petitioner of the.litigation or non judicial_proceeding-within- thirty (3 0) days: of the date set for.trial or hearing,:the other.Party shall be deemed to:be.the prevailing Party in such litigation or.proceeding: 9: . CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 91 Non-liability of City Officers and Employees..No off cer or einployee.of the City: shall be personally liable to the Contractor,or any successor-in-interest,in the event of any default or breach by;the City or for any amount:which,:may.become.=due to the. Contractor or to its successor,,or for breach of any.obligation of the terms of this Agreement. 9.2 .. Conflict of.Interest.. Contractor acknowledges-.that no officer or employee of the City has or shall have any direct or indirect financial interest in this:Agreement nor shall.Contractor enter into any agreement.of any.kind with:any such officer or employee during the.term.of this. Agreement,and for one yearthereafter. Contractor warrants-that Contractor has not paid.or given;. Revised:1/31/1$i 5 720669.1 .. and-.will.not pay .or give; any.third.party.any. money or-other- consideration in exchange for. obtaining this'Agreement: 9.3. Covenant.Against: 'Discrimination.. In connection with its' performance under. this Agreement; Contractor shall.not discriminate against any employee or applicant for employment because. of.actual.or perceived race; religion;.color, sex,. age; marital status; ancestry, national. origin( i.e.;place of origin;-immigration-status;cultural or linguistic.characteristics; or ethnicity), sexual orientation,; gender;identity; gender expression;physical .or:mental:disability, or medical condition(each a'"prohibited basis").:Contractor shall ensure that:applicants:are employed; and q. that employees are treated during their employment, without regard_to any prohibited.basis:.As a condition .precedent to. City's. lawful capacity to.enter this. Agreement, and in. executing this. Agreement; Contractor certifies that its actions.and omissions hereunder shall:not.incorporate-any discrimination arising from or;related to any prohibited.basis in-any Contractor activity;including but not.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,-including.apprenticeship;-and.firther,that=Contractor is in.full compliance- with the provisions- of Palm Springs Municipal Code': Section 7.09�.0.40' 'including. without limitation the provision of benefits;relating to.non-discrimination in city contracting. 10. MISCELLANEOUS PROVISIONS . 10.1. :'-Patent'And Cooyrikht Infringement., To the.fuliest extent permissible.under-law, and in lieu of any other warranty by City.or Contractor..against patent.or copyright infringement, statutory or otherwise:. A.. . - It is-agreed that.Contractor.shall defend at its expense,any clamor suit against City on account of:any allegation'that'any item furnished.'under this`Agreement, or_'the normal use or sale arising out of the performance of this.Agreement, infringes-upon.any.presently existing U.S. letters:patentor copyright-and.Contractor shall pay all :costs and damages:finally. ; awarded in any such suit or claim;_provided that.Contractor is promptly:notif ed.in writing of the suit.or claim and,given. authority; information and.assistance at Contractor's ,expense, for the. defense:of same, and provided such suit-or claim.arises.out of,:pertains to,:'or'is related to.the negligerice,.recklessness or willful 'misconduct.'of Contractor: However. Contractor will .not indemnify City.if the.suit or.claim-results-from:: (1) City's alteration of.a deliverable;.such that City's alteration of such. deliverable--created_-the infringement.upon.any.presently existing U.S. letters paten copyright;-o t or r (2) the use-of a:deliverable in.combination.with other material not provided by Contractor when:it is such use in combination which infringes upon an existing U.S. . : letters patent.or'co t. . PY B:. :Contractor shall have sole control of the defense of any such claim-or suit. and_all negotiations for settlement in.the event:City fails to cooperate in the defense of any suit or :.: claim,provided,however;.that such defense:Shall be at Contractor's expense. Contractor-shall-not, be obligated.to indemnify:City under any settlement.that is made without Contractor's consent,. which shall not:be-unreasonably withheld.: If the use or.sale of such item is enjoined as a result of the.suitor.claini, Contractor,at.no expense to-City; shall.:obtain for.City the right to use and sell the. item, or shall- substitute an equivalent item:acceptable.to City and.extend this patent and. Revised:1/31 .1 . .720669..1. . . copyright indemnity thereto 10.2 Notice.- An riotice; demand, request, consent;.approval, or:communication that either parry desires, or is required16 give:to the.other.party or any other person shall be in writing.. :All notices..shall be personally-delivered,:sent.by pre-paid First Class U.S.: Mail, registered or certified mail,:postage prepaid,xeturn receipt requested, or delivered:or sent by facsimile:with attached evidence:of completed-.transmission: All-notices shall-be.-deemed received upon the earlier-of(i)the date of delivery to the address of the person to receive such- notice-.if delivered personallyor by messenger or.overnight courser;(ii)f ve(5)business days after the date:of posting by-the:Unite&States Post.Office.if:by mail; or.(iii)when sent if given by.facsimile.: Any.notice,.. : request; demand; direction;:or other communication sent by.facsimile must be confirmed within forty-eight (48)hours by letter.mailed or delivered. Other forms of electronic transmission such : as e-mails, text messages,:..and instant.messages.are not acceptable mariners-of notice required - hereunder: Notices or.other communications shall be addressed as follows: To Cily. City.of Palen Springs: Attention:.City Manager.&City Clerk 5200 E. Tahqui Canyon.Way Palm springs, California-92262 . Telephone: : : (760) 323-:8204.. : Facsimile::.: (760) 323=8332. To Contractor: Central Communications:.Coip:. . . . A brand of MAP Communications Inc.: 1.1.830 Pierce:St..�.Suite'_100 Riverside,:CA 925.05 Attention:.Don Thaler;Senior VP Telephone;.800-786-9079.,951.-53i-7312 Facsimile::'951-352-3227 10.3. - Integrated Agreement This Agreement constitutes the entire agreement between the.Parties and supersedes all prior negotiations;,arrangements,.agreements,representations, and :.. understandings; if any; made-by or among the:Parties:'with respect to the subject matter in this . Agreement. 16A Amendment: No.amendments or other modifications of this Agreement shall.be binding unless through written agreement by all Parties.. . 10.5 Severability. Whenever:possible; 'each: provision_:of:this, Agreement shall be, interpreted in:such a manner as to:be effective and valid.under applicable:law.-:If any provision of this Agreement shall be determined. to be invalid_by-a- final.judgment.or:decree of a.court.of competent jurisdiction, such provision'shall be ineffective only to-the.extent of.suoh.prohibition or. invalidity,without invalidating.the reminder of that provision or the remaining provisions of this Agreement unless the_invalid provision is:so material.that its.invalidity deprives either Party of the. : basic benefit:of-their:bargain or renders-this Agreement meaningless. Revised:1/3111817 .726669.1 .. : 10.5 Successors -in. Interest: .This.Agreement- shall be binding upon and inure to .the. benefit of the Parties,.successors and assignees. : -10.6 : .Third.Party B.eneficiam- Except :as may be.expressly:provided for in this Agreement.. nothing contained in this Agreement is intended to confer;.nor-shall this Agreement. be .construed as.conferring,;any.rights,.including, .without limitation; any as a third-party beneficiary oX otherwise,.upon any entity or person.not a parry to this Agreement: 10.7 : .Recitals. The above=referenced_Recitals: :are.:hereby. :incorporated_ into .the Agreement as though:fully.set forth:in this Agreement and each=Party:acknowledges.and agrees that.such.Party is.bound,:for purposes of this Agreement,by same. 10A. Corporate Authority: Each of the undersigned represents:and.warrants.that(i).the: . Party for which he or she is executing this Agreement-is.duly authorized:and existing, (ii) he or she.is,duly authorized to execute and deliver this Agreement 'behalf 'of the Party for which he or she is signing,.(iii) by so executing this Agreement, the Party-for:which.he or-she is signing is. formally bound to the. -visions of this Agreement,and_(iv)the:entering into this-Agreement does not violate any,provision of any:other Agreement to:which the:Party.for which he:or she is signing is bound. Revised:1/31/1818 .. .720669:1. .. 1. . IN.WITNESS.WHEREOF; the Parties.have executed thus Agreement as.of the dates stated below.. «CITY" City of Palm.Sprmgs Date: B David H..Ready;PhD . . City Manager - APPROVED AS TO.FORM: ATTEST per t� Ki.�ri� thony e'• City Attorney ft' ,ker► .. � City Cler APPROVED BY CITY CO.UNCIL : : :. Date: l°h Agreement No Corporations:require .two notarized signatures. :One: signature must:be .from Chairman of.Board, President, or ,any Vice _President. T'he.second signature must be from the Secretary; Assistant Secretary,.Treasurer,Assistant Treasurer,or Chief Financial.Officen- CONTRACTOR NAME:' Central communicason5 a brand of MAP comm��ica8ons,Inc: Check one: Individual Partnership .Corporation 11830 Pierce St:.Suite#100 Address Riverside;CA -92505 . . By . Signature(Notarized) Signature.(Notarize 6 . :Revised:1/31/1819 . 720669.1 CAL 111 IIN ALL-PURPOSE.ACKNOWLEDGMENF cl" CODE§71t89 - ; ttr,at�mc�sa.x<ac<ac,e:�.c.,ri,r.1t-rx_�...;h:�a�a..»rn.,a+,;ar sz���-«ac a•�.r:,r�r (• -w�-��.v.r�,._�_•:s,� A roam f F&C oc atiee afficer cwOsmv this eerffliaLa vmff a 64, the fdarjfW apt the k ff4vdual lairs dwm8MtDwW'chlWmzffmftmhMdlmimnAnotthetr tne3s.ac wmT. r-Rfiycflf=dD wwL ayH�dy:mf" cNPsuaecl y het" ?Yl"11IIq" flsefcaaene:. Kcs�Tirl tjl�w�i�i� o�G/ViCA:1�t�ic(.P.n�' Lc�Y�'+E"1���( p`�5�� D. (dare dnaamt Alame and Ti+Je of Me aftar. 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Iryaeeciipt m of;Affached.Docun.io t T 3 or..-Type of Document-- Doc uffmd Date:' Number&paw Sthe4z)_01h arrlhah Narned.Above city[ea}Clam�erl by signar{�} "Signer's finna ` ;;i�rter'a Nartre:" 17 Ompamfe Moor_Fdlow 0 Ccipamfe Officer=.Tdis(s): ❑Pii&w-:O l ia6irbad ❑chwiffirl . ❑Partn6r. q Litmit®d - 0 08fieral. ❑Irtd tkraf ❑At€wnev'fn Fam d ❑lndividud . ❑Atfomsy En Fast. ❑Thmiae ❑GLon ian or C:xmmvafar. :❑Trurtoe ❑Guahfisn or.CGcosenrafor. " ❑Offier-" q der. Signer la Rqp nW- Signor Is,Reprmonfi tg WM14Ns5and atmyAwaeulimn=wwr "g-3-800-tZKOTARYjl-WM7&5827p :asm9590f Revised:1/31/_18 20 . . . 720669.1 " EXHIBIT"A" . SCOPE OF SERVICES SCOPE:OF:SERVICES, OBJECTIVES,AND SPECIFICATIONS Generally; the scope of services.consists of, but is not limited to, :providing:the. City of Palm Springs with a.24 hour, 7 days a week (including .holidays).Vacation Rental-Compliance Call Center Hotline for.receiving and.reporting code,compliance.or.nuisance issue-calls:on vacation. rental properties within the. City to.on:duty Compliance Officers, pursuant to the requirements described below: Vacation Rental 2W Call Center.Hotline Scope of Services 1.- Ability to:take calls 24.hours,aAay,_7 days.a:week. -(including holidays*).: : 2: Assign each calf its own unique se4uentia/.log number -3. Follow a script (provided by City*)-and'any options if-applicable, as a-call progresses onto next steps. 4. Call.the City of Palm.Springs Compliance Officer on duty within 1 minute of completing . . an incoming complaint call on a.rental property: -In addition,the Call Centershall. have.the ability to send information..from the complaint call via text message or email.if requested by City to:the Compliance Officer, within 1 minute of complefingahe incoming complaint.call.. .5.. Call,center shall.cross reference-if the address.called on iS.a registered Vacation. rental . . and provide the Local`Contact.lnformation,--Local Contact Phone Number, Occupancy Limit and number of bedrooms to the on duty'Compliance Officer. 6: City.shall.provide Call Center an_updated list of Vacation Rental properties.weekly. 7. Call Centermust have ability to.add notes and further details town existing logged call after the on duty Compliance Officer has.responded to the initial request from the Call Center. 8., In-the event_thatthe on-duty.Compliance OfficerAoes,not respond, the.Center.shall: call up to--3 additional Palm Springs-Compliance Officers.(contactinformation to be . :provided by Cify 9. Call:Center-shall call the:primary on-duty.Compliance Officer.3 times every:3 minutes. If no response after the 3rd attempt; follow-the same'procedure for.next 3 Compliance- Officers, until-a.response is.-received. 10. Call.Center shall provide City with maximum'.number of contact persons(phone .numbers and,email addresses) at the.City.that.their system-will allow.on the . distribution:list.. , 11,.The Resolution note.space for each call shall not.be IesS.than.1.50 characters:.. Revised:1/31/1821 .720669.i- 12..Call Center shall.send via email to the.City daily(following morning)and weekly :(Monday mornings)recaps iri.either Excel or.CSV format. The:Column Headers that the City requires for the Weekly Recap are.provided below: 13.The City.of Palm:Springs strives to provide its-citizens and visitors with excellent customer service. The City.requires-that the Call Center Agents also.provide excellent, professional,.and courteous customer service to.all callers. Any complaints received by the:City about Call:Center Agents shall be.prom ptly communicated to the Call Center Management:'by the.City for immediate attention_by the.Call.Center. 14....Call.Center system.must automatically notify all incoming.callers.that their call will-be. . recorded-for quality assurance.purposes.: If not;_-Cali.Center agents will be required:to disclose-this.to.each:caller.upon answering:the.call.: 15..Call.Center shall record all incoming calls and keep a copy of the call for four(4) years. 1.6. Call Center system shall record the.time%date stamp of all outbound calls to City Code . Compliance Officers. 17. Call Center agents may not deviate.from the call protocol (script)-as established`by the City..and may not offer opinions.or advice on ball resolution. . Only.City of Palm . Springs Code Compliance Officers or Vacation Rental Compliance Department Management:'have authority to.provide complaintresolution. 18..Call-Center Agentsmill strive.to pick.up incoming.calls within 20-25 seconds; or within :3.rings. 1.9.-Call Center shall be able to.receive and answer Up to 4 incoming calls at the Same time;and:answereach_call within 3 rings. . -20: Below is a draft exari'iple (subject to change byahe_City) of a script that Call Center Agents shall follow for an incoming comp laint-call. FRONT END (draft Script) PROCESS *system must automatically announce.via a.recording that the.call will.be W. recorded, or,the Call Center.agent must.verbally disclose to,callerthat the call. will be recorded, before the.call commences: a: (OPERATOR): Palm Springs Vacation.Rental.Hotline-,.what is the address you=are reporting on? (CALLER): .; (OPERATOR).Please note your personal information rerriains confidential; may-I:.:. -please have-your-name,phone-number and your address? - (OPERATOR) Would you like.a:call back once the issue is resolved? (CALLER) (OPERA TOR) Can the City Compliance.Officer enter your property if needed to investigate.the matter and record a violation? {CALLER):. (OPERA TOR):. :Thank you for:calling, on.Behalf of Vacation:Rental Compliance. .The' next:available.officer will be dispatched immediately.. Revised:1/31/1822 U 669.1 BACK END PROCESS .: a: Phone:operator receives the call,and=then calls-City of Palm.Springs on duty Compliance Officer .Gives.information. on address. and:the.nature of the complaint received:. b. :City of:Palr'h Springs':Compliance Officer makes contact with the guests. Calls back the Call .Center.Agent and provides:them with what the finding/resolution was and Call Ceriter Agent records this:information in the:notes.section:of the.call form.-In addition. the Code Officer may also document the resolution of the call on the.vendor provided online account portal. c. - Summary of calls is emailed the_following morning in Excel or CSV format with details . of the call and the:notes. See below for list.prefecced column headers(they do.not need to be exact): • ..Call Date Time. Caller.ID Call Type .Caller Name. . • Caller Phone Number CallerAddress •. Violation Address. Violation Street Address in Directory. Suspended.? Complaint • Property Access Granted? • Call Back needed? • O/C Name • Time O/C check-in w/Resolution. • . Resolution Revised: 1/31/1.823 .72o669.1 .. EXHIBIT "B" CITY'S REQUEST FOR-PROPOSALS. CITY OF PALM SPRINGS;.CA NOTICE INVITINGPROPOSALS F.OR.RFP#09-19 VACATION RENTAL COMPLIANCE 24/7 CALL CENTER. NOTICE IS HEREBY GIVEN that the City of Palm Springs is requesting proposals from qualifi6d firms to provide the City with a Vacation Rental:Compliance 24/7 Hotline Call:Center. PROJECT LOCATION:: Vacation Rental Compliance 24/7 Call Center Hotline-to serve the.City of Palm Springs,:CA. SCOPE OF SERVICES:. The scope of.workwillconsist of.providing-the City of Palm.Springswith -._a 24. hour,.7 days a week'(including holidays) phone. call:center.hotline to receive and process . calls that report code compliance.or nuisance issues on vacation rental properties in-the City of. Palm Springs: OBTAINING RFP DOCUMENTS AND.ADDENDA: The RFP document:maybe downloaded via the internet.:at: www.palmspringsca.gov: (go-. to: Departments; Procurement,: Open Bids: & Proposals), .or,by calling the Office of-Procurement: and.Contracting, (760) :322-8368.: .Upon . downloading the RFP.-via the internet,:contact Craig Gladders-,. Procurement.and Contracting Manager at Craig:Gladderstipalmspringsca.goV to-be placed on the:interested vendor list:for this; project, providing your company name; contact person;.contact email.address;_ office address; office phone and,office.fax. .Failure.to.be placed on.the.interested.vendor list as stated.above. rhay.result.in not receiving-Addenda.to.the RFP:'Failing to acknowledge Add@nda.may result in . your proposal being non-responsive, or may negatively-impact the evaluation of your proposal. We strongly advise that.you-follow the: instructions above if:you are interested in submitting a proposal.sal.. .. : : . . . ....EVALUATION:OF-PROPOSALS.AND. W . solicitatio :has .been . . n . developed:in.the Request for Proposals (RFP)'format.- .Accordingly, firms should take:note that multiple factors-_as identified_ in the RFP will. _be considered: by the Evaluation Committee to determine.which proposal best meets.the requirements set•forth'in the RFP-document: PRICE. ALONE WILL.NOT BE THE SOLE DETERMINING CRITERIA. The City reserves the right to negotiate the terms and conditions of any resulting contract: .Firial contract award,-if any;.will.be. made: by the`Palm Springs City. Council. The selected firm will:be-required to comply with:all insurance and.license requirements_of:the .City. ..- DEADLINE:: All proposals-must received in the Procurement and Contracting.Office,_3200 E. Tahquitz Canyon Way,.Palm: Springs,. CA, 92262 by- 3:00-P.M.,,LOCAL TIME; THURSDAY, . .JANUARY. 10,20.19._The receiVing time.in the Procurement.Office will be:the.governing time for. acceptability of Proposals.:. : Telegraphic. telephonic Proposals. :will not be:,accepted: Reference- the RFP document for -additional dates and deadlines: -=Late_proposals.will not be accepted and.shall be returned unopened. d. Revised: 1/31/1824 720669.1 : PROPOSALS .TO REMAIN.OPEN:_The Proposer.shall.guarantee haf all contents .of :their proposal shall be valid fora period of 120 calendar days fro'.the due date of proposals. Craig L..Gladders, C.P.M... Procurement and Contracting Manager December 112018 01 TALtij sp O Revised:1/31/1825 . . 720669.1. CITY OF PALM SPRINGS, CA .. : : REQUEST FOR PROPOSALS (RFP).#09-19 VACATION RENTAL COMPLIANCE 24/7.CALL CENTER. Requests.for Proposals.(RFP:#.0.9-:19);,for a Vacation Rental Compliance:24/7 Hotline Call.Center for the''City*-,of:Palm. Springs, CA; (hereinafter the "RFP") will be .received at the Office of Procurement•&Contracting; 3200:EastTahquitz:Canyon V11ay,:Palm Springs;:California; until 3:00 P.M. LOCAL.TIME, Thursday, January 1:0, 2019. it:is the: responsibility of:the :respondent to see.that:any proposal sent through the.mail,:or.by any.other delivery method, shall have sufficient time.to be received by:this specified date and:time.- The.receiving time.in the Procurement Office. will be:the 'governing. time. for acceptability of proposals. Telegraphic, tel faxed. or emailed proposals.will not be accepted , Late.proposals will.be-returned unopened: Failure to register.as a.Proposer to this_RFP.process per he instructions in the Notice Inviting Requests.for _-. Proposals (under-"Obtaining .RFP .Documents"). may result in .not receiving Addenda or other important information pertaining.to this.process: Failure to.acknowledge Addenda may render a. proposal as being non=responsive or negatively impactthe:evaluation of a proposal. We strongly. advise that interested firms officially register per the instructions in the Notice. I.. PURPOSE.AND.SCHEDULE:._-The- City of.Palm-Springs is:requesting proposals from. : qualified firms to provide.the City with.a:24 hour, 7 days a week:(including holidays) phone call center hotline to:receive-and process:calls that.rep- ,:receive- -code.compliance or nuisance issues on. . vacation:rental':properties in:the City of-_Palm.Sprin' gs, as more:fully set forth:in the:Scope of Service provided herein. . SCHEDULE: Notice requesting Proposals posted and issued .: ...;...........:.. December; 11; 2018 p Wednesday; January 2; 201:9, 3:00:PM. Deadline:for recei t.of Questions.. ................ Deadline for-receipt.of:Proposals:......;:..........:........ ..:._Thursday;January; 10;:2019, 3:00 P:M. Short List/.Interviews/, *if desired by City . mined to be deter Contract.awarded:by City.Council:.:.:::.:..,:.:.:.::.. :..... ....:..... :... ...:. o.be determined.- t NOTE.There will NOT be a pre-proposal conference:for this procurement. *Dates above are-subject to change.- -"KEY" TO RFP ATTACHMENTS:. ATTACHMENT "A"=.Signature Authorization:Form,:including Addenda acknowledgment. . . *Must be completed and included with Work/TechnicaUProposal envelope ATTACHMENT.`.`B"-:Non Collusion.Affidavit Form.- *Must.becompleted and included with Work/Technical:Proposal envelope.. ATTACHMENT :"C —. :Cost -Proposal Form.: *Must.be: completed and included :in. a. . separately.sealed envelope-.do NOT include this with.your:Work/Technical.Proposal: ATTACHMENT"D":—Sample boilerplate Contract Services Agreement(for reference.only) Revised: 1/31/1826 -.. 720669.1 :.. " . 2. BACKGROUND: . The City of Palm Springs Vacation Rental_Compliance Department was.established in 2017..Its primary function is to educate and ensure compliance of registered Vacation.Rentals. In addition; it is tasked .with locating and bringing properties:that are not registered-vacation :rentals into compliance. _The Vacation Rental: Compliance_ Department is .staffed by. five .administrative positions.and.four:field.Code Compliance Officers:... The.ability of..community members to report' active nuisances to City.Staff is.essential for a timely.response and.effective enforcement:efforts: by City Staff:. Therefore; a call center that is able to receive calls 24/7 and respond with-timely communication relating to vacation rental nuisances.is essential.to. Operation of the compliance department and the quality of life for the residents:of.the City'of Palm Springs:. The volume of active..nuisance corn plaints.filed'varies from 500.a month up to 1,800.a month depending on time of the:year,and events that take place withintheCity.limits and the Coachella Valley:region. The City of.. Palm: Springs -Vacation:. Rental Ordinance. :can . be found online at' www.psvacationrentalcompliance.com and it provides compliance expectations and guidance_to the vacation rental.property owners-and renters. ..The Ordinance may be revised.at.the:discretion of the City Council'at.any time. SCOPE OF SERVICES,.OBJECTIVES AND.SPECIFICATIONS: Generally; .the.scope.of.:services consists.of,.but is.not limited-to; providing the City. of Palm. Springs with a:24.hour; ,7 days .a week (including holidays).Vacation Rental Compliance'Call . Center Hotline for receiving and reporting code compliance-or._nuisance issue calls.on vacation rental.properties within.the City to on .duty.Compliance Officers, pursuant to the requirements described below:. Vacation Rental:2417 Call Center-Hotline-Scope.of Services 1: Abilityto.take calls:24 hours a day,7-days a.week (including holidays*): 2.. -Assign each.call its-own unique seauential log number. 3. Follow a script (provided by City*) and any options if applicable; as a call progresses onto.next steps. 4: .Call the City.of Palm-Springs Compliance Officer on duty Within 1'minute of completing an incoming complaint call.on a rental property.. In:addition,.the`Call,Center shall. . have the ability to send information from thecomplaint call-via text message or email if. requested by Cityao the Compliance Officer, within 1 minute of completing ahe incoming complaint call... 5: Call:center shall cross reference.if the address:.called:on is a:registered vacation rental and.provide:the Local Cont.act Information, Local.Contact Phone Number; Occupancy :Limit and number of.bedrooms to the on duty Compliance Officer.. 6. .City shall provide Call-Center an-updated list of Vacation Rental properties weekly: 7: Call Center must have.ability to add notes and further details to an.existing logged call after the_ on duty Compliance Officer has responded to the initial:request from:the:Call Center. . . Revised:1/31/1827 .720669.1 8. - In.the.eVent that the on.duty.Compliance Officer does not respond, the Center,shall. . :call up to 3 additional Palm-Springs Compliance-Officers-:(co information,to be `. provided:by City*); . . . :9. Call Center shall:call the primary on-duty Compliance Officer 3 times every 3 minutes. If no response.after the 30 attempt;follow the same procedure for.next.3 Compliance Officers,.until a response.is received.. 10. Call.Centershall:provide City-with maximum number of contact persons (phone : . numbem.and email addresses):at the.City that their-system will allow on the distribution.list. 11. The Resolution note.sp6ce:for:each call:shall'notbe IeS8_th8n 150:characters: 12.:Call Center,sholl send via.email to the City daily.(following.morning) and weekly -(Monday momings) recaps in'either:Excel.or CSV:form9t. The Column Headers that- the.City requires for.the.WeeklyRecap,are provided below: 13: The:City of Palm'Springs strives to provide its citizens and.visitors With_excellent . customer.service.:. The.City requires_that the.Call:Center Agents also provide excellent, professional; and-courteous customer-service to all-callers.. Any complaints. received-by the City about-Calf Center Agents shall be-promptly communicated to the Call Center Management by the:City for:immediate:attention by the Call Center. .14.- Call Center system.:must automatically.notify-all incoming-cal lers_that their.cal[will be recorded.for quality assurance purposes: If not, Call Center agents will be required to disclose.this to each caller upon answering the call. 15._Call:Center shall record all,incoming.calls.and keep:a copy.of the call for four(4) years.. . 16 _Call_Center system shall record the time/date stamp of all.outbound calls to:City Code.' Compliance Officers: 1-7.Call.Centeragents may:not deviate from.the call:protocol:(script) as.established bythe City and may not offer opinions or advice on call resolution.- Only.City of.Palm Springs Code.Compliance.Offlcers or Vacation.Rental Compliance Department Management have authority to provide complaint resolution: 18. Call Center.Agents•will:strive1o.pick:up incoming-calls.within 20-25-seconds,.or within .3 rings.: . 19.,C611,Centershall be able.to receive:and answer up t6,4-incoming calls at the same time.,:and answer. each.call within 3 rings; 20. Below is a:draft example:(subject to change by.'the City) of&Script.that Call Center: Agents shall follow for.an incoming,complaint call: FRONT END (draft Script) PROCESS: *system must automatically announce.via a.recording.that-the call will be recorded,:or the Call Center agent must:verbally disclose to Caller:that the call Will.be recorded,-before.the call commences: : a. : '(OPERATOR).' Palm-Springs Vacation Rental Hotline; what is the address you are reporting on?. . (CALLER): (OPERA TOR);Please note your pelsonal information remains:COnfidential;rriey l please have:your name, phone number and your address? :Revised: 1/31/1828 - 720669..1. (CALLER): (OPERA TOR):.Would you like a call back once the issue is,resolved? CALLER (OPERA TOR)' Can the City Compliance Officer enter your property if needed to `- investigate the matter and record a violation? (OPERA TOR) ,Thank you for calling, on,Behalf of Vacation Rental Compliance. -the. next.a.. tile. officerwill be.dispatched.immediately: BACK END PROCESS: d. Phone operator receives the call; and then calls City of-Palm Springs on,duty Compliance Officer. -Gives information on address and the nature of the complaint received. e:. City:of.Palm.Spririgs.Compliance Officer makes.contact with the guests. Calls-back the .Call.Center Agent and provides them with.what the finding/resolution was and-Call.Center Agent records this:information.in:the notes section-of the,call form. lh addition, the Code Officer may also.docurrient:the:resolution of.the:call 'on:the vendor,provided :.online.account portal.: f. . Summary of.calls_,is.emailed the following morning in-Excel:or CSV format with details of the.call and the notes See below for list preferred column headers.(they do not need:to be.exact): • Call#. - • Date- . . . . Time Caller.ID. + Call Type : : Caller Name .. CallerPhone.Number: . +. Caller Address . e "Violation:Address- • ;.Violation Street : :Address in Directory .., : Suspended? • . Complain4 . . Property:Access Granted?. •. .Call Back needed? • : O/C Name • Time O/C check in.w/Resolution- .. Resolution 4: . :_: PROPOSAL:REQUIREMENTS: : The.firm's.proposal should describe the methodology to be used.to accomplish each of the project tasks..-. The .proposal-should` also'describe :the work which. shall.be' necessary.in*-order to--. satisfactorily complete the task requirements Revised: 1/31/1829 -720669:1 Please note:•this-RFP cannot identify each s_pecific,:individual.task required to successfully and ..completely implement.this project:-The of.Palm Springs- relies on the professionalism and competence.of the selected-firm to.be knowledgeable of the general areas identified.in the.scope. _ of Work and.to include in its_proposal.all required tasks.'and:subtasks.-personnel:commitments; man-hours; direct and indirect costs; etc. The City of Palm_Springs will.not approve addenda to the.selected fiem's'agreement which do not involve:a.substantial change from the:general scope of work identified-in this RFP. 5. SELECTION PROCESS:- This: solicitation .has-.been. developed in the :Request Jor Proposals. :(RFP). format. Accordingly, proposers:should.take note that multiple factors as identified in the RFP will be.considered by the Evaluation Committee to determine which proposal best meets.the requirements set.forth.in the RFP document PRICE ALONE WILL NOT BE THE. SOLE'DETERMI.NING CRITERIA.- The.City shall review the.proposals submitted in reply-.to this RFP,-and a limited number of firms may-be invited to make a formal presentation at a future date if desired bythe City. The format,selection criteria and date of the:presentationwill be established at the time of short listing; if conducted. 6.: : PROPOSAL.EVALUATION:CRITERIA:...An: Evaluation .Committee,..using the.following evaluation:criteria for this.RFP, Will.evaluate all. responsive: proposals. to .this 'RFP. .Firms -are requested to submit their proposals so that.they.correspond.to and are:identified with:the.following specific evaluation criteria (100 total.points possible). . A:. . Firm /. .Staff J.. .Team . (including any 'subcontractors). .Qualifications- .*and. experience in providing similar services for(prefera bly)other public agencies.as defined in the RFP, including.References(20 POINTS) B. - Proposal organization-, conformance with the. -RFP instructions; and: demonstrated Understanding of the.overall.project and requested.Scope of Services.(16 POINTS) .: C. Work Proposal, including:details.about .your firm's call center operations, call. center agent.training,:and ability to perform the services requested.,(25 POINTS) . D. Local,Preference.(5 POINTS) Firms that qualify as:a Local.Business, or employ:local sub-consultants; and submit a.valid business:license as more fully set forth.in.Section F.1 !below, pursuant to the-City of Palm Springs Local:Preference.Ordinance 1756).: The:full local:preference, .five (5) points,:mayl be.awarded to those:that qualify as_a Local Business. .Two (2) points.may be awarded to a - . non-local_business that employs or retains local residents and/or firms for this project. --Non local firms that do not employ or retain any local_residents and/or firms for project shall earn zero(0) points for this criteria.- E. . Cost Proposal (35 POINTS) PRIOR CITY WORK If yourfirm has prior experience.working with the City.DO NOT assume this priorwork is known to the evaluation-committee:- All firms are evaluated solely.on the.information: contained in their proposal, information obtained from references,and presentations if requested. Revised: 1/31/1830 . .720669.1. . . All-proposals must be prepared as if the.evaluation.committee has.no knowledge of the firm,their. qualifications-or past projects. 7: PROPOSAL CONTENTS: Firms are requested to formattheir proposals so.that responses correspond directly to,:and are identified with,_the specific:evaluation-criteria stated in Section 6 above., :The proposals must be in an,8 % X 11 :format,:minimum 10pt fonta ze, minimum_ - /4" margins, and may be.no more than a total ofawenty five (25) sheets of:paper, which . maybe.double-sided, inc/udihd:'cover letters; :organization charts, staff resumes,:appendices, and:Any exceptions to the language in the sample agreement, or to the insurance requirements:. NOTE: Dividers;.Attachments! & "B";Addenda.acknowledgments, and the Cost Proposal (*in a separate.sealed envelope).-do. NOT.count.toward the limit.(everything.else does Interested. : firms shall.submit.SIX (6)-copies'(one.marked "Original".plus five (5) copies). of both your TechnicallWork Proposal andyour-Cost Proposal;and one(1)Thumb Drive.orCD:of the entire proposal (including the`Cost Proposal); by the deadline. All, proposals:shall:,be.-sealed. within. one package :And. be. :clearly marked, "RFP .#09-19; REQUESTS...FOR . .PRQPOSALS. :FOR.. VACATION . .RENTAL: COMPLIANCE. .24/7 CALL. CENTER". Withinthe:sealed: proposal package,:the Cost Proposal shall be separately sealed from.the Technical./Work Proposal.- Proposals not meeting.the above criteria maybe found to be non-responsive. EACH . PROPOSAL . .PACKAGE .MUST INCLUDE TWO (2) SEPARATELY . SEALED ENVELOPES Envelope#1;clearly,marked"Tech nicallWork Proposal';shall include the following.items: • Completed:'Signature authorization.and:Addenda Acknowledgment (see Attachment A): Jf.applicable,-your specific request for:Local.Preference (see Attachment A) and:a copy:of a valid business license from a jurisdiction in the Coachella Valley. • ' Completed; and.notarized;Affidavit of.Non-Collusion (see Attachment B). In addition:to.the items`above-ata,minimum-firms must provide the information identified below All such information shall be.presented in-a format that-directly-corresponds to the numbering' scheme identified here. TECHNICAL/WORK PROPOSAL; The. Technical/Work:Proposal (Envelope: #1) ahall be clearly marked.and include the Sections A, B,_C and D.below;.- SECTION A:. FIRM,:STAFF,TEAM(including any.subcontractors)QUALIFICATIONS AND EXPERIENCE, INCLUDING REFERENCES . A.:1. : .Follow.the instructions:and properly complete and execute both Attachment. "A".and.Attachment"B"Ahat are:provided-in-the:RFP.and-include,them.here in your proposal. if applicable, . :your- specific request for .Local .Preference- (reference Attachment A) and. a .copy of a valid 'business .license .from a jurisdiction in the Coachella Valley is to also.be included here. . Revised: 1/3161831 .720669:1 :. A.2. Descr-ibe the:f rm's-background and.qualifications"in the type of effort that.this. , project will require, specifically identifying-. experience with_ relevant. projects successfully.completed of similar and scope. A.3. : : 1ndi.cate the:name.of any.sub-contractorfirms or:contractors'that:will.be utilized: to make up your team.i Describe each sub=contractor's:qualifications, background and specific.expertise that they bring to the Project:. A.4 List:the`name.and qualifications of.the: key staff(team members.that will be .assigned to the. Project:"•.Provide detailed:qualifications of the:Project:Manager that: will be assigned to the Project. A.5; Include a: minimum of,three (3): references:of recent customers_:(of-which -at I °2.preferably should:be.other.public agencies) for who your firm.has:provided. similar 24/7 call.center hotline.serVices.as:contemplated herein. You must include the: riame:of a-contact person;.their title, and'a current phone number, fax number, email address and business address along with a brief descriptionof the scope of-work for each referenced customer.- SECTION B PROPOSAL. : ORGANIZATION,:. CONFORMANCE WITH RFP:.: INSTRUCTIONS,. AND . DEMONSTRATED UNDERSTANDING OF THE OVERALL PROJECT AND REQUESTED - SCOPE OF WORK. . F. B.1: : : Carefully.reviewand verify that your proposal.is well organized:and follows.ALL OF THE INSTRUCTIONS on proper organization, format,:order;. and conformance with .all requirements;:-including. any.-and -all required signatures; "attachments; acknowledgements; or other.documents that are required:to be submitted. Failure#o follow the instructions may result in your proposal`being non-responsive-and rejected from consideration:. . B.2. Without reciting the.information regarding..the Project verbatim.as:contained in this' RFP, convey . your general overall. understanding: of. the: Project .and an:. understanding of the City's expectations upon implementation of the.Project. . B.3`. .ldentify;any ``key""or"critical" issues-that:youaieli eve "may be encountered on the Project based on:the firm's prior. experiences.;:and.provide'steps:-to: be'.taken .to ensure the issues identified do not affect-the successful delivery. of the Project.. . .SECTION C: . WORK PROPOSAL C.1:The.Work Proposal should address:your approach and methodology.to providing the services requested; details about your firms-call.center.operations; proposed staffing.levels to perform the services requested;.Call center agent training;incoming call Volume capabilities;ability to achieve the desired incoming call pick up response times defined in-the scope of.work;ability.for agents to communicate :via text and email if.necessary; maximum.-.number of alternate contacts your Revised:1/31/1832 .. .720669:1 agents will,call if the'.on-call. City compliance,officer.does hot respond.within first 3. attempts- samples of, daily and weeKly reports that are similaI . r to.what is defined in:the scope of work; your ability to time/date stamp calls; call recording storage capabilities. Separately,. briefly address:your firm's-current :or future: capabilities for your:system-and :Call. Agents: to web based forms to;:document calls received.: The: City .is considering the ..implementation. of-future citywide software-programming that would allow for web=based forms fora variety of our.city departments; including-Vacation:Rental Compliance.. .As such;we.would. like:to.know.about your capabilities-.regarding this--type--of technology. - ..SECTION.D:. . .LOCAL PREFERENCE- D:1 Pursuanfto the City of Palm Springs Local Preference:Ordinance:1756, in.awarding contracts for services,_including.consultant services,.preference to. a :Local :Business shall. be. :given, whenever- practicable: and to -the: extent consistent with the law:and interests of the public...The term"Local:Business" is. defined as a vendor, contractor, or consultant who has a valid physical business. address located within the.Coachella Valley, at.least six months prior to bid.or proposal. . opening date, from- which. the. -vendor;. contractor,-. or consultant operates.or performs business.on a:day-to=day basis,.and holds a valid business license by a jurisdiction located.in- the Coachella Valley: °C.oachella Valley'"is defined as the area between the Salton Sea on the south, the San:Jacinto and Santa Rosa Mountains on the west; and the Little San Bernardino Mountains:on: the:.east and:north. For the. purposes of this definition; "Coachella Valley includes the cities of:Beaumont.and.Banning.and.the, unincorporated areas: between. Banning. and. the City.of Palm Springs. . Post office-boxes are. not verifiable 'and shall.hot be. used.for the.purpose of establishing such physical address: The.consultant.will also-,..to:the.extent.legally.possible, solicit:applications..for:employment:and- proposals for subcontractors and subconsultants:for work associated.with the:proposed contract from.local residents and firms as.opportunities occur and hire qualified local residents.and-firms whenever.feasible. In order for a:business to be eligible to claim the:preference,:the Business MUST request the preference in the Solicitation response(see Attachment A).and provide:a copy of its current business license(or of those it employs for this project)from a.jurisdiction in the Coachella Valley:_ A_ non-local business that requeSts. .the.preference based On_employing local residents:_must provide proof.of full-time primary residency from a jurisdiction in the Coachella Valley with the proposal. The.City-reserves:-the right-W determine.eligibility. D.2: . . . :List allaeam.members with. local expertise. :Clearly4efne:the r:role in the overall project. Revised:1/31/1833 720669.1. COST:'PROPOSAL: . .The Cost:Proposal (Envelope 42) shall be.clearly. marked in_a. separately sealed envelope and shall.includo Section E below: SECTION:E:. _ .. .COST PROPOSAL E.1. : The cost proposal (in a separate:sealed-envelope):shall be.a:for 750 minutes per month; With cost for additional increments of 500, 1000.and:2000 minutes:should-the City require more. services/time. . The.pricing per minute shall be fixed for the first 3 years:of the contract, and_the 2 one-year optional renewals will.each.be subject to a.CPI increase.. PROPOSERS MUST USE .-THE COST PROPOSAL-FORM, ATTACHMENT 'C"; PROVIDED BY THE CITY IN.THE RFP DOCUMENTS. Failure to use.the.Cost Proposal form Attachment"C provided by the City WILL e:cause for rejection of a proposal. Do NOT include Attachment "A":or Attachment ' ".in the.Cost Proposal,, Envelope #2. Attachments"A'`and °B" are-to be included in Envelope#1, "TechnicalMork Proposal'. .8 GENERAL AND SPECIAL CONDITIONS:. DEADLINE FOR SUBMISSION OF:PROPOSALS: Proposals:will-be:received in the City:of Palm Springs, Office of Procurement .and Contracting-. .Until 3:00 P.M., LOCAL. -TIME, THURSDAY;JANUARY 10, 2019:.Proof-of.receipt before.the deadline.is.a City of Palm Springs, Office of Procurement--and Contracting.-time/date.stamp. It:is.the- responsibility. :of.the-:firms replying to this RFP to see that any:proposal sent through themail, or.via any.other.delivery method;shall'have sufficient time to be received:by the:Procurement Office prior to the proposal due:date and time. Late proposals Will be returned to the-firm unopened. Proposals shall be: clearly marked and identified and.must be submitted to: City of Palm Springs Procurement-and:Contracting Department . 3200-E.-Tahquitz Canyon Way Palm.Springa,CA 92262 A#n; Craig.:Gladden., C.P:M:;.Procurement&'Contracting Manager QUESTIONS: .Firms, ,their representatives, agents or anyone else :acting.on their.behaif are specifically directed NOT to contact any city employee,:commission member, committee.member, council member,.or other agency employee or associatefor any purpose relatedto this RFP other. than as:directed below. Contact with anyone other than as directed.below.WILL because for rejection:of a proposal. b . Any-questions, technical-or.otherwise,pertaining to this. RFP must be submitted IN WRITING and directed ONLY t0: Craig Gladders; C.P:M. Procurement & Contracting Manager 3200 East Tahquitz:Canyon Way Palm:Springs, CA:92262: : . via.:FAX (760).323.8238 = . or-via-EMAIL: Cr6id-.Gladders(cD-p4lrnsprinasca.g6v. Revised:1/31/1834' . 720669:1 .. Interpretations.-or.clarifications.:considered-necessary In .response to.-such: questions.'will .be. resolved by.the issuance.offormal Addenda to the:RFP�The deadline for all questions is 3:00 P:M.: Local-Time. Wednesday, January 2;2019. Questions received -after this date and time may:not be answered:`.Only`questions that have been.resolved:by:formal written Addenda via the Division of.Procurement.and Contracting will be binding. Oral and-other interpretations or clarifications will be without:legalor:contractual effect. FORM:OF AGREEMENT: The. selected:firin :will be required to. enter into:a. contractual agreement inclusive of.insurance-requirements with-the City of Palm-Springs in accordance with . .the standard Contract-Services.A—dreement (see Attachment "D").Please note that the Exhibits: are intentionally.not complete in the attached sample standard document.These exhibits will be negotiated.with the selected firm; and will appear.in the final. Contract .Services Agreement. - executed-.between.the parties. 1Ne specifcally.draw'your attention to the.language.in the sections of the sample contractual agreement:attached-entitled-``Conflict'of Interest" and:"Covenants Mai nstbiscrimination" . ..and recommend.all firms-carefully consider these:contractual:requirements-prior.to submitting a proposal:in. response to this:RFP... Firms.that.sukimit a.-proposal:in.response to.this :RFP.shall. certify the following:. : - a) -Conflict of Interest:. Consultant acknowledges that no.officer or er..pioyeeof the City.has- or shall have any director indirect:financial.interest in this Agreement nor shall-Consultant enter into,any agreement of any.kind with any..such officer or employee during the term of this Agreement and for one`year thereafter.. .Consultant warrants that Consultant has,not aid or: iven, and will not a or ive, an third art an mone .or other considerationin P- 9 P.y: 9 . . y P. .y . . Y y.. exchange=for obtaining#his:Agreement. b) Covenant Against. Discrimination In:connection:'with its performance :under. this. Agreement, Contractor: shall not. .discriminate .against.any. employee or. applicant for. employment because.'of actual or perceived:race,:religion,:color,.sex; age, rrrarital status, ancestry; national. origin (i:e.; place of origin; immigration status, cultural or linguistic-. characteristics;. or.ethnicity);, sexual orientation;. gender identity, gender. expression, physical. or mental disability, or medical condition.(each a °`prohibited:basis").-.Contractor shall ensure that.applicants are employed, and that.employees are treated during their employment; without.regard :to any:prohibited basis. As, a=condition precedent.to City s lawful capacity to enter this Agreement and in this :Agreement, Contractor certifies that its actions and omissions hereunder shall:not incorporate any discrimination. arising:from pf related to..any prohibited,basis.i.rT any.Contractor activity;including but:not. limited to .the following:.employment, upgrading,:demotion :or transfer- recruitment or recruitment advertising; layoff ortermination .rates.of pay or:otherforms of compensation;. and selection for training, including.apprenticeship; and further;.'that Contractor is in:full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision.of.benefits, relating to.non-discrimination in -city contracting. Failure.orr refusal to enter..into:an-Agreement.as. herein. provided;or-to: conform ;to any;of.the; stipulated requirements in connection therewith shall:be just cause for-an annulment:of the award. If the highest ranked:PrOposer refusesor fails.to execute the.Agreement;.or negotiations.are:not- Revised:1/31/1835 . . 720669:1 successful;.or the agreement.is terminated,the City may, at its sole.discretion; enter negotiations with and award.the-Contract to_the second highest:ranked:Proposer,and so on: -_ The term.of.the`agreement that:is awarded:as a.result_of this RFP.shall:be in effect for three (3) .years with two.one-year options to reriew at the mutual consent of the parties. AWARD OF CONTRACT: :It:is the.City's:intent.to:award-a contract to:the firm that.can provide all ofahe.scope of work, equipment and services.identified.in the.RFP-.document; However, the City.reserves the-right to award.a contract, or to make:no award, whichever.is in the best-interest .,of the City. It is.'anticipated.that award of the contract will occur'at the.'next regularly'scheduled City.Council meeting after the.evaluation committee has made its final:selection of the.firm to.be recommended for award,and: a.contract has.been:negotiated and agendize. for consideration. . The decision,of the:City Council will be final. RIGHT TO ACCEPT OR REJECT PROPOSALS: .The City.of Palm:Springs reserves the:right to: waive any informality:or technical.defect:in:a proposal.and:to-accept or reject; in whole.or_in part; .any or-all proposals.and:-to cancel all or part of this:RFP.and-seek new.proposals,.-as..best serves. the interests of the City; The.Cityfurthermore reserves the right to contract separately with others certain tasks if deemed in the best interest of the City. INSURANCE:. _Insurance provisions-.are_ contained in the Standard Contract Services sample agreement included in the RFP..-The successful Proposer will be required.to complywith these. provisions.. It-is recommended that Proposers have their insurance provider review the:insurance provisions BEFORE they submittheir proposal: RESPONSIBILITY OF PROPOSER: All firms responding to this RFP shall:be responsible: If it: is found:that. .a firm is irresponsible'(e.g. has not paid:taxes,:is not a legal:entity, submitted an RFP without an authorized.signature, falsified any information in the proposal package, etc.), the. .. proposal:shall:be rejected. . PUBLIC.RECORD:. All documents .submitted in.response to.this solicitation_will.become the property of the City of Palm Springs and are.subject to the.California Code Section 6250 etaeq., commorily.known as the-Public-Records Act.. Information :contained inthe d6cuments, or any other:materials associated with the.solicitationi pursuant to GA.Goverriment Code:6255 during the.negotiation process, maybe made public.after the City's negotiations are completed,and staff .. 'has recommended:to.the. City Council the award of a.contract:to a specific-firm, but:before final. : action is taken:by.the:City. Council to award the contract. • Although the California Public Records Act ("CPRA°) .recognizes- that certain confidential trade.secret.information may be, protected, from disclosure; the.City, may not be. in'a position to.establish that the':information submitted in.a-proposal is a trade secret: If a.request.is made for information marked"Confidential;" "Trade Secret,-" Proprietary;" or any other Similar designation, the City will:provide the . party submitting such;information with.-reasonable notice to allow the party to seek protection-from disclosure.by a court of jurisdiction. If:a: submitting.party contends that.a:portion.-of=the:proposal is confidential even: under-_the CPRA;. the party: 1)-must-clearly label. each document an page deemed.a confidential document 2).the legal rationale supporting such contention. Revised:1/31/1836 -. .720669:1. . . including specific.references to.applicable.provisions of the,Public,Records laws of the :State 3) .must actively .defend against any request for disclosure: of information.which the party has determined should not be released, and 4):-must indemnify and`hold harmless the City from any. loss; :claim or suit,:`including _attorneys.'fees; brought by a person challenging the City's. refusal to release the documents.The.City:will not,:under any circumstances;.incur any expenses; or be - responsible for:any..damages:or losses incurred..by a.party.submitting.a:proposal. :or any:other person.or:entity,.because of the release of such information:: The City will not return the.original or any copies-of the proposal or,other.information.or documents submitted to the-City as part of RFP-process:. .NOTE THAT THE. CITY. MAY NOT :'RECOGNIZE:' ,PROPOSALS' WHERE ALL OF THE INFORMATION,. . -VIA .As BLANKET- STATEMENT,'.AS-—SUBMITTED : AS. PROPRIETARY INFORMATION OR.A TRADE SECRET:. .SUCH.PROPOSALS MAY.BE FOUND NON-RESPONSIVE: .. COST:RELATED:TO PROPOSAL PREPARATION" The Cityvill .NOT be responsible for any costs incurred :by .any .firm: responding.:to this RFP_ in :the: preparation.of their: proposal or participation in any presentation if requested;:or any:other aspects.of-the entire_RFP process; COMPLIANCE WITH LAW. Proposer.warrants that all Services rendered.shall-be.performed in accordance with all.applicable federal; state, and local.laws,:statutes., ordinances:lawful orders, rules,:and regulations LICENSES, PERMITS.FEES,AND ASSESSMENTS. Proposer:represents and warrants to City that it will:obtain all.licenses, permits, :qualifications,:and.approvals:of whatever nature that are legally required to practice its profession:and perform:the Work and Services requested. in this RFP.: Proposer represents.and warrants to:City that.Proposer shall,.at its sole:cost.and expense,.. keep.in effect at all..times:during ahe term of the:Agreement.if-so awarded, .any license,.permit, - qualification;.or approval that_is legally required.for Proposer to perform the-Work.and Services. . under the Agreement if so awarded.. Proposer shall have.th.e sole obligation to pay for any fees, assessments;.and-taxes, plus applicable penalties and interest, which may be imposed by.law and arise from.or'are. necessary for the Proposer's performance of the"Work and.Services required under. the:Agreement if so awarded.: .Proposer:shall indemnify; defend, .and: hold harmless City against any such fees, assessments,taxes penalties, or interest levied, assessed; or:imposed against City:to the fullest extent permitted:by law. BUSINESS*:LICENSE! The.selected firm will be required.to.be licensed in accordance with.the. City.of Palm Springs Business License.Ordinance,.Municipal:Code.Chapter 3.40.through 3.96, :entitled Business Tax'.. INVESTIGATIONS; . The-.City, reserves the. right to .make. such, investigations_ as :it. deems. necessary:to,determine the-ability,of the .firms responding to this RFP.to perform-the Work.and the firm shall furnish to the.City all such information and..data for this purpose.,at the-City may- The: . . request. City .reserves .the. right:to reject:any.-proposal if the. evidence submitted by or investigation of such firm fails-to:satisfy:the City that such,firm is properly qualified to carry out the obligations of the Contract'and to complete the Work contemplated therein. • NONCOLLUSION- The undersigned; by :submission-of:.this.Proposal Form;: hereby declares that this. Proposal is made without collusion-with.:any other business making any.other Proposal, or which othe .. a would make a.Proposal: Revised:1/31/1837 . .72o669.1 .. Proposer must execute an Affidavit of Non=Collusion provided as.Attachment"B"- in_the,RFP.and include-it with their proposal.. PROPOSALS TO:REMAIN OPEN:. :The Proposer.shall guarantee that all contents. of their: proposal-shall.be valid fora period of 120 calendar days from the due date of proposals. SIGNED PROPOSAL:AND EXCEPTIONS:: Submission of a signed.proposal will.be interpreted to mean that.the firm responding to this RFP ha 'hereby agreed to all the terms and conditions set forth in all of the sheets which makeup this Request for Proposals,and any:attachedsample agreement. Exceptions to.any.of the language in either the.RFP.documents or.attached sample agreement, including:the insurance requirements. must.be included in the proposal.and clearly defined. Exceptions to:the. City's..RFP_ document or.standard.boilerplate .language.,:insurance. requirements,:terms or conditions. may considered-in-the.evaluation, process; however.,:the City makes.no guarantee that-arty exceptions will.be approved. CITY:OF PALM SPRINGS, CA REQUEST FOR,PROPOSALS (RFP),09-19 FOR VACATION RENTAL.COMPLIANCE 24i7.. .CALL CENTER-:- ADDENDUM NO.-. This Addendum is being issued for the following changes.and informational items: THE FOLLOWING-REVISIONS AND/OR ADDITIONS TO THE:RFP DOCUMENT AND :INSTRUCTIONS:ARE. TO. BE :INCLUDED.AND: SHALL: TAKE .PRECEDENCE:OVER ANYTHING:-CONTRARY:'-ON.THE. PREVIOUSLY ISSUED .SPECIFICATIONS: AND INSTRUCTIONS AND SHALL.BE REFERRED:TO=.HEREINAFTER AS PART OF THE: CONTRACT. DOCUMENTS. The City has received the following questions and is hereby providing answers thereto: Q 1; Can.companies from.0utside;USA can apply.for:this?.(like,from India or Canada) A 1. Companies outside the USA are not expressly prohibited from submitting.a proposal"- however,prospective vendors must fully comply with.all provisions:of the RFP document, including all legal.requirements and terms and conditions of-the attached sample-contract services agreement.. .Submittals.are subject-to review by legal counsel. Q.2: Do we need to come.overthere for meetings? .. A 2: While there:is not a pre proposal conference:for this RFP,:yes, it:is possible that the successful:vendor:maybe.required from time to:time to attend.meetings atPa/m Springs City Hall with:city staff,.or:potentially.attend City Council.meetings; Revised:1/3161838 . . .720669.1 Q 3 .Can.wepeormthetsk (relatedto RFP):outideSA? (like,, fromIndiaor.Cana- da) A 3: The City does.not define where the call center tasks are performed- Q 4: Can we submit theproposals via email? A.4:.No,:you may not, which-is.already stated in-the RFP. You must follow the detailed instructions.provided on how.to submit a proposal or your proposal will be deemed non- responsive. . 0-5: Are there any language requirements other than.English for-the Call-.Center.program?-If so;.what language(s) is. required.and what is-the call volume for the language(s)? A 5: At this.time only English'language is required:._The City reserves the right to require Spanish at:a future date if necessary.. Q 6: Could.you provide the Afterhours call traffic volume;.broken down hourly? A 6 The City does not have that level of.detail to provide, however, approximately 60% of the call volume occurs between 8:00pm 1:09am (Pacific. Time), Thursday through Sunday. Q 7: If vendors.-have additional fees.-to include in the price proposal, how would the :City like the fees listed? A 7. P/ease refer to Attachment C,.Page.17, the paragraph at the bottom of the form that: Addresses this-question.. Q 8:. - Would the Cityaccept:two (2) Cost Proposal options if-it-would-financially.benefit.the City, locally.based. pricing vs.economically advantage.price:option available? A V No, only one pricing proposal is acceptable.: Note that the. City is seeking a high: quality customer service oriented professional firm to.provide very responsive service to : . our.residents to receive and process their calls regarding.nuisances.related to vacation. rentals. BY ORDER_OF THE CITY OF PALM SPRING$; CALIFORNIA Craig L.Gladders,-C.P.M. Procurement:&-Contracting.Manager DATE:: December.20; 20.18: CITY OF.PALM SPRINGS' CA REQUEST FOR PROPOSALS (RF.P) 09-19 FOR VACATION RENTAL COMPLIANCE 241.7 CALL CENTER Revised: 1/31/1839 720669:1 ADDENDUM-NO. 2 This_Addendum is being issued forthe following changes and informational items: THE. FOLLOWING. REVISIONS AND/OR ADDITIONS TO .THE RFP .DOCUMENT AND INSTRUCTIONS ARE TO._.BE`INCLUDED :AND :SHALL TAKE PRECEDENCE .OVER. ANYTHING .CONTRARY oN1 THE: PREVIOUSLY ISSUED. SPECIFICATIONS AND INSTRUCTIONS,AND SHALL BE REFERRED TO HEREINAFTER AS-PART OF THE CONTRACT DOCUMENTS.. . : The City received.the following questions and is hereby providing answers.thereto: Q 1; l iust want to confirm that out of state vendors can propose.on this opportunity. - A 1:�.Y6sj,they can: Q 2:. On page 16 of the RFP "Attachment'B"'.Non,-Collusion Affidavit.says "The undersigned; . being.first'duly sworn;deposes and says that he.or she is ` of Are these blanks looking for Business Title or:. Business name"?- A 2: In:the'first. "you enter the name of the.person that is signing the,affidavit, and in the second" "you enter the name:of the company. Q 3 IS it possible to still operate from ourindia Office/_Subcontract-to our Companyan India A 3: -Please refer to Addendum No. 1 Q 4::.-Do you need.4 Dedicated Customer Representatives? A 4: This is a Request forProposals. Therefore, we are seeking your proposal that should 'include how you.plan t0 staff the call center based upon the scope of services.that the City requires,:and anficipated call volume; that was provided.in the RFP. The•City does not dictate or determine the number of representatives-that:is up to the frm that is,submitting . a.proposal to determine . Q_5 Since we are not local to the:state of California, can the All-Purpose-Acknowledgment be. notarized by.a South Carolina Notary? A5:. Yes. . Q 6 Would .the City consider the.use of an Integrated Voice. Response (IVR) platform with advanced.speech recognition to automate.caller interactions as.well as automating the outbound calls to compliance officers? A.6:: Because the ca//ers.are fypicallyresidents:calling to.file a nuisance.complaint and : . - are:likely.already. frustrated by the nuisance that:they.are reporting, : the.City.requires -a: high .level of personal customer service and attention to listen .carefully,-gather.-the information accurately;-and.then promptly-communicate with the compliance Officers-on- Revised:1/31/1.840'. .720669.1. . duty to.resolve the matter expeditiously: .As such; the-City Will aot consider an.IVR for this application,due to the nature'of the calls: BY ORDER OF THE CITY OF PALM SPRING$; CALIFORNIA Craig L. Gladders, C.P.M. . . Procurement& Contracting Manager. DATE: January 3, 2019 Revised: 1/31/1441 720669.1 EXHIBIT«C,: C.ONTRACTOR'S PROPOSAI:: en tral communicaf ions SECTION A Attac'-hm: `-ent . A. t a � m c ent. Revised:1/31/1842 . 720669.1 A.2 _ Pmmunications We have.been providing the services sought by your RFP to the:City of Palm Springs since.April.2017. However; the experience level of our key.management team and staff. in this. market far-exceeds the 20 plus months we have.provided this-service. We.have. . assembled.a.team of seasoned.professional.call:center managers and.support personnel who have.studied your.requirements and have theknowledge.and experience to ensure your continuing.total satisfaction with-:our services.- ..Central.Central Communications was purchasedby MAP.Comm unicationsin.2017 and is-. headquartered in. Chesapeake;.Virginia and.has a redundant call center-operation in -Suffolk,Virginia: Our privately. held -.company is. non-union and 100% employee-owned through ..an Employee Stock Ownership.Plan:(ESOP). :We operate. an ethnically:divers6 workplace environment that exhibits a.true team spirit, Thus, all.=employee-owners have.a vested personal interest.in running and.maintaining.a well=balanced business-that achieves High levels of.customer-satisfaction.: We:employ:only:the brightest; most':professionaf:agentS and.then.train;. build,.recognize and_reward:the accordingly:, Our senior,management , - team consists of eight (5) highly experienced industry professionals with over 125 .years o combined tenure with MAP:. MAR-Communications Overview : . :MAP.Communications Holdings; Inc.`(":MAP".), headquartered in Chesapeake,:VA and founded in 1990,. is a 24=hour-inbound;call center and'answering service company for a.wide variety:of businesses:and industries; including healthcare; . ..: .education, service industry contractors and:hospitality_ : . With 25 call centers-dispersed throughout the u.S', MAP.has a unique ability to service small.and.large-businesses seamlessly Revised:MUNI. M0669.1 .. Revenue by:End Market Geographic: Footprint ■ Health/Medlcal/Dentlsts r Property Management .. Ak Attorney'§/Legal'- :a. Heating PAir rapt+4 IL A Teed customer Support . Throughout the day,-.night,.holiday, and:weekend hours;for.full-time; overflow, and as needed services;.we-are=available on a:24/7/365:basis.:From our.virtual.fronf:office receptionist and-switchboard services, to:sch:edulirig and patient-accounting, to-full client.intake.contact_information services,to a fully outsourced hospital,"Patient Accommodation program.; we excel-in our ability to provide specialized services as required by.ourclient partners. . MAP.Communications has:been providing Inbound.and Outbound Call Center and Message Management services for our many Medical Center, Hospital, and University partners, all fully supported within our Professional Daytime and After.=Hours Telephone. Answering and Call:Center.Services for over 25 years now. In addition:to-our_:vast hospital-network experience, we.also.currently,partner directly with thousands of ..,doctors across:the country:to. assist them in.'providing excellent 24/7*communications: With their patients. Medical clients include,regional medical groups comprised,of multkspecialties with. multiple locations' individual and small-group-practices as well as:hospital clinics and departments:: MAP provides support services for.Home.Health Care and medical _..staffing organizations nationwide: Our:commercialaccouiits.include:small businesses to large:multi=national organizations: We:support emergency service=type:contractors to software support tier 1.assistance. Central Communications handles in excess of 1,800,000 calls per ,Year. Across all our call centers, the MAP Communications' brands handle more than 20,000,000.calls-per year. Currently we employ 46.agents between both.centers:.Plans . for2019 include the addition of 12 additional.agents. Revised: 1/31/18 . . 7N669.t 44 A.3 We do:not emoloy:Sub-contractors.Team.Members The City of:Palm Spring'account will continue to be serviced:by a team that has an average experience of 1:4 years. in�the;call centerindustry . All started aS-regular agents :which gives them better understanding of the:day-to-day operations of the business.: Stephanie.Locatelli, an employee.since 2005, is currently.the Customer Service Manager In-Charge of the existing.account t. She is familiar-with the service requirements/Operations:which.allows_her to-help maintain the validity of information in the account She makes:changes to the programming of the account:as:deemed necessary.by:the client, :She,also reviews any concerns. broughtao our:attention and resolve them as quickly as possible; Erica Sotelo Rodriguez;,our Training.Manager- has worked for the:company.for 14. years'. She serves.as the:back-up person for an -related issues She trains all new hires and re-trains-existing employees:as needed: It is also.her main responsibility to.: plan,:develop:and:implement.training programs.as we,on- new,clients. Though her primary responsibility:is training; she also helps:in billing tasks allowing her to put into practice her degree in accounting. Edgar Shupe; IT Manager; has-.worked#or the company for the past 11:_years.-. He has a background in programming, networking and. telephony. VVith a few.certifications under. $.belt, he maintains the IT.infrastructure of:the company.: He..programmed.the code .for the intake form that-One Legacy uses in:their account.so that:it can integrate with their own CRM via FTP-upload. Pearl.Alonzo, General Manager, fiat been with the-company since 2001: She was involved imthe'entire`on-boarding-process of the City-of Palm Springs:account.and:will continue to respond:to the client's .concerns when necessary..Practicing what she. . learned in obtaining her:degrees in business and.IT, definitely helps in.the day-to day operations.of the.call center. . . . . . . Reviwd::1/31/183: 720669.1. . . A.4 R O OrenceS:. . Client Name: lJniversity of.California, .Irvine -.Office.of Information Technology. . Contact: Mike-Caban -Help Desk Manager Address: 423.Administrative Modulars.lrvine,:CA 92697 Phone: (949)824=9177 Email; mik6dM__u6i.edu• . . Scope of Work: Answer overflow and after Hours calls (including holidays):.Triage calls using google form supplied by client.and.refer.callers.to.solutions using client's website.. . Escalate-calls-to.on-call staff when-necessary,: Client Name: Western'Municipal Water District' Contact: Sharon.bruin- Executive Assistant:. Address::16451: El Sobrante Road, Riverside, CA 92503 . Telephone Number: 951 789 5129. Email: SDrouinO__wmwd.com. Scope.of Work: Answer calls after-hours.(including:holiday)..Identify if caller's seiVlce. IS within•jurisdiction of the water district using the client's web 'ite. Classify call and dispatch emergency calls to:on-call staff based:on.client's instructions..Provide daily report that-shows call activity and.resolution: Client Name: Riverside.County-TM LA (Vacation Rental Compliance) Contact: Cindy Gosselin_-County Contractor Address: 4080 Lemon Street Riverside 'CA 92501.. •Phone: .(760)799=5748. Email:.vacationrentaicomplianceCaDyahoo.com ...Scope of:Work;:Answer incoming.palls-24/7:.Documentcomplaintfrom reporting party. Check property database.to confirm if property iS registered with.the'.County and reach specific emergency contactforany urgent:complaints. Non-urgent.complaints and complaints regarding unregistered properties are-emailed to the office. T .: Revin ::1/31/184: .720669.1. 0 central • • • SECTION .B 720669:1 B.1. The following screen shots depict the current service set-up. Raank.you for ca nqa Palm-Springs vataOon Rental Nottine,How may t help you .'_ i :---- __-- 6aIVUS Semoty.Repo rdnp Resobitlon — - ---- - - h7ak a sek<4bn-' Asked to Speak s cation Rental Ordinance Questions .Hang Up_ Other Gals "7(DO HOT H _ pie,%VA Cal d --goRe IT F6)• __._____I. _:._L_. __.! ,__._,Generd iMorttr se " • .. '1.'. - ._ - 1 . Cal �Fonvardnq . meva" 061ed Wrong Nut Fax Requested ... _ ,. 'Transferred al, t - 'SpecialInstrub Prank a9 1 I ; I 1 Non-ACWe Nuisance• 1 - r Y�1 5 - Trash 1 1 ..... . I. ;1. a(a11.'..t.S-� ,r 3.i+ r:1F -�.I•t..1 Rt.k-I1..:1.'�.:If <.111 i 1 :1 1.1 1 L'+Ilr• _--- __ 1 • _ -• _ .. _ .. _ _ _ ... .. ...- ___• --- - - .._ _._-_•-- — _ _ A CA U ... - - During.a recent_ system upgrade to our proprietary platform a series.of modifications were made to accommodate,former requirements and resolve stated .requirements.- Follow up conversations with Compliance staff have confirmed resolution of concerns. Revised':1/31/181: .720669.1 . R 2 Revised::1/31/182. .720669.1 central • • SECTION C C.1 General Our.lT management approach centers.around a philosophyof self-reliance when.it: cornes.to designing,,.deploying and supporting.network; system and software components:used:to.operate our contact centers:We employA full#ime:I-T staff-whose responsibilities include designing:and maintaining our:internal data networks; designing, developing-and maintaining our.contact.centersoftware solutions; being.responsible for all system and network administration tasks; and,working with our long distance carrier to design, install-and.maintain robust,.redundant telephony.infrastructuresthat are 1.00% redundant across.Our contact center locations. Having these internal resources eliminates-the possibility of long term.disruptions of service; and creates-an' environmentwhere:new service offerings can:be_developed:quickl Vithout having to.: rely heavily on contractor or vendor.services.-. Infrastructure: . We.operate.two separate.data centers whose computing_resources are identical;. providing`:redundancy.and automatic:failover.should it become necessary..The data. centers are:networked together Using-Software D:efined.Networking.(SDN) architectures. that makes.-use of 4 different-network_paths.Using 4,separate.carriers.:Computing resources at one site are equally-accessible to.users.at the other site. This-allows for inbound calls arriving at one site to.be.answered. by agents at the alternate site(and. vice-versa)..Any service that goes-down. is automatically replaced by a.duplicaWcopy of that service running on an host. Through the use of virtualization; about.95% of all system maintenance can-be.done without having to disrupt operations:. Revised:1/31/183 720.669.1 . Each.data center is designed to maintain.99.999% uptime.of.all essential equipment. UPS egU.ipment.and large diesel powered._.generators are employed,.to ensure continuous power; climate control, and uptime for carrier provided circuit facilities used for:all.inbound/outbound telephony services. These-.systems.are serviced.regularly:and tested weekly.to:ensu re:they.are there when needed:. . Our systems.are designed to automatically generate alarms.to on-call staff whenever critical events'are detected:-These alarm messages are.dispatched via Short Message ._ Service (cell phones) and.use a MAP:designed mobile:app that is fully secure:.Alarms are:escalated.automatically..to:different staff-until the*problem is acknowledged...Once'. notified, technicians have full, secure remote access to. all systems via'an:Internetbased: VPN. Should remote access be unavailable,.technicians can.coordinate together to be onsite in less than 20 minutes.- Except d u ring.maintenance,periods both.data.centers.remain:up.and running-at-all times.Each is able to:host-.100% of all operational functionality. Both:sites have identical inbound/outbound telephony:configurations; redundant power configurations; identical virtual server.clusters,-database :components and storage configurations. 90% of all services-are virtualized with each Service having multiple instances ateach site. Failover.and redundancy is our main goal to ensure. 100�o.uptime for customers, As a company we rely on vendors very.little. So:whenever.issues present'themselves we have.the'internal staff to react quickly_with out having to wait for vendor responses. Even carrier outages-are not-an issue aS.automatic call rerouting is:designed to switch inbound calls from one data center to-another should there be any problems with circuits used.to deliver. calls. All designed to,keep:all our services up and running. 8of-weire.Designs Both our call center handling software and our back:office billing.systems:are designed; developed and maintained by an internal software development staff..,All services.are designed to be redundant and operate_within.virtualized host environments to support distribution of redundant services for.increased flexibility and ease of maintenance; concepts that:virtually:eliminate.downtime.. All system configuration information and:software are:maintained 'in source control libraries as are "rebuild",procedures should.disaster.recovery be required-: Duplicate virtual clusters are in-place.at:both call centers and °-service". data:produced at eacl1 location is instantly mirrored to the other to create.immediate off-site:storage: Incremental:backups:are..completed:each:night:and:.stored.to-a NetApp.Alta_Vault _ appliance; from this device all backups:are automatic to cloud based storage (AWS.S3). Full backups.are done.once a-week..System rebuild. procedures have been tested.and used when_upgrading system hardware... Networking'. . Both local and wide area network:infrastructures are designed and-maintained by internal personnel..Data transmissions between.computer zystems.internal-:to.MAP's local networks are on private subnets.not directly accessible to:outside-interests: Interfacility communications.between various MAP locati.onsare facilitated-through_the- Revised::1/31/184: . . . . 720669.1 . use of both.private (MPLS or Enterprise Private Line (EPL)) and. Internet services contracted through multiple carriers...MPLS and EPL.services.are the primary methods of interfacility communications.:Internet is used as a backup:AII:MPLS traffic:is_ segmerited.With the carriers'network.to ensure:data.passed over it.is not:accessible to anything:other than a:MAP-.authorized-system. All interfacility.Internet communications Is.performed'.using encrypted VPN connection'to prevent_unauthorized access: All portal access is.encrypted.using TLSv1.1 and.TLS1.2.with strong encryption algorithms. In the.last. years we've upgraded all interfacility traffic to make use:of SDN principles.. that use multiple:circuits as communication paths.to/from each site.:Since:installing this technology we've not-had a single outage that has disrupted.service. Circuit outages. due to carrier-maintenance or.fber:cuts occur regularly.;.buttye've not interrupted-a single call When they occur. Remote satellite:offlces.all Use a common.design:for hardware infrastructure. Patches . or configuration changes can all be done-via:remote-network acce ss for-all satellite equipment..As with Data Center equipment, all satellite.equipment is monitored.and alarmed.With the exception of.fans;'for int6mal:c66ling; all satellite:equipment is solid state (no:moving-disk drive.S)`,so failures.are rare.When :they:do.occur it.typicelly-does not affect-the operation of that satellite location because redundant services are available from.other places.in the.network: If hardware failures do occur that affect. operations the voerational::features'of the downed satellite location are automatically transitione' d to other,personnel:within the MAP enterprise Labor sourcingmodeI,-corn-model- and performance-management model-- Currently Central Communications:has 58 agents.that are.trained to handle.the City. Palm Springs calls. All of the Central agents servicing Rentokil are:located in Riverside; CA and Henderson, NV These_58 agents, which are the minimum staffing required to service.the account 24/7-365;function in a shared queue environment; meaning they. are capable of handling other Central client's Calls. Central.i.s.paft of a larger network Of call.centers.wholly owned by our parent company, MAP.Communications-.:Our network of call centers:operate using our:internally developed software platform coined.Echo_ We have developed a proprietary routing scheme that results in the allocation.of inbound calls based on skill set dynamics. This routing-scheme monitors.traffic-.in real. time and.City. of Palm Springs calls will:beprogramrned to.take precedence'over no.nCity Of.Palm Springs.calls: In:the.event.the system:recognizes an impending wait time to handle.Rentokil calls, the system will route City of Palm Springs calls to.another MAP call:center_in' .the:United States:.City of Palm.Springs.calls would be routed outside of the Central.facilities to ensure the quality of service is maintained: In addition; this- automated.distribution p rovide's.a:service level.(speed of answer) unmatched-in our_ ..industry. As.a result-of ouraystem:procedures:we. do not.hire:or.charge.based on-e per -. seat or.hourly basis. We do.not employ.dedicated agents for a single.client; that would not be an economical solution for.Central Communications nor.our clients. It is the. elasticity of our system; the seamless; instantaneous.ability.to expand our workforce that allows Central to charge on a per minute basis. The.b-ottom line is City.of Palm Revisiqd:I/31/185 . . . 720669.1 .Springs only.pays for actual work time used:to process inbound.calls as well as a Variety of back office tasks. We_currently have the ability to integrate with we based'forms for clients The _ _ _ integration can be made via.a web based back—end authentication protocol if required . We:.utilize:an:lntegrated Digital:Voice:Recorder-(IDVR).fo:record agent conversations that occur in our.call:centers: This client/server based application is supplied.by Telstrat, an Avaya partner that develops Rm based telephony hardware and.applications..This . application gives us the ability to listen to a.particular call.(or a.random sampling of. calls) based on.agent.or account.:Message:recordings are also available to our:clients upon request.. Each staff member spends 1.5 hours.per month in.our continued training program..This training and coaching.session begins with reviewing a.full sampling.of recent-calls with ------- a.quality mentor:.Central uses a 10-point rating system to rank staff quality. The quality mentor'sits Side-by-side with the staff-member and reviews each of:the.10: requirements:for:-each call selected..-A quality,ranking is established.d. uring this-session. Staff-who.achieve-a quality ranking of 96% and above receive.a meaningful pay differential.for,all-.hours worked within that month.-This continued training program is a constant reinforcement-of Our-quality standards. During the:monthly quality trainingsession;:all agents submit two of their own calls.for, evaluation.by senior.management.=Calls are then reviewed and.the.top:five:agents are chosen:and awarded cash prizes, and:other.'incentives such as.a"Quality Winner"front parking space..Listening to hundreds of calls-every month allows senior management to keep abreast of call center quality and.sends astrong message..to the staff that call. . quality is the number one priority of'management Central has an existing Hospital and Medical:specialty-training program implemented for all agents who are.'selected to answer calls:in_the Hospital and Medical Specialty Skillset. Prior to being selected.for specialty:training, all staff complete.a mandatory comprehensive training program that focuses on telephone:etiquette and customer satisfaction. Because our:operating system is relatively.intuitive; the vast majority of the initial weeks:spent-in training speak to:"how.to satisfy the.'caller.and customer'. Central-has a multktiere.d training approach.-.and process.: Agents who pass the training course begin work on our simpler accounts:to perfect their telephone:skills. These:staff are-.closely monitored.and coached.during :their probationary- period. Staff that exhibit great telephone.skills.are then further trained for accounts that require more:complex call. . handling_routines. The process .of selecting and training`staff is:closely monitored,to ensure the agent has the-proper training and can:deliver the:.results required. Central_utilizes.a browser-based knowledge management portal for initial and ongoing training for allcall center and-corporate employees._This.Learning Management System (LMS) is hosted by Intellum.but courses are designed in-.house in our Training and Development.Department:A.seasoned team.that encompasses trainers,.developers. and end users prepares all course work. All knowledge.based.changes and: enhancements.must be approved by the Senior.Vice:President of Operations (SVP):. Knowledge based coursework and the complete training process is reviewed by the Call Revised:1/31/186 720669.1 Center Manager (GCM) every six months and by the'SVP annually, Day to-day knowledge change management documentation is-the responsibility of the-CCM. We provide a mandatory comprehensive.training program-that:focuses on telephone etiquette. Because our operating system is fairly easy to master, the vast majority of.the initial.40.hours.spent in training-speaks to"howto satisfy the caller:and customer". ®You have not ccmplatea 6iff trvc{'aeaee 551ad a-n'(.rem ainin^y In:CT^lets jctivitles.SOTS a tivitle9 may be I' locred an.tll all others aoG,e it are cnmaloted. = Hospital&Medical Specialty Agent_ ..Due Date:NSA Y Training Module { r Housing Authority&Prop"eity_ManagementAgent Training Module �y Track Activity list - - - I .. _ _ton lam.. _:tion _ - t!9 ' L't-. - _ ,_OckeC. . . . . - .. i Call volume is monitored closely on a daily basis, both in real.-time'-throughout the day, as.well as daily, weekly and monthly..Across.our call centers,.we use a.robust- - application called Contact Center.Server;,which gathers many types of statistical data from our Avaya Telecom PBX.switch..All team leader stations are equipped with an - ACID queue.monitor,.which,details real-time performance as well.as a.summary of. . performance per 10- minute time.blocks: The Symposium window is-always op en:on the Supervisoracreen: On this screen, a supervisor will see dynamic bar charts and color alert codes that Will identify agents.who are currently on calls of an.extended. length which may be affecting the call centers' - overall service factor. It also identifies-agents.who.are at.work but not_available to take incoming calls.. With.dynamic-observation.tools such-as these, we are able to look for.. the.cause of the proble.m:and.correct_it immediately. "Escalation Protocol" can-be customized based on type of call.and each "on calf' staff member can have their.unique.message delivery detail. Messages that are not.confirmed received-.(cleared)will trigger a customized FULLY AUTOMATED ESCALATION PROTOCOL that will dictate,that additional.delivery attempts Revi sed: 1/31/187: 720664.1 be made and.repeated based on a predetermined time frame until the primary or back up staff confirm receipt.of message.Additional message delivery attempt options include secure message delivery or.outcalls: Our.system.is pre-programmed with the message. destination•built in.based on schedules that.are either maintained.by our clients via-the online client portal-or:our customer service team members. Revised:.1/31/18g 720669.1 Me ' sage Archive Available 24/7-365.Via Secure 1Neb Portal SI. .lV'Y'; Cnl'p` 'Iry en "Sat cteci Sr�c+� 9or ??I r.1°55ciGa� --�- —� - r—--- Dmfirnload Checked Messages Check III Priritabfe W ; . _ Uncheck All 3-2 b i: '6 _�'•'iEFL�NC�'�:-"{�L,�=1LlrZfy 65: 2'01 w 04 "0 Pt-�"i':EST r -0110'.tu �5 UL Ei CUIIeC1 {itl.'l Ticket: ':19010613362E . Call Type: Active N`uisanCe: Music. i Address.Number%N/A.. 'Addees5: Unlisted Property Address-NOT Listed . S0S0entie.d :Acco.unt: N/A'-*. Conipla,int-.Th.e Location ls,On;' ��9oro�tgo 1'Don't}:n.o.:�:The E act:Address;.i3utThey're E'la;pitig,l_ot�d &iSic.And Being L0Lld-.1 Think Thee-May-Even Be-Too-MartyrOCCLIpants: Propert- Acee .s Permitted . Cal ibackMT--Needed Contact Nartze ti'i'A Teleph.one..N/ Alt Telep.hane: N/A i O'rerpight Da�'s :Nf_M 7 Note add`ecl ori ,lan. OG QO'S ` P�' 1 EST �i=rortl'; Patrick; . r.ri\+ed at 2 4t�.pin aiic! t10 . ; 4 violation %vas ohser).ed v':ith.r:eaarc[to. mus_ic.. 1 oiid'oLct�ha�its avid.oi�rr:occiip:ancY..:Cal.le:d. Ioca l c6ntac i.l Shoa,, Delivery Details.. CSC313t(G7 �lrarcd ''u7ua y Cff, 20, C1:Zu Fh' STby i Hide Notes Add Note .SPP1N-0.Sr',,%,ISGS.1Q '-7c i EorWard to Er-nail/lD -Revised:1/31/189: 720669.1 Reporting Current Reporting to-City of Palm Springs Daily&Weekly Captured Data Report(csv.) A.. B i . .-C. D E F `G . . N . I J K 1 ifdessaae Date Message Time 'Sequence Ticket Call Tvce Caller.ID Callers Name Phone Number Callers Address City State Ziococ 2_i12/31/2018 '13:4.1:33 .11 181231133804.ActiveNuis; Palm Springs CA 92262 3 1213112018 14:31:40 12 '181231142913 Act ve Fluffs; _ 4 -12/31/2018 94;51:27 13'. '181231144449 hlon-Act ve Palm Springs. CA 92264 5 112131/2018 '1506:21 14 '181231145952 Non-Active Palm Springs CA 92262 6 112/31/2018 15:09:08 15 '181231150449-Active Nuis; Palm Springs- CA 92262 7 112/3l/2018, 19:52:46 16 181231194911 Active fJuis; Palm Springs CA 92262 8�12/3112018' 22c07:24 17 181231220314 Active Nuis; Palm.Springs CA 92262 9 !12/31/2018. 22:39.17 18 181231223319 Active Nuis; Palm Springs CA '92262 10'•12/31/2018 23:37:53 .19 '161231233622 Active;Nuis; CA 11'01/01/2019, 00:29:52 20 '190101002638 Active Nuis. Palm Springs CA 92262 12 101/01/2019 .01:06:23. '21 190101010600Information 13 101101/2019 01:08:46. 22.. Us Security Gt RE:,Check dinq Too 141101/01/2019 01:27:45 23 190101012714Information 15_�01/01/2019 01:3028' .24 Cruz bW Us SERE'Got Re 18 101/02/2019 09:02:40 :25 190102090223:S'cial lnst I7'01/0212019: 09.09:39 .26 190102096909 Caller Hunp 18�0110212019 '12:16:31 27 Referred Ca 19 i01/04/2019 08:25:47 28 r190164082006 Active Nuis; _ M 101/0412019 14:31:31 29. 1901641b2846Active Nuis; Palm Sprngs CA '92264 >1 101/05/2019' '20:47:34 30 190105204229.Active Nuis; Palm Springs_ CA 92262 t2_!0110612019 13:38:43' 31 �190106133328 Active Nuis; Palm'Springs CA 92264 >3 101/06/2019 1140:17 32. 190106133626 Active Nuis; Palm Sprinqs- CA 92264 is 1_IAddress Listed?' Account Suspended YMessaae Propedy Access Callback Contact Name - Tele on 'Alt Tele Qa 2;Address is Listed No You Can Have Access To My Property If Needed.But rm Getting Pfope1tV Access Permitted Callback NOT Heeded Vacation Palm Springs 3 ;Address is Listed No There Has'Been A Child Screaming For A-While., Proii itv Access"NOT Perrr Callback tlOT tleeded Jaime Kmval - 4 yiAddress NOT Listed No I Am The Owner Of.Apt 41 And My Tenant Is Being Hagassed Bt'Property Access Permitted Callback Needed ,David Sa vya 5 IAddress is Listed No Everybody In There Isn't On The Mar et There Is All Contract- Callback NOT Needed Albino Garcia!Emil Nazan No There Is An S U V Parked Too:Close To My Driveway"I Can't Get Property Access Permitted Daid Monaghan/Jim Mu 7 IAddress is Listed No The Occupants Are Screaming-My Landlord Wants Us To-Start F Property Access Permitted Callback NOT Needed Palm Springs Holiday Rent 8 jAddress is Listed ido - - It Is Either 1260 Or 12801 Think.I'm Not 100%Sure.k's Across TProperty Access Permitted-Callback NOT(deeded Turnkey Vacation Rentals 9]Address NOT Listed No roperty Access Permitted Callback Needed Dry Heat Resort-Kenh F'0 .No There Are 5 Cars Parked There. Access NOT Pem Callback-NOT Needed Palm Springs Rental Agenc 21 'Address is Listed .No _ 2nd Call.I'm Calling To Report That This Residence Is Has Very L Property Access NOT Perrt Callback NOT Needed Palm Springs Rental Agenc .Checking In On Pending Message - -- - - 3 41 Calling For Resolution - .6� Wanted.To Change On.Cal1. - 7 81 '.9 Address NOT Listed No 5300 East Vlavedy Drive Apt N5207.The Owner Is Renting It Thro Turnkey Vacation Rental- ,b IAddress is Listed No: - Vacation Rental Garbage is Not Going To Be'Picked Up Until Ton Callback 140T Needed Judy Block :1 IAddress is Listed' No They'Are Playing Loud Music On An Outdoor Speaker- Property Access Permitted Callback NOT Needed Npbile Ventures '2�Address is Listed No The Vacation Rental Behind Me And Has BeenPart"n There An. Callback Needed Oasis Rentals ! ,Address 1JOT Listed N/A ropery Access Permitted Callback NOT(deeded ILA .4 Reports available via secure web based client portal24/7, data is,updated daily at midnight 720669.1 Usage:Period: Se;pteriber.2018 Usage-Report- - i Account.Call Coyunt Chart ! Account Gall Count Chart ` VieLv Report Lz; :�� � �, " 'Account Time Usage Chart. `.' ' count D ilyTable Acco•unt,Summa ry Receiver Summary t 'A ao F. F. � si0 Ll t o, 02- Da. Da .05 06 "07. a' D➢" .ao n :,z . ,; 74. is. .,b n "is tr zc. i, '22 -Z3 .2a 25- ?b.-27 25 Oi GZ tY "W .OS Oo'0 .OS' Ur' Date Call Center Calls Call Center Minutes March 01 2018 i 90 C 124;8 - - March.02;2018 58.:' 99:2 March 03,2018 26 — Ji '33.6 �. March 04,.2018 .20 24.6-� March.05r2018 89 . : 108.2 — - -- LMarch 06,-201.8 I.62 75:4'. {'.March 07,2018 165. — 97:8 March-08;2018 70. '.I 116.4 !'March 09,2018 .72 99.8 March 10;.2018 � .37 58.2 - - March 11;2618 {30,4. March -- 12,201.8" �.81" �� 142.2� .March 13,2018 64. 87 8 A March-14,2018 70. f 120.2 + 720669.1 .. ATTACHMENT "C,�. TTACHME THIS FORM MUST.BE COMPLETED AND.SUBMITTED.IN A SEPERATELY SEALED ENVELOPE#2 "Cost Proposal', NOT with Envelope#1, Technical/Work Proposal*) REQUEST FOR PROPOSAL (RFP#09-19) VACATION=RENTAL COMPLIANCE 2417.CALL CENTER. COST PROPOSAL Responding to Request for Proposal No. 09.A 9 for_Vacation Rental Compliance 24/7 Call Center, I/WE will_accept as full payment the following Costs:.Per Minute,Per Month for providing:all labor, supervision; services, materials equipment, reports,supplies, and . training.necessary.to complete the Call Center Hotline Services 24 hours a day, 7 days per week,:including holidays as more fully.defined in:the Scope:of Services herein.. Note that: the.Minutes Per.Month.are ESTIMATES only and are subject to change based.upon call volume. For the initial three (3) years of the.Agreement term, the.units costs shall be fixed. For optional years 4 and 5, Contractormay request a price-adjustment not to:exceed the Bureau of Labor Statistic's Consumer- Price Index(CPI) for the LA/Riverside/Anaheim region for the.prior 12 month.period effective on the anniversary date. Optional renewal years:4-and.5;.and.any-associatold CPI increase; are:afahe.mutual consenfof the City and. the.Contractor: Invoices shall be submitted to the City*on.a Monthly Basis for actual-minutes of Service rendered at the cost per minute based upon the rates below-:not in.advance or anticipation of services."to.be rendered";.and are,payable.bythe:City within.30.days.- Please enter.your Cost per Minute in the table'below and extend the Costs accordingly: (annual and monthly): Annual Base-Cost: .Minutes Per Month:. Cost Per Minute Number of Months Annual Base Cost 500 : $ . x _12 _ $ $0.84. $5,040:00. Optional Additional Monthly Incremental Minutes if needed: Minutes Per.Month Cost'Per Minute 501=750 $ 0.84.. : .751-1000 1001-1500 $ 0.84 . 1501-2000 . . . . $ 0.84 If there are:any other start-up or other costs associated with.your service:you MUST state.them on a separate attached sheet: . _The City will NOT.accept any hidden:fees' or: costs that are not identified in this Cost Proposal: Central Communications a brand of NAME OF FIRM SUBMITTING THIS COST PROPOSAL' MAP Communications M669.1. . . EXHIBIT«D»: SCHEDULE.OF COMPENSATION VACATION RENTAL COMPLIANCE:2417.CALL.CENTER The.following Costs Per_Minute,_ Per.Month.for providing all labor; supervision, services, materials eqpipment; reports,, supplies, .and training necessary.to complete the Call Center Hotline Services 24_hours a day; 7 days per.week,.including holidays as.more fully defined in*. the Scope:of Services herein. Note that the Minutes Per Month are ESTIMATES only-and . are subject to change based upon call-volume. For the.initial three.(3)years of the Agreement term;the units costs shall be fixed. For optional years 4 and 5, Contractor may request a.price adjustment not to:exceed the Bureau of Labor. Statistic's Consumer.Price:Index (CPI) for.the LA/Riverside/Anaheim region.for the prior 12 month period effective on the anniversary date. Optional.renewal years.4 and 5, and.any associated CPI increase, are at the mutual consent.of the City and:the Contractor., Invoices shall -be submitted to the -City on a Monthly Basis for.actual :minutes of service. rendered at the cost per minute based upon the rates below,-not in advance or anticipation of services"to be.rendered", and are payable-by the City within 30 days. Annual Base Cost: Minutes.Per Month Cost.Per'Minute Number,of Months: Annual.Base.COst 50.0 x $0.84 x 12: $.5,040 . : O tional Additional Monthly Incremental.Minutes if needed:.. Minutes Per Month Cost Per Minute: . 501450 $0.84 7514 000 . $0.84:. . .1001=1.500 $0.84 15014000 $0.84 The City will NOT accept any hidden.fees or costs that.were.not identified in the proposal as-originally`submitted. NAME OF.FIRM: Central Communications Corp., a brand of MAP Communications 720669.1 EXHIBIT"Vl: SCHEDULE OF:PERFORMANCE 1.. Ability to take calls 24 hours a day,7 days a week:(including holidays*).. 2:. Call the City of Palm Springs Compliance Officer on duty-within 1 minute of completing an.incoming complaint call on a:rental.property. In addition,.the Call Center shall have the ability to send information from the complaint call via.text message or email if requested by City to-tile Compliance Officer, within 1.minute of completing the incoming-- complaint call. 3.- Call Center shall call the primary on-defy Compliance-Officer-3 times:'every 3 minutes:. If no response.after the 3rd aftempt;follow-the same procedure-for next 3 Compliance. Officers, until a.response is received. 4. Call Center shall:send via email to.the City daily(following;morning) and weekly (Monday mornings) recaps in:either.Excel orCSV.format. : The Column Headers that the.City requires for the Weekly Recap are provided below. 5. Call Center shall record all incoming calls and keep a copy of the call,for four(4)years. . 6. Call Center Agents will strive to pick up incoming calls.within 20-25 seconds, .or within 3. rings: 7. Call Center shall be able to receive and answer.up to 4. incoming calls.at the same time, . and answer each call within 3`rings. 720669:1 AMENDMENT NO. 1 TO CONTRACT SERVICES AGREEMENT FOR PALM SPRINGS VACATION RENTAL HOTLINE CALL CENTER WITH CENTRAL COMMUNICATIONS CORP. (Agreement No. A6959) THIS FIRST AMENDMENT TO THE CONTRACT SERVICES AGREEMENT No. A6959 made and entered into on this day of& 2018, by the City of Palm Springs, a California charter city and municipal corporation (hereinafter referred to as the City), and Central Communications Corp., Inc. its subsidiaries and affiliates (hereinafter referred to as the Contractor) collectively, the "Parties". RECITALS A. City and Contractor previously entered into a Contract Services Agreement ("Agreement") for the-vacation rental hotline call center for a twelve month period from Mlarch 27, 2017 to March 27, 2018, in the amount of$12,000. B. Section 4.4 "Term" allows for the term of the agreement to be extended by mutual written agreement of the parties. C. City-and Contractor desire to amend the Agreement (Amendment #1) to extend the term for another twelve months (1 year) for the period March 28, 2018 to March 28, 2019 for an additional $13,000 for a revised total contract amount of $25,000. In addition, City and Contractor agree to incorporate the City's newly adopted Covenant Against Discrimination language in Section 10.3. NOW, THEREFORE, in consideration of these promises and covenants contained herein, the Parties agree as follows: AGREEMENT 1). SECTION 3.1 —"Compensation of Contractor" is hereby amended to the following: Contractor shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Exhibit "A". The amount of Compensation shall not exceed $25,000 total compensation for the two year term, expiring on March 28, 2019. 2). SECTION 4.4 "Term" is hereby amended to the following: ORIGINAL BID AND10R AGREEMENT Central Communications Corp. Amendment No. 1 Page 2 of 5 Unless earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement that commenced on March 27, 2017 shall continue in full force and effect until March 28, 2019. 3). SECTION 10.3 "Covenant Against Discrimination" is hereby replaced in its entirely to read: In connection with its performance under this Agreement, Contractor shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin ( i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a "prohibited basis"). Contractor shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City's lawful capacity to enter this Agreement, and in executing this Agreement, Contractor certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Contractor activity, including but not 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, including apprenticeship; and further, that Contractor is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non-discrimination in City contracting. 4). Full Force and Effect. This modifying Amendment is supplemental to the Agreement and is by reference made part of said Agreement. All of the terms, conditions, and provisions, thereof, unless specifically modified herein, shall continue in full force and effect. In the event of any conflict or inconsistency between the provisions of this Amendment and any provisions of the Agreement, the provisions of this Amendment shall in all respects govern and control. 5). Corporate Authority. The persons executing this Amendment on behalf of the Parties hereto warrant that (1) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment on behalf of said party, (iii) by so executing this Amendment, such party is formally bound to the provisions of this Amendment, and (iv) the entering into this Amendment does not violate any provision of any other agreement to which said party is bound. Signatures on the following page Central Communications Corp. Amendment No. 1 Page 3 of 5 r IN WITNESS WHEREOF, the parties have executed this Amendment as of the dates stated below. ATTEST: "CITY" CITY OF PALM SPRINGS, CA. By B Apt&-ny Me' , er Da Read anager Date: ��sT�?�1 � Date::_: APPROVED AS TO FORM: ,,Z`�:IPPROVED OV CITY MANAGER Edward Z. Kotkin, City tt rney Date: "CONTRACTOR" Central Co unic i ns Corp. Date:_ By: Date:_ Central Communications Corp. Amendment No. 1 Page 4 of 5 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT 1066A tki�kcj state of-eaRanis � County o TCA% 'fwA ca r On � i I Cf 1� n before me, Dace p Here rnsert Neme and Title or ne OtBcer personally appeared �LhX� who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) islare subscribed to the within instrument and acknowledged to me that he/she/they executed the same in histherltheir authorized Capacity(ies),and that by his/her/their signaiure(s) on the MIC.WXEI:C(l2ETTI:�k".•.' ._ ,- mom which instrument the person(s), or the entity upon behalf of which the person(s)acted,executed the instrument My'Co_mrnifaston Expinfi-Aup 31.2021: �• I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true ec. Place Pio[ary Seat Abao Signa S•- cl No;ary Putxlc OP77ONAL 771iough the inforrinadon below is not required by lams it may p valuable to porsons relying on the document and could prevent fraudulent removal and rearta ment of this form to another document. Desclription of Atttached Document Title or Type of Document: Document Date: Number of Pages: Slgner(s)Other Than Named Above: Capa,city(les)Claimed by Signer(s) Signerrs Name: Signer's Name: ❑ Inolividual ❑Individual ❑ Co,rporate Officer—Title(s): ❑Corporate Officer—Tille(s): © Partner--•Cl Limited ❑General ._ ❑Partner—❑Limited ❑General ❑ Attorney in Fact ❑Attomey in Fact ❑ Trustee Top of thumb here ❑Trustee Top of tharrb hero ❑ Guardian or Conservator. ❑Guardian or Conservator ❑ Other. ❑Other: Signer Is Representing: Signer Is Representing: 02C07 fwi5rmall+lrwary Assodaalon-SS50 NSoto Am,P•O.EkmL2402•Chatwwrth•CA 91313-2402•vmstNafiunaa(ZIo1wy.CM Item:M07 Rv1'xder:Catlhl!•FtCCi-806876.8ti27 Client#: 19579 MAPCO2 DATE(MM/DD/YYYY) ACORDTM CERTIFICATE OF LIABILITY INSURANCE 10/01/2018 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE'ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT:If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed.If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER NAMEACT jdalcanton ISU/Szerlip&Company,Inc. PHONE 973 467-0400 FAX 973-467-0725 A/C No Ext: A/C,No 288 Main Street ADDRIESS: jdalcan Millburn,NJ 07041-1031 INSURER(S)AFFORDING COVERAGE NAIC# 973 467-0400 INSURER A ve Hanor Inserance cn. 22922 INSURED INSURER B Central Communications INSURER C: 11830 Pierce Street INSURER D: Suite 100 INSURER E Riverside CA 92505 INSURER F COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: 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 CONTRACTOR 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. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR INSR WVD POLICY NUMBER MMIDD/YYW MMIDD/YYYY A COMMERCIAL GENERAL LIABILITY ZDYD38472000 9/30/2018 09/30/2019 EACH OCCURRENCE $1,000,000 CLAIMS-MADE OCCUR PREMISES EaoNcurence $1,000,000 MED EXP(Any one person) $10,000 PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE S2,000,000 PRO- LOC PRODUCTS-COMP/OP AGG $2,000,000 POLICY JECT OTHER: $ A AUTOMOBILE LIABILITY ZDYD38472000 9/30/2018 09/30/201 E aocideoS tINGLE LIMIT $1,000,000 ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) S AUTOS AUTOS IxHIRED AUTOS X NON-OWNED PROPERTY DAMAGE $ AUTOS Per accident $ A X UMBRELLA LIAB X OCCUR UHYD384172100 9/30/2018 09/3012019 EACH OCCURRENCE $10 000 000 EXCESS LIAB CLAIMS-MADE AGGREGATE $10 000 000 DED I X RETENTION$O $ A WORKERS COMPENSATION WHYD5620920 6/01/2018 06/0112019 X I PER ER oTH- STATUTE AND EMPLOYERS'LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE YIN N E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? F N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE S1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 LLI I I I DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Those usual to the Insured's Operations.The City of Palm Springs its officials,employees,and agents are an additional insured and coverage is primary and noncontributory. Notice of Cancellation will be provided in accordance with policy terms and conditions. Added as additional insured as required by written contract CERTIFICATE HOLDER CANCELLATION City of Palm Springs SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE. DELIVERED IN City Hall 3200 E Tahquitz Canyon ACCORDANCE WITH THE POLICY PROVISIONS. Way Palm Springs,CA 92262 AUTHORIZED REPRESENTATIVE ©1988-2014 ACORD CORPORATION.All rights reserved. ACORD 25(2014/01) 1 of 1 The ACORD name and logo are registered marks of ACORD #S268722/M268721 JDC CONTRACT SERVICES AGREEMENT Patin Springs Vacation Rental Hotline Call Cenier THIS AGREEMENT FOR CONTRACT SERVICES("Agreement') is made and entered I—1 into on A17,�a atJ , 2011, by and between the City of Palm Springs, a California charter city and municipal corporation ("City"), and Central Communications Corporation, a, ("Contractor'). City and Contractor are individually referred to as "Party" and are collectively referred to as the"Parties". RECITALS A. City requires the services of a Call Center for Palm Springs Vacation Rental Hotline phone calls. ("Project'). B. Contractor has submitted to City a proposal to provide Cali Center Services to Vacation Rental Department Hotline to City under the terms of this Agreement. C. Based on its experience, education, training, and reputation, Contractor is qualified and desires to provide the necessary services to City for the Project. D. City desires to retain the services of Contractor for the Project. In consideration of these promises and mutual agreements, City agrees as follows: AGREEMENT 1. CONTRACTOR SERVICES 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement. Contractor shall provide Call Center services to City as described in the Scope of Services'Work attached to this Agreement as Exhibit "A" and incorporated by reference (the "services" or "work"). Exhibit "A" includes the agreed upon schedule of performance and the schedule of fees. Contractor warrants that all services and work shall be performed in a competent, professional, and satisfactory manner consistent with prevailing industry standards. In the event of any inconsistency between the terms contained in the Scope of Services/Work and the terms set forth in this Agreement, the terms set forth in this Agreement shall govern. 1.2 Compliance with Law. Contractor services rendered under this Agreement shall comply with all applicable federal, state, and local laws, statutes and ordinances and all lawful orders, rules, and regulations. 1.3 Licenses and Permits. Contractor shall obtain at its sole cost and expense such licenses, permits, and approvals as may be required by law for the performance of the services required by this Agreement. 1.4 Familiarity with Work. By executing this Agreement, Contractor warrants that it has carefully considered how the work should be performed and fully understands the facilities,difficulties, and restrictions attending performance of the work under this Agreement. Revised:&W% ORIGINAL BID AND/OR AGREEMENT 2. TIME FOR COMPLETION The time for completion of the services to be performed by Contractor is an essential condition of this Agreement. Contractor shall prosecute regularly and diligently the work of this Agreement according to the agreed upon schedule of performance set forth in Exhibit "A." Contractor shall not be accountable for delays in the progress of its work caused by any condition beyond its control and without the fault or negligence of Contractor. Delays shall not entitle Contractor to any additional compensation regardless of the party responsible for the delay. 3. COMPENSATION OF CONTRACTOR 3.1 Compensation of Contractor. Contractor shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Exhibit "A". The total amount of Compensation shall not exceed $12,000 in any 12 month period. 3.2 Method of Payment. In any month in which Contractor wishes to receive payment, Contractor shall submit to City an invoice for services rendered prior to the date of the invoice, no later than the first working day of such month, in the form approved by City's finance director. Payments shall be based on the hourly rates set forth in Exhibit "A" for authorized services performed. City shall pay Contractor for all expenses stated in the invoice that are approved by City and consistent with this Agreement, within thirty (30) days of receipt of Contractor's invoice. 3.3 Chanaes. In the event any change or changes in the Scope of Services/Work is requested by City, Parties shall execute a written amendment to this Agreement, specifying all proposed amendments, including, but not limited to, any additional fees. An amendment may be entered into: A. To provide for revisions or modifications to documents, work product, or work, when required by the enactment or revision of any subsequent law;or B. To provide for additional services not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Contractor's profession. 3A Appropriations. This Agreement is subject to, and contingent upon, funds being appropriated by the City Council of City for each fiscal year. If such appropriations are not made, this Agreement shall automatically terminate without penalty to City. 4. PERFORMANCE SCHEDULE 4.1 Time of Essence. Time is of the essence in the performance of this Agreement. 4.2 Schedule of Performance. All services rendered under this Agreement shall be performed under the agreed upon schedule of performance set forth in Exhibit "A." Any time period extension must be approved in writing by the Contract Officer. Rewwd 5/916 4.3 Force Maieure. The time for performance of services to be rendered under this Agreement may be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of Contractor, if Contractor notifies the Contract Officer within ten (I0) days of the commencement of such condition. Unforeseeable causes include, but are not limited to, acts of God or of a public enemy, acts of the government, fires, earthquakes, floods, epidemic, quarantine restrictions, riots, strikes, freight embargoes, and unusually severe weather. After Contractor notification, the Contract Officer shall investigate the facts and the extent of any necessary delay, and extend the time for performing the services for the period of the enforced delay when and if, in the Contract Officer's judgment, such delay is justified. The Contract Officer's determination shall be final and conclusive upon the parties to this Agreement. 4.4 Term. Unless earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement shall continue in full force and effect for a period of , commencing on the execution date of this agreement, unless extended by mutual written agreement of the parties. 4.5 Termination Prior to Expiration of Term. City may terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Contractor. Where termination is due to the fault of Contractor and constitutes an immediate danger to health, safety, and general welfare,the period of notice shall be such shorter time as may be determined by the City. Upon receipt of the notice of termination, Contractor shall immediately cease all services except such as may be specifically approved by the Contract Officer. Contractor shall be entitled to compensation for all services rendered prior to receipt of the notice of termination and for any services authorized by the Contract Officer after such notice. Contractor may terminate this Agreement,with or without cause,upon thirty (30) days written notice to City. 5. COORDINATION OF WORK 5.1 Representative of Contractor. The following principal of Contractor is designated as being the principal and representative of Contractor authorized to act and make all decisions in its behalf with respect to the specified services and work: It is expressly understood that the experience, knowledge,education,capability,and reputation of the foregoing principal is a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principal shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the services under this Agreement. The foregoing principal may not be changed by Contractor without prior written approval of the Contract Officer. 5.2 Contract Officer. The Contract Officer shall be the City Manager or his/her designee ("Contract Officer"). Contractor shall be responsible for keeping the Contract Officer fully informed of the progress of the performance of the services. Contractor shall refer any decisions that must be made by City to the Contract Officer. Unless otherwise specified, any approval of City shall mean the approval of the Contract Officer. 5.3 Prohibition Against Subcontracting or Assignment. The experience, knowledge, education, capability, and reputation of Contractor, its principals and employees, 3 Revised:515116 7205991 were a substantial inducement for City to enter into this Agreement. Therefore, Contractor shall not contract with any other individual or entity to perform any services required under this Agreement without the City's express written approval. In addition, neither this Agreement nor any interest may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. 5.4 Independent Contractor. Neither City nor any of its employees shall have any control over the manner, mode, or means by which Contractor, its agents or employees, perform the services required, except as otherwise specified. Contractor shall perform all required services as an independent contractor of City and shall not be an employee of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role;however, City shall have the right to review Contractor's work product, result,and advice. Contractor shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. 5.5 Personnel. Contractor agrees to assign the following individuals to perform the services in this Agreement. Contractor shall not alter the assignment of the following personnel without the prior written approval of the Contract Officer. Acting through the City Manager, the City shall have the unrestricted right to order the removal of any personnel assigned by Contractor by providing written notice to Contractor. Name: Title: Pearl Alonzo Operations Manager 6. INSURANCE Contractor shall procure and maintain, at its sole cost and expense, policies of insurance as set forth in the attached Exhibit"B", incorporated herein by reference. 7. INDEMNIFICATION. 7.1 Indemnification. Subject to the limitations of liability set forth in the Terms and Conditions of Service attached as Exhibit "A", the fullest extent permitted by law, Contractor shall defend (at Contractor's sole cost and expense), indemnify, protect, and hold harmless City, its elected officials, officers, employees, agents, and volunteers (collectively the "Indemnified Parties', from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and attorney fees (collectively "Claims"), including but not limited to Claims arising from injuries to or death of persons (Contractor's employees included), for damage to property, including property owned by City, from any violation of any federal, state, or local law or ordinance, and from errors and omissions committed by Contractor, its officers, employees, representatives, and agents, that arise out of or relate to Contractor's performance under this Agreement. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the City, its elected officials, officers, employees, 4 Revised:616MO 720599.1 this Agreement be construed to limit Contractor's indemnification obligation or other liability under this Agreement. Contractor's indemnification obligation shall survive the expiration or earlier termination of this Agreement until all actions against the Indemnified Parties for such matters indemnified are fully and finally barred by the applicable statute of limitations or, if an action is timely filed, until such action is final. This provision is intended for the benefit of third party Indemnified Parties not otherwise a party to this Agreement. 7.2 Desien Professional Services Indemnification and Reimbursement. If the Agreement is determined to be a "design professional services agreement" and Contractor is a "design professional" under California Civil Code Section 2782.8, then: A. To the fullest extent permitted by law, Contractor shall indemnify, defend (at Contractor's sole cost and expense), protect and hold harmless City and its elected officials, officers, employees, agents and volunteers and all other public agencies whose approval of the project is required,(individually"Indemnified Party'; collectively"Indemnified Parties")against any and all liabilities, claims,judbmtents, arbitration awards, settlements, costs, demands, orders and penalties(collectively"Claims"), including but not limited to Claims arising from injuries or death of persons (Contractor's employees included) and damage to property, which Claims arise out of pertain to, or are related to the negligence, recklessness or willful misconduct of Contractor, its agents, employees, or subcontractors, or arise from Contractor's negligent, reckless or willful performance of or failure to perform any term, provision, covenant or condition of this Agreement ("Indemnified Claims"), but Contractor's liability for Indemnified Claims shall be reduced to the extent such Claims arise from the negligence, recklessness or willful misconduct of the City and its elected officials, officers, employees, agents and volunteers. Q. The Contractor shall require all non-design-protessional sub-contractors, used or sub-contracted by Contractor to perform the Services or Work required under this Agreement, to execute an Indemnification Agreement adopting the indemnity provisions in sub- section 7.1 in favor of the Indemnified Parties. In addition, Contractor shall require all non- design-professional sub-contractors, used or sub-contracted by Contractor to perform the Services or Work required under this Agreement, to obtain insurance that is consistent with the Insurance provisions as set forth in this Agreement, as well as any other insurance that may be required by Contract Officer. 8. RECORDS AND REPORTS 8.1 Reports. Contractor shall periodically prepare and submit to the Contract Officer reports concerning the performance of the services required by this Agreement, or as the Contract Officer shall require. 8.2 Records. Contractor shall keep complete, accurate, and detailed accounts of all time, costs, expenses, and expenditures pertaining in any way to this Agreement. Contractor shall keep such books and records as shall be necessary to properly perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services. The Contract Officer shall have full and free access to such books and records at all reasonable Re Ii d:51506 ?II$;.,J times, including the right to inspect, copy, audit, and make records and transcripts from such records. 8.3 Ownership of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Contractor in the performance of this Agreement shall be the property of City. Contractor shall deliver all above-referenced documents to City upon request of the Contract Officer or upon the termination of this Agreement. Contractor shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights or ownership of the documents and materials. Contractor may retain copies of such documents for Contractor's own use. Contractor shall have an unrestricted right to use the concepts embodied in such documents. 8.4 Release of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Contractor in the performance of services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer. 8.5 Cost Records. Contractor shall maintain all books, documents, papers, employee time sheets,accounting records,and other evidence pertaining to costs incurred while performing under this Agreement. Contractor shall make such materials available at its offices at all reasonable times during the term of this Agreement and for three (3) years from the date of final payment for inspection by City and copies shall be promptly furnished to City upon request. 9. ENFORCEMENT OF AGREEMENT 9.1 California Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim, or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such county, and Contractor covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 9.2 Interpretation. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties. The terms of this Agreement are contractual and the result of negotiation between the Parties. Accordingly, any rule of construction of contracts(including, without limitation, California Civil Code Section 1654) that ambiguities are to be construed against the drafting party, shall not be employed in the interpretation of this Agreement. The caption headings of the various sections and paragraphs of this Agreement are for convenience and identification purposes only and shall not be deemed to limit,expand, or define the contents of the respective sections or paragraphs. 9.3 Waiver. No delay or omission in the exercise of any right or remedy of a non- defaulting party on any default shall impair such right or remedy or be construed as a waiver. No consent or approval of City shall be deemed to waive or render unnecessary City's consent to or approval of any subsequent act of Contractor. Any waiver by either party of any default must be in writing. No such waiver shall be a waiver of any other default concerning the same or any other provision of this Agreement. g Revised:515116 i l'MI: 9.4 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative. The exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. 9.5 Legal Action. In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct, or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain injunctive relief, a declaratory judgment,or any other remedy consistent with the purposes of this Agreement. 10. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 10.1 Non-Liability of City Officers and Employees. No officer or employee of City shall be personally liable to the Contractor, or any successor-in-interest, in the event of any default or breach by City or for any amount which may become due to the Contractor or its successor, or for breach of any obligation of the terms of this Agreement. M.2 Conflict of Interest. Contractor acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in this Agreement nor shall Contractor enter into any agreement of any kind with any such officer or employee during the term of this Agreement and for one year thereafter. Contractor warrants that Contractor has not paid or given, and will not pay or give, any third party any money or other consideration in exchange for obtaining this Agreement. 10.3 Covenant A¢ainst Discrimination. Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination or segregation in the performance of or in connection with this Agreement regarding any person or group of persons on account of race, color, creed, religion, sex, marital status, disability, sexual orientation, gender identity, gender expression, national origin, physical or mental disability, medical condition, or ancestry. I1. MISCELLANEOUS PROVISIONS 11.1 Notice. Any notice, demand, request, consent, approval, or communication that either party desires, or is required to give to the other party or any other person shall be in writing and either served personally or sent by pre-paid, first-class mail to the address set forth below. Notice shall be deemed communicated seventy-two (72) hours from the time of mailing if mailed as provided in this Section. Either party may change its address by notifying the other party of the change of address in writing. Revised 515116 7_'11Yr!i To City: City of Palm Springs Attention: City Manager/City Clerk 3200 E. Tahquitz Canyon Way Palm Springs, California 92262 To Contractor: Central Communications Corporation 11830 Pierce Street, Suite 100 Riverside, CA 92505 11.2 Integrated Agreement. This Agreement contains all of the agreements of the parties and supersedes all other written agreements. 11.3 Amendment. No amendments or other modifications of this Agreement shall be binding unless through written agreement by all Parties. 11.4 Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement, which shall be interpreted to carry out the intent of the parties. 11.5 Successors in Interest. This Agreement shall be binding upon and inure to the benefit of the Parties' successors and assignees. 11.6 Third Party Beneficiary. Except as may be expressly provided for in this Agreement, nothing contained in this Agreement is intended to confer, nor shall this Agreement be construed as conferring, any rights, including, without limitation, any rights as a third-party beneficiary or otherwise, upon any entity or person not a party to this Agreement. 11.7 Recitals. The above-referenced Recitals are hereby incorporated into the Agreement as though fully set forth in this Agreement and each Party acknowledges and agrees that such Party is bound, for purposes of this Agreement, by the same. 11.8 Authority. The persons executing this Agreement on behalf of the Parties warrant that they are duly authorized to execute this Agreement on behalf of Parties and that by so executing this Agreement the Parties are formally bound to the provisions of this Agreement. g flew d:565116 .:nt d IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. "CITY" City of Palm Springs Date: By' David H. Ready City Manager APPROVED BY CITY MANAGER APPROVED A O FORM: ATTEST By: ` By: Dou • s C. Holland, � Kathleen D. Hart MMC, Cit Attorney \ City Clerk "CONTRACTOR" Central Communications Corporation Date: /Zz ` l By :' -7 (nor Pre.r;c,Qe 4 I C6 0 (president) Date: (name) (secretory) 4 Revised'.515/16 CALWORNIA ALL•PURPOSE ACKNOWLEDGMENT Civil.CODE 111189 A P.=y Pudic a ocher dF.cer caVknng=comfit,,,vwfm if as i6i vi y of to rdyxid who agnad:he oaumem ra which to:cMfrw a a=hed and not its tnthh:IM&=i a x=!f n vafdrf al itat dooment. State of caifomia I Crwrdy of V L I on MRQCH a11�1 t beforeme. 4 �G S-1 20 Dn Nd Q y p UQ L.t < Otte Hera 1n.:Mt Name and ride of the Officer po==Py appeared CC.G} L.)of;ignu(aJ wtra proved to me on the 1-- of :a5:facfory evIdarlee to be no Pei'tor I whoa* namelgy^Ju* :ulcocriCed to the within motrurtnM and acknowledged to me that heJzherthey executed tN=ae n harhet/theirautwrted capocAy(ieiL and that hy WIre rilhor mgnaturo(a} m on tN+n:tnenem the penor44 a the enlfly upon behind of which the penon(aJ acted.axewted the=truinerlt i n,ddy undo PENALTY OF PERJURY under the Liwz ,,.,......�.�""'""'� of the.^.tote of Caldonaa that tM foregarg paragraph �J. BERGSTROM c,true OMESnd correct l i Commission No.2087'J04 wm+Ess myy ha d and cw ciaf m a . "•l NOTARY PUBLIC-CALIFORNIA + Yi'G;tr c. i RIVERSIDE COUNTY "� 'dv Comm Ell""DUNE 4.2018 orgrcJNre of Notary Prradie PFace Notary:eaf Allow OPPONAL Thargn thta cocoa,is nptiorW.canoloorV chic infometion can dater ai..erotan of the document a fnu�'ent reaftxhmerd of ihr_tam to an unintended document Deecrprtinn of Attached Dooument r'0e a Type of Docuh'snt Oocurnerrt Dal*: Number of Pages; Cgner(a)Other Than Named Above: Capacity i6a)Claimod by Signer(al ^igne/a Name. ^igner oNo" ❑Corparne Oficer—Tdle(zf� 17 Ccrperate Officer—rM1le(al: ❑Partner,— 0 United ❑General ❑?3rbrw— 6 Umd*d 0 General ❑Lldividuw ❑Attorney.n Fad O'.ridividuaf O Attain"in Fact OTnratee ❑CunirdianarCen^_eivator ❑T=tee ❑GuardanorCcnaervator ❑Other 0 Other, ,iyw Iz ReprKentirig: Cigner to Rerxecerding: .'l()14 iJotonal Notary A:aocutxin•ovum Ncta'asbtory a9.I-aaU�NOTARY(1-6002idEB=7 Iem a�c07 l i1 Revised W916 EXHIBIT "A" CONTRACTOR'S SCOPE OF SERVICES/WORK Including, Schedule of Fees And Schedule of Performance q q Revised:SW16 I central communications CALtFURNtaXV,\[VIA i Central Communications proposal: City of Palm Springs Mission: Our mission is to thoroughly understand each customer's needs and to design solutions that will help our customers achieve their goals. We will handle all calls in a professional manner, and will consistently try to exceed customer expectations for each service provided. Overview: Central Communications is a California Corporation founded over 50 years ago. From its early days as a local answering service, it has expanded to embrace the latest technology and become a leader in the industry. Under the guidance of the present owners since 1987, (California Corporation, Tax ID# 33-0260378); the company meets the growing needs of more than 1,000 businesses nationwide ranging in size from "mom and pop"companies up to Fortune 500 with household names. Central Communications is a 24-Hour Call Center with its' headquarters in Riverside, CA Since 1991 Central has been headed by CEO John Yocca a former Air Force Aviator. John served as an F-4 Phantom fighter pilot and instructor pilot in the Air Force from 1984 through 1991, John and his wife Laurel are presently part-time residents of Rancho Mirage, CA. Why Choose Central? Our people. I could write pages about our equipment and high tech capabilities, but our success is due to the quality of our people. We are extremely selective about who we hire. Additionally, we have one of the most extensive training programs in the industry. We maintain the highest quality of service by monitoring all Agents monthly on randomly selected calls. Finally, we retain our employees with good pay, a generous benefits package and a professional work environment. All of our efforts pay off the moment they answer a call. Services we Provide Inbound Services Customer Service Representatives are available 24 hours a day to handle your calls. We will listen to your callers, assess their needs and triage the calls in accordance with your directives. Our inbound services include but are not limited to: • Custom Messaging Services + High Quality and Compassionate Customer Service • Appointment Setting and Scheduling • Fax and E-Mail Message Delivery + Help Desk • Off Premise Reception • Seminar and Event Registration Order Taking and Processing Telephone Answering Service Technology: Central uses a Starlet Call Management Center (CMC) and Digital Switch. The CMC fully exploits the power of a relational database and comprises of Startel's Central Processing Server, Intelligent Dispatching Server, Switch Communication Link, Administrative Controls and Agent Interface. The CMC has extensive call reporting features. Call dates, times, length, operator ID, and more is available on all calls. Customized reports can be broken-down by the month, week, day or every 30 minutes. Access to our computer base soft switch is through one of two SIP trunks. One trunk is connected to our carrier's Anaheim switch while the other is connected to their Oakland location. Each SIP trunk provides backup routing for the other. Centrals' equipment redundancy is also evident with its' Uninterrupted Power Supply(UPS) as well as an on- site diesel power generator. Additionally, we have a full complement of spare parts and backup servers thus assuring an uptime greater than 99,99%. Recently we opened another office in Henderson, Nevada. Our Henderson office has all of the equipment and phone trunks necessary for us to be fully operational in the event of a natural disaster, fire or other problem that forces closure of our main office in Riverside, CA. Carl Center Aqent Selection and Training: Central Communications has one of the most extensive recruitment and training programs in the industry. Less than 1% of all applicants are selected to enter our four- week training program and only half of all trainees successfully complete the program Additionally, approximately 30% of our staff is bi-lingual (English—Spanish), Program Obiective Provide High Quality and Cost Effective call center services to the City of Palm Springs, as described in the Call Center Scope of Work`, for the Palm Springs Vacation Rental Hotline, Proposed Prr hm Structure: Base Plan: 600 Agent Work Minutes for$449 per Month* Cost per Excess Minute: $0.76 per Minute Telecomm Fee for Dedicated DID: $4.95 Patch Time (if any): $0.10 per Minute One-Time Programming Fee: $100 It is our estimation that 600 Agent Work minutes is sufficient time for answering and processing 200-250 of your calls. In the event your usage exceeds 600 minutes, additional minutes will be billed, in 10 second increments, at$0.78 per minute. We will make your account a priority and attempt to answer incoming calls within 20-25 seconds or within 3 rings. if a live Agent is not able to answer the call in this time frame, the callers will hear a customized greeting asking them to stay on the line for assistance. Your line should never ring more than 4 times. The above pricing is based on a one-year term. However, if at any time you are not satisfied with th efof our`serviceyou may cancel after providing 30 days written notice.We foil a 28-day billing cycle. =-- ' % gs. Plan Options will also include the following features: - Unlimited Email, Fax and Text - Online access to On-Call calendar, staff information and call traffic data - Online access to messages up to 2 months old l.)?73'gF 3 fEgf' r:� a�, tji? J7}� : iit5'...D. -, 4J'✓ ii ;C"(Ci2a� d b9 _;9E-st dl.' G.ii�lf:= � ✓„.4 �, L �. t ;if.',I?3y I appreciate the opportunity you have given us and hope you find our proposal acceptable. if you have any questions, or wish to discuss this proposal further, please don't hesitate to contact me. Respectfully, Michael Yoeea Sales Specialist Central Communications 11830 Pierce Street, Suite 100 Riverside, CA 92505 (800)786-9079 Call Center Scope of Work 1. Ability to take calls 24/7, including holidays 2. Follow a script and options on the script as the call progressed on what the next step would be 3. Ability to call out to the person on call with the City of Palm Springs within 30 seconds of taking the call and finishing the call. 4. Ability to add on notes to an already existing call after the on-call responder has followed up with the initial request from the call center. 5. Ability to call a list of additional respondents as necessary if no pick up from the primary responder. Call first responder 3 times every 3 minutes,If no pick up;follow up same procedure for next 3 callers. 6. Ability to send Information from the incoming call via text,email and phone call per the distribution list within 1 minute of taking the call. Please let me know if there is limit to the number of phone numbers and emails for distribution list. 7. Ability to email end of day recap the following morning with details of the calls. 8. Ability to email end of the day recap In CSV file format and email format 9. Ability to fill out a web-based form during the call to gather information from the caller—possible future option 10. Provide excellent customer service 11. Record calls,and disclosure as needed per caller. Keep the copy of the call for 2 years? 12. Call agents not to discuss opining,or deviate from the call protocol 13. Call Agent will strive to pick-up incoming calls within 20-25 seconds or within 3 rings 14. Ability to take 3-4 incoming calls at the same time. 15. Follow is a draft of script for the purses of quoting. Please not this script is not final and can be changed at any time. FRONT END PROCESS a. (OPERATOR):Palm Springs Vacation Rental Hotline, what is the address you are reporting on? (CALLER): (OPERATOR):Please note your personal information remains confidential;may I please have your name,phone number and your address? (CALLER): (OPERATOR):Would you like a call back once the issue is resolved? (CALLER): (OPERATOR): Can the City Compliance Officer enter your property if needed to investigate the matter and record a violation?If yes,is there a gate code to enter the property? (CALLER): (OPERATOR): Thank you for calling,on Behalf of Vacation Rental Compliance we greatly appreciate your time for reporting this matter.The next available officer will be dispatched immediately. BACK END PROCESS a. Phone operator receives the call,and then calls City of Palm Springs Representative. (Police,Code Enforcement,Security Company).Gives information on address and the issue at the location. b. City of Palm Springs Representative makes contact with the guests.Calls back the call center and gives information to the dispatcher or phone operator of what the findings were. Operator or dispatcher adds to the notes section of the form. c. Summary of calls is emailed the following morning in CSV format with details of the call and the notes. Possible format below?This would be ideal. If you guys can send me anything that can get close as possible to below it would be great. DATE IME CALLERID NAMEOFCALLER ` EET STREET RESPONSIBLE DESCRIPTION OF OTY ACTION TAKEN BY k: OR ADDRESS NAME PARTY COMPLAINT REPRESENTATIVE CRY CONFIDENTIAL NUMBER ON CALL REPRESENTATIVE d. The price quote which is to be supplied will be honored for 90 days. e. The pricing provided if the contract is executed shall be for guaranteed for minimum of 1 year. We are looking for a price for 1 year service agreement. TERMS AND CONDITIONS OF SERVICE The following!errs and conditions(the"T&C's)and the rates and charges set forth hereof('Rates')are binding terms between you(the"Subscriber-) and Central Answering Service,Inc.DSA Central Communications and DSA South Coast Answering Service and CenlralComm,LLC(collectively,the -Company"). The T&C's cannot be modified by the Subscriber without the prior written consent of a corporate officer of the Company. Acceptance of Terms and Conditions:These T&Cis and the Rates are effective immediately and supersede any prior terms,conditions or agreemends).The Company may modify the T&C's by mailing or otherwise transmitting notice of the modified T&Cis to the Subscriber. The Subscribers continued use of the Company's services folowfrg notice of the modified T&C's will be deemed to be acceptance by the Subscriber of the modified T&Cis. Billing and Payment Terms:The Company's biding statemenvinvoice to the Subscriber is due and payable upon Subscriber's receipt of the statementlnvoice. The billing slatementfinvoice is considered past due and delinquent at the close of business on the Due Date indicated on the front of the billing statementhrivoice and becomes subject to a late fee at that time,as set forth in our"Non-Payment Policy'set forth below. Subscriber agrees to carefully examine al billing statements/invoices upon receipt. Any incorrect or disputed items must be specifically brought to the Company's attention in writing within 30 days. Otherwise,the Subscriber shall be deemed to agree to the billing statement/invoice in all respects. Billing Practices:All Subscriber's billing stalemenWinvoices include the basic fees and service charges t'base charges')for the upcoming biding period and will reflect the past baling period's charges in excess of stated rag-unit allotments('overcall additional minutes(tince in excess of the time allowance included in the basic fee),maintenance charges,costs and expenses Incurred since the last billing data at our then currently applicable rates. Payments received after the current billing date will be posted on the next statemenVinvoice. The Company uses a 28-day baling cycle. The Company in the normal course reviews and increases rates approximately once annually. The Subscriber's continued use of the Company's services Wowing notice of a rate change will be deemed to be acceptance by the Subscriber of the rate change.Notice of a rate change may be stated in a monthly invoice to Subscriber. Nonpayment Policy: If payment in full is not received at the dose of business on the Due Date,the Company will levy a late charge for each month or portion thereof equal to the greater of$15.00 or 1.5%of all charges due and unpaid. In the event of non-payment,the Company further may,without limiting its other rights,immediately interrupt of terminate service without prior notice and charge a reconnect fee of$35.00,Such interruption of service does not relieve the Subscriber of responsibility for payment in full of all accrued charges. The Subscriber shall be additionally liable for all collection fees,all attorneys'fees and other costs and expenses incurred in the collection of monies due the Company. All retuned checks result in a S25.g0 fee.. Telephone Numbers: The Company may assign to the Subscriber a telephone number for incoming calls to be answered by the Company. The Subscriber acknowledges and agrees that any telephone number so provided remains the property of the Company and may be used by the Subscriber only as long as Subscriber continues to utilize the Company's services and honors its obligatfons to the Company. Any telephone number or numbers Currently owned by the Subscriber shall remain the property of the Subscriber, Lawful Use: The Subscriber agrees and warrants that it wild not use any telephone number,or any of the Company's services.in connection with any unlawful,unethical,or immoral purpose. If Company detemnines,in its sole discretion,that Subscriber has or is violating this provision the Company may immediately discontinue services to the Subscriber with or without notice. Account information: Subscriber shalt be responsible to ensure the accuracy of its amount information including,but not limited to,staff names and contact information,business addresses,email addresses,dispatch instructions and on-call schedules.Subscriber must notify the Company in writing of all updates or other changes or cofreclons to the account information.Subscribers may contact their customer service representative for a printout of their current account information to ensure its accuracy and completeness and to vent'that any requested updates,changes of corrections have been accurately recorded. If the Subscrber has access to both review and make changes to its account information online,the Subscriber may updatc change or correct its account infonnatlon through as online access. Limitations of Liabfllty:Company and its subcontractors shah not be liable for any acts,errors,or omissions by their respective employees or agents. for,based upon,or in cormedion with,either directly orindirectly,services provided or which should have been provided by the Company or its subcontractors to or on behalf of the Subscriber,except for damages directly arising from conduct which is finally adjudicated to be grassy negligent or intentionally wrongful;and in such case,Company's and/or is subcontractors entire lability to the Subscriber for any reason whatsoever shall not exceed the amount of fees and costs paid or payable by the Subscriber to the Company for the days in which the conduct giving rise to the claim look place. In no event whatsoever shad Company,as subcontractors or their employees or agents be liable to the Subscriber for(a)any incidental or consequential damages,including,but not limited to,any lost profits or revenues,even if the Company is advised of the potential therefor;(b)any punitive,exemplary,of multiplied damages;or(c)any damages arising out of any natural disasters.weather conditions,civil disturbances,work stoppages,materials or labor shortages,electrical,electronic or mechanical failures,Ices or corruption of data,or problems with or the interruption of telephone service. Call Recording: The Company as a matter of course intends to record all incoming and outgoing telephone calls. The Company attempts to electronically store such recordings for a flmRed period of tine to be determined in its sole and absolute discretion. The Company cannot guaranty the availability of such recordings. The Company adempts to comply with regulations governing the recording of telephone calls,but Cali recording entails risk of possible legal action such as violation of privacy lawsufts. The Subscriber assumes any and all risk of legal action resulting from the recording of telephone calls. The Company wil honor the request of the Subscriber to cease recording telephone calls to or from its assigned numbers,as long as the request is made in writing on the Company's standard form. Indemnification:The Subscriber agrees to defend,indemnify and hold the Company,its subcontractors and their respective employees and agents harmless as against any and all liabilities,losses,damages,injuries,claims,suits,judgments,settlements,awards,costs,charges and expenses, including but not fimled to any fees,Costs,charges and expenses incurred by the Company for investigation,defense and/or resolution of,such matters based upon,arising out of,or relating to the Subscriber and/or the Subscribers use of the Company's services. Subject to the Limitations of Liability above,the Company shall indemnify Subscriber for any conduct of the Company finally adjudicated to be grossly negligent or intentionally wrorou1, SubcontractingfAssignment: At any time and from time to time,the Company may delegate to others the performance of any answering services that it has agreed to perform under this Agreement(referred to in the call center industry as'networking'),and further consent of Client to such networking shall not be required.In the event the Company sells or assigns all or substantially ad of its assets,Subscriber consents to the assignment of as amount and the rights and obligations under the T&Cis to the purchaser of the assets,and upon notice of such sale or assignment,the Subscriber will release the Company horn any continuing obligations to the Subscriber as long as the assignee or subcontractor assumes the obligations of Subscriber under these T&Cs. Termination Notice:Subscribers wishing to cancel service shall give Company 30 days'advance written notice. Base charges are non-prorated and non-refundable. Company may cancel service at any time upon 30 days'notice to the Subscriber. DocuSign Envelope ID:9F6688Cl.9DD3.432E.A3443AA34A3F32A2 �entrialcommunications Proposal/Service Agreement COMPANY INFORMATION Company Name: city of Palm snrinas Name: Boris Stark Address: City: Phone: (760)322.8370 State: Tip Code: TaxiD/SSM: Fax: Company/Person's Name that should be listed on the Invoices: Plan Details- $ 449,00for 600 Work Minutes and$ •�6 per Excess Minute Additional Service(s): Automatic Daily Email:FREE Automatic Daily Faxes:FREE Online Account Access:FREE Patched Calls:Only$0.10 per patched call minute! Setup Fee:One-time fee.$100.00 Summary: Minute Plan Sales Price:$ 449.00 Additional/Custom Services:$ .00 Grand Total:$ 448.00 Toll-Free:(800)786-9079 Fax: (800)667-0226 11830 Pierce Street, Suite 100 Riverside, California 92506 Email: sales@centralcomm.com DocuSign Envelope ID:9F66B8C7-gDD3.432E-A349-3AA34A3F32A2 centralcommunications Proposal/Service Agreement CREDIT CARD AUTHORIZATION Our preferred method of payment is by credit card.For your convenience,we accept MasterCard,Visa and American Express. If you would like for us to automatically debit your card and send you a monthly statement,please complete the following: I agree to have the credit card listed below charged for services rendered by Central Communications.Since Central Communications bills based on actual usage,my monthly(28-day)charges may vary.I may withdraw this approval at any time by giving written notice to Central Communications. _One time approval.Amount:$ _Declined. I Prefer to pay by check. _Auto Pay/Recurring Authorization for Future invoices Account Name: Billing Acct#: Name on Card: Type of Card(check one): _Amex Visa T MasterCard Credit Card Number: Exp Date(MM/YY): Credit Card Telephone Number: Credit Card Billing Address: City: St: Zip: Signature: Date: How would you like to receive your invoice? Send via Email to: Send via Fax to: Send via Mail to: To8-Free: (8 00)786-9079 Fax: (800)657-0226 11830 Pierce Street, Suite 100 Riverside,California 92506 Email:sales@centralcomm.com EXHIBIT "B" INSURANCE PROVISIONS Including Verification of Coverage, Sufficiency of Insurers, Errors and Omissions Coverage, Minimum Scope of Insurance, Deductibles and Self-Insured Retentions, and Severability of Interests (Separation of Insureds) 8 7 Rewsed:516176 INSURANCE 1. Procurement and Maintenance of Insurance. Contractor shall procure and maintain public liability and property damage insurance against all claims for injuries against persons or damages to property resulting from Contractor's performance under this Agreement. Contractor shall procure and maintain all insurance at its sole cost and expense, in a form and content satisfactory to the City, and submit concurrently with its execution of this Agreement. Contractor shall also carry workers' compensation insurance in accordance with California workers' compensation laws. Such insurance shall be kept in full force and effect during the term of this Agreement, including any extensions. Such insurance shall not be cancelable without thirty(30) days advance written notice to City of any proposed cancellation. Certificates of insurance evidencing the foregoing and designating the City, its elected officials, officers, employees,agents, and volunteers as additional named insureds by original endorsement shall be delivered to and approved by City prior to commencement of services. The procuring of such insurance and the delivery of policies, certificates, and endorsements evidencing the same shall not be construed as a limitation of Contractor's obligation to indemnify City, its elected officials, officers, agents, employees, and volunteers. 2. Minimum Scope of Insurance. The minimum amount of insurance required under this Agreement shall be as follows: 1. Comprehensive general liability and personal injury with limits of at least one million dollars ($1,000,000.00) combined single limit coverage per occurrence and two million dollars ($2,000,000)general aggregate; 2. Automobile liability insurance with limits of at least one million dollars ($1,000,000.00) per occurrence; 3. Professional liability (errors and omissions) 'insurance with limits of at least one million dollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000) annual aggregate is: required is not required; 4. Workers' Compensation insurance in the statutory amount as required by the State of California and Employer's Liability Insurance with limits of at least one million dollars S I million per occurrence. If Contractor has no employees, Contractor shall complete the City's Request for Waiver of Workers' Compensation Insurance Requirement form. 3. Primary Insurance. For any claims related to this Agreement, Contractor's insurance coverage shall be primary with respect to the City and its respective elected officials, officers. employees, agents, and volunteers. Any insurance or self-insurance maintained by City and its respective elected officials, officers, employees, agents, and volunteers shall be in excess of Contractor's insurance and shall not contribute with it. For Workers' Compensation and Employer's Liability Insurance only, the insurer shall waive all rights of subrogation and 33 Revie d:5W16 contribution it may have against City, its elected officials, officers, employees, agents, and volunteers. 4. Errors and Omissions Coveraee. If Errors fie Omissions Insurance is required, and if Contractor provides claims made professional liability insurance, Contractor shall also agree in writing either(1) to purchase tail insurance in the amount required by this Agreement to cover claims made within three years of the completion of Contractor's services under this Agreement, or (2) to maintain professional liability insurance coverage with the same carrier in the amount required by this Agreement for at least three years after completion of Contractor's services under this Agreement. Contractor shall also be required to provide evidence to City of the purchase of the required tail insurance or continuation of the professional liability policy. 5. Sufficiency of Insurers. insurance required in this Agreement shall be provided by authorized insurers in good standing with the State of California. Coverage shall be provided by insurers admitted in the State of California with an A.M. Best's Key Rating of B++, Class VIi,or better, unless otherwise acceptable to the City. 6. Verification of Coveraee. Contractor shall famish City with both certificates of insurance and endorsements, including additional insured endorsements, effecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City before work commences. City reserves the right to require Contractor's insurers to provide complete, certified copies of all required insurance policies at any time. Additional insured endorsements are not required for Errors and Omissions and Workers' Compensation policies. Verification-of Insurance coverage may be provided by: (1) an approved General and/or Auto Liability Endorsement Form for the City of Palm Springs or(2)an acceptable Certificate of Liability Insurance Coverage with an approved Additional Insured Endorsement with the following endorsements stated on the certificate: 1. "The City of Pahn Springs, its officials, employees, and agents are named as rot additional insured... " ("as respects City oj'Palm Springs Contract No._ " or 'for any and all wo)kpetforined with the City"may be included in this statement). 3. "This insurance is printary and non-contributory over may insurance or sell- insurance the Citv nrav have..." ("as respects City of Paint Springs Contract No...__" or "for ain? and all work perfbrrned with the Citv" may be included in this statement). 3. "Should arry of the abore described policies be canceled befw•e the expiration date thereof,' the issuing conrpanv will mail 30 days written notice to the Certificate Holder named" Language such as, "endeavor to" mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out. 14 Revised:515116 4. Both the Workers' Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents, and volunteers. In addition to the endorsements listed above, the City of Palm Springs shall be named the certificate holder on the policies. All certificates of insurance and endorsements are to be received and approved by the City before work commences. All certificates of insurance must be authorized by a person with authority to bind coverage, whether that is the authorized agent/broker or insurance underwriter. Failure to obtain the required documents prior to the commencement of work shall not waive the Contractor's obligation to provide them. 7. Deductibles and Self-insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City prior to commencing any work or services under this Agreement. At the option of the City, either (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its elected officials, officers, employees, agents, and volunteers; or (2) Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. Certificates of Insurance must include evidence of the amount of any deductible or self-insured retention under the policy. Contractor guarantees payment of all deductibles and self-insured retentions- S. Severabillty of Interests (Separation of Insureds). This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the limits of the insurer's liability. 1; Revised:515116 -r;Nao t