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Agenda 02/11/2014 Item #16C1 2/11/2014 16.C.1 . EXECUTIVE SUMMARY Recommendation to 1) amend an Agreement with CollectorSolutions, Incorporated, for credit card and Automated Clearing House processing to meet Payment Card Industry Data Security Standards compliance for the Utility Billing and Customer Service Department's hosted Interactive Voice Response system, and extend these services to the iWEB internet payment service for water/sewer bill payments on an annual basis with a reduction in transaction costs from 2.7 percent to 2.35 percent; 2) and terminate Contract Amendment No. 1, 06-3972 with TWI, dated July 26, 2011. OBJECTIVE: To reduce transaction costs by consolidating all credit card payment transactions to one (1)vendor,therefore, streamlining payment reconciliation. CONSIDERATIONS: The Collier County Water-Sewer District(CCWSD) currently accepts credit card payments via: • Interactive Voice Response system(IVR),provided by Teleworks Inc. (TWI); • Internet(iWEB); and, • Telephone, by speaking to a customer service staff member, and over the counter (OTC) transactions at the Mercantile Avenue and North Naples facilities. Listed below are the current service types, 3rd party providers, and rates and fees for each type of service. Service Type Credit Card Provider Rate of Transaction Other Fees (3`d Party) Dollar Value IVR CollectorSolutions Inc 2.70% Annual TWI hosting fee (CSI) iWeb Online Resources 2.50%on average All applicable bank fees (Internet) (ORCC)-partner of Fifth plus a fixed $30,000 -Third Bank annual gateway fee Telephone/OTC Fifth -Third Bank 2.50%on average All applicable bank fees partner Vantiv The Utility Billing & Customer Service Department (UBCS) accounting staff must balance all customer payments transactions according to service type collected by the CCWSD each business day. Credit card payment balancing is time consuming and challenging given the multiple reports that result from different service providers for the various service types. CSI will provide a single daily report for credit card transactions for all service types, enabling staff to balance to the inHance billing system (provided by Harris Computer)rather than having to reconcile individual transactions. It is staffs recommendation to consolidate all credit card payment transactions to one credit card provider that is: • Compliant with Payment Card Industry Data Security Standards (PCI DSS), to secure our customers' financial information, and • Provides daily transaction reports to support payment balancing. The current agreement with CSI is a month-to-month agreement with an all inclusive rate of 2.7 percent. Staff has negotiated with CSI to extend its services to include the internet payment service and amend the agreement from a month-to-month basis to an annual basis(Proposed Amendment 1 is attached). CSI has offered an inclusive rate of 2.35 percent, and a one year agreement with three one year renewal options. Packet Page-336- 2/11/2014 16.C.1 . CSI will continue to deposit monies collected to Fifth-Third Bank on a daily basis. One daily report will be prepared by CSI balancing credit card payments to all software systems and Fifth-Third Bank. The current TWI IVR system is unable to provide "un-lock work orders"when delinquent customers pay their bill. Harris Computers, vendor of the UBCS billing system, can provide an IVR solution that is integrated with the billing system to alleviate this issue through their iWEB hosting portal with a$.60 per transaction hosting fee. The Harris IVR solution will create an "unlock work order" when the customer pays their account to current status. Staff will utilize the Harris IVR solution and terminate the existing IVR contract Amendment No. 1, 06-3972, dated July 26, 2011with TWI. Consolidation of credit card payment transactions will eliminate the current service provided by Online Resources Corporation(ORCC). Following coordination meetings with the Clerk's Finance Department, Fifth-Third Bank and Purchasing, staff has addressed the following elements of the original contract: 1. There will be no payment penalty fees as the County moves this service type from Vantiv to CSI; 2. Collier County designates the bank in which all credit card payments shall be initially deposited, • currently,that will be the County's provider Fifth-Third Bank; 3. Credit card payments will be deposited on or before the second business day subsequent to the transaction date;the transaction date shall be determined on a midnight to midnight basis; 4. All credit card payments will be deposited, including convenience fee, with the payment to CSI monthly(after pre-audit of a proper invoice); 5. Transaction rates and fees will remain fixed for the initial and subsequent renewal terms of the Agreement; 6. Contract term is one(1)year with three(3)additional one(1)year renewal periods; 7. Extension of the agreement term must be in writing not less than thirty (30) days prior to end of contract; and 8. This service will be reconsidered during the solicitation process that the Clerk of Court intends to distribute in summer 2014. Staff will monitor the contract and review to ensure the business expectations are achieved before renewal is executed. By consolidating this service type, staff expects to produce annual savings of approximately $74,000, and therefore, recommend approval of the amendment to the current CSI contract and termination of Amendment No. 1, 06-3972, dated July 29,2011,Teleworks Utility Billing Interactive Voice Response. FISCAL IMPACT: The fiscal impact results from a reduction from 2.7 percent per dollar value transaction to 2.35 percent per dollar value transaction for IVR, a savings of 0 .35 percent; a reduction from 2.5 percent to 2.35 percent per dollar value transaction for iWEB, a savings of 0.15 percent, and elimination of TWI annual hosting fee and ORCC's annual gateway fee. Based on the current transaction volume, the approximate annual savings to be realized in the Collier County Water-Sewer District Operating Fund(408)are$74,000 as shown in the chart below. Packet Page-337- 2/11/2014 16.C.1 . • Current Proposed/Estimated IVR Hosting Fees TWI Annual $37,100 Harris$.60 per transaction $20,900 .(1) Credit Card Processing/ACH Fees CSI - 2.70%of transaction value $97,300 CSI - 2.35%oftransaction value $84,700 F(2) Internet Credit Card Processing/ACH Fees ORCC - Annual Gateway Fee $30,000 '(3) ORCC - 2.50%of transaction value $253,800 �(2) CSI - 2.35%of transaction value $238,600 r(2) Total Cost $418,200 $344,200 Net Estimated Savings $74,000 ¶1) at current number of TVR transactions (2) at current transaction value (3) fixed annual tee LEGAL CONSIDERATIONS: This item is approved as to form and legality, and requires majority vote for Board approval.—ERP GROWTH MANAGEMENT IMPACT: This action has no impact on the Growth Management Plan. RECOMMENDATION: That the Board of County Commissioners, Ex-officio the Governing Board of the Collier County Water-Sewer District, 1) approves an amendment to the Agreement with CollectorSolutions, Incorporated,; extends these services to the internet payment service for water/sewer bill payments on an annual basis with a reduction in transaction costs from 2.7 percent to 2.35 percent; and, 2) authorizes the Chairman to execute the agreement after final review by the County Attorney's Office, and 3) terminates Amendment No. 1, 06-3972, dated July 26, 2011, Teleworks Utility Billing Interactive Voice Response. PREPARED BY: Teresa A. Riesen, Revenue Manager Attachments: CSI Agreement dated July 26, 2011 Proposed Amendment No. 1 to CSI Agreement Amendment No. 1 06-3972, dated July 26, 2011 Packet Page-338- 2/11/2014 16.C.1 . COLLIER COUNTY Board of County Commissioners Item Number: 16.16.C.16.C.1. Item Summary: Recommendation to 1) amend an Agreement with CollectorSolutions, Incorporated, for credit card and Automated Clearing House processing to meet Payment Card Industry Data Security Standards compliance for the Utility Billing and Customer Service Department's hosted Interactive Voice Response system, and extend these services to the iWEB internet payment service for water/sewer bill payments on an annual basis with a reduction in transaction costs from 2.7 percent to 2.35 percent; 2)terminate the Contract Agreement#06- 3972 with TWI and all its relevant amendments. Meeting Date: 2/11/2014 Prepared By Name: HendricksonLisa Title:Utility Billing Operations Coordinator 1/15/2014 4:32:01 PM Submitted by Title: Manager-Revenue,Utilities Finance Operations Name: RiesenTeresa 1/15/2014 4:32:03 PM Approved By Name: HapkeMargie Title: Operations Analyst,Public Utilities Date: 1/16/2014 10:13:21 AM Name: Joseph Bellone Title: Manager-Utility Billing&Cust Serv.,Utilities F Date: 1/16/2014 1:58:15 PM Name: RiesenTeresa Title: Manager-Revenue,Utilities Finance Operations Date: 1/16/2014 4:03:04 PM Packet Page-339- 2/11/2014 16.C.1 . Name: WardKelsey Title: Manager-Contracts Administration,Purchasing& Ge Date: 1/17/2014 10:08:20 AM Name: MarkiewiczJoanne Title: Manager-Purchasing Acquisition,Purchasing&Gene Date: 1/17/2014 3:40:35 PM Name: YilmazGeorge Title: Administrator, Public Utilities Date: 1/17/2014 4:37:12 PM Name: TeachScott Title: Deputy County Attorney,County Attorney Date: 1/24/2014 1:41:56 PM Name: GreenwaldRandy Title: Management/Budget Analyst,Office of Management&B Date: 1/27/2014 10:24:09 AM Name: KlatzkowJeff Title: County Attorney Date: 1/29/2014 1:04:58 PM Name: OchsLeo Title: County Manager, County Managers Office Date: 2/4/2014 10:39:28 AM Packet Page-340- 2/11/2014 16.C.1. COLLCTOR tr\ SOLUTIONS This Agreement is BETWEEN: Collector Solutions, Incorporated 316 South Baylen Street Suite 590 Pensacola, Florida 32502 Referred to herein as 'CSI' AND COLLIER COUNTY, BOARD OF COUNTY COMMISSIONERS 3327 Tamiami Trail East Naples, FL. 34112 Referred to herein as "the Client' Collectively referred to as 'the Parties' WHEREAS: CSI provides Internet-based financial services, including timely credit card and/or electronic check (eCheck) payment processing. CSI possesses the technical framework and personnel to process credit card and/or electronic check (eCheck) payments of account customers of the Client. As provided for by CSI's web-based eCollections Portal, the Client can, at its own discretion, make a multiple of services available to its account customers at various times via various collection modes, for various payment types, and by various payment methods. Initials: CSI: iff)t) Client: Rev# 122810 Page 1 of 17 Packet Page-341- 2/11/2014 16.C.1 . COLLECTOR ' r\\ SOLUTIONS CSI h as agreed to provide such services in accordance with the pricing set forth in Appendix "A.1" attached hereto. NOW THEREFORE In consideration of the covenants to be kept and performed by the Parties. it is agreed: [Remaining page left blank intentionally] Initials: CS1: Client: Rev# 1 22810 Page 2 of 17 Packet Page-342- 2/11/2014 16.C.1 . COLLECTOR ri\ SOLUTIONS DEFINITIONS The following words, terms and phrases, when used in this Agreement, shall have the meanings ascribed to them in this section. ACH: Automated Clearing House - group of processing institutions linked by a computer network to process electronic payment transactions between financial institutions. Business Day: All week days except Saturday and Sunday and holidays established by the Federal Reserve System, Check Truncation: The physical presentment of a paper check that is electronically imaged and captured. Convenience Fee: Fee charged by CSI for the processing of payments on behalf of the Client. The amount of the fee, the form of the fee (`passed-on' to the payer or `absorbed' by the client), and the party responsible for the fee (the Client or the Payer) under the terms of this Agreement are set forth in Appendix `A.1'. Credit Card: A U.S. issued American Express, Discover, MasterCard, or Visa. DDA: Direct Deposit Account is a bank account maintained by the Client to receive fund remittances from CSI and/or to which CSI will make correcting debits in the event of chargebacks and/or returns. Initials: CSI: Client: Rev# 122810 Page 3 of 17 Packet Page-343- 2/11/2014 16.C.1 . COLLECTOR r4-\\ SOLUTIONS eCheck: An electronic representation of a paper check utilized to authorize a direct payment of charges against the checking or savings account of the Payer in the form of an ACH debit transaction. An instance of an eCheck may be created by the Payer via manual user-entry or automated Check Truncation. Force Majeure: To include natural disasters, such as, hurricanes, floods, and earthquakes, system failures, such as, Telephone, Internet, and Power outages financial failures, such as, Federal Reserve financial and processing-platform failures, as well as, war, riots or other major social upheavals. Merchant Account: The credit card account established by a bank which deposits CSI credit card funds into the Settlement Account for subsequent transfer into the DDA of the Client. This account is the property of the Client and is arranged through a bank designated by the Client. NACHA: National Automated Clearing House Association - develops operating rules and business practices for the Automated Clearing House (ACH) Network and for electronic payments in the areas of Internet commerce, electronic bill and invoice presentment and payment (EBPP, EIPP), e-checks, financial electronic data interchange (EDI), international payments, and electronic benefits services (EBS). PCI - DSS: Payment Card Industry Data Security Standard - a worldwide information security standard defined by the Payment Card Industry Security Standards Council. The standard was created to help payment card industry organizations that process card payments prevent credit card fraud through increased controls around data and its exposure to compromise. The standard Initials: CSI: - 1 Client: Rev#122810 Page 4 of 17 Packet Page-344- 2/11/2014 16.C.1. tCOLLEC TOR r.4\ SOLUTIONS applies to all organizations that hold, process, or exchange cardholder information from any card branded with the logo of one of the card brands. Settlement Account: A bank account at a federally insured banking institution designated by CSI into which credit card payments shall be initially deposited and that result from CST's processing of payments for the Client. [Remaining page left blank intentionally} Initials: CSI: I 1 Client: Rev#122810 Page 5 of 17 Packet Page-345- 2/11/2014 16.[.1. COLLECTOR ri\ SOLUTIONS SERVICES CREDIT CARDS CSI shall license and make available to the Client its processing Software and Hosting Services (the "Service" or "Services") for the processing of monetary payments to the Client via credit cards (American Express, Discover, MasterCard, and Visa). All Software provided in the fulfillment of this Agreement shall be the proprietary property of CSI. CSI is an independent contractor for all purposes hereof. This Agreement does not convey an agency status to CSI. Credit card transactions shall be deposited and credited to the Client's Settlement Account. CSI is expressly permitted to move funds from the Settlement Account to the DDA(s) of the Client. The transfer of funds will occur on or before the third business day subsequent to the transaction date. All credit card funds deposited or transferred into the Settlement Account, excluding the CSI Convenience Fee, will remain the property of the Client. [Remaining page left blank intentionally] Initials: CSI: Y►+-' Client: Rev# 122810 Page 6 of 17 Packet Page-346- 2/11/2014 16.C.1 . et)COLLECTOP r44\SOLUTIONS SERVICES (continued) eChecks (ACH) CSI shall license and make available to the Client its processing Software and Hosting Services (the "Service" or "Services") for the processing of monetary payments to the Client via ACH (Savings and/or Checking Accounts). All Software provided in the fulfillment of this Agreement shall be the proprietary property of CS!. CS! is an independent contractor for all purposes hereof. This Agreement does not convey an agency status to CS!. ACH transactions shall be deposited and credited directly to the Client's DDA. CS! is expressly permitted to move funds from the Payer's specified Account to the DDA(s) of the Client. The transfer of funds will occur on or before the second business day subsequent to the transaction date. [Remaining page left blank intentionally] Initials: CSI: Y Client: Rev# 122610 Page 7 of 17 Packet Page-347- 2/11/2014 16.C.1 . COLLECTOR i SOLUTIONS TERMS 1. CSI shall provide, install or make available via electronic means, software necessary for the fulfillment of its Solution at all locations as designated by the Client. 2. CSI shall provide adequate assurance to the Client that all data communicated over or processed or stored on the equipment owned, leased or controlled by CSI shall be secure. Additionally, CSI shall assign a unique identification number to each transaction for security and auditing purposes. 3. Additional Client locations may be added to the CSI Solution at no additional cost to the Client. 4. Certain electronic devices, such as the credit card swipe machine, the eCheck scanner, and the payment receipt printer shall be purchased separately by the Client and are not part of the set-up fee charged by CSI. 5. CSI shall provide reports, which shall contain transactional data on a daily basis, month-to-date, year-to-date, or from/to dates within a fiscal year, by individuals within agencies of the Client or by system totals. Additionally, reports shall be able to be segregated by the Client distinguishing various levels of transaction analysis. This analysis includes but is not limited to transaction analysis segregating credit card vs. eCheck transactions. CSI shall also provide software that will enable the Client to utilize existing receipt printers for the preparation of payment receipts, if CSI can develop such an interface for any existing printers. Initials: CSI: iV Client: Rev# 122810 Page 8 of 17 Packet Page-348- 2/11/2014 16.C.1. COLLECTOR r\ SOLUTIONS 6. CSI represents and warrants that (i) it has the full right to utilize and employ the Service Software and (ii) the Service Software does not infringe upon the intellectual property rights of others; further, CSI shall indemnify and hold harmless the Client from all claims, demands, damages, judgments or decrees, including its reasonable attorneys' fees, in connection with a breach of this representation and warranty or a claim by a third party which asserts that this representation and warranty is untrue. 7. CSI and the Client shall not be liable for unanticipated technical difficulties caused by any bank, third party processing service or telecommunications providers, weather, or other events generally recognized as "forces majeure, provided that such events could not have been reasonably foreseen and guarded against by the performing party, or other events outside the control of CS! or the Client. 8. The Client shall indemnify and hold harmless CSI for any claims by Payers relating to incorrect or overcharging of service charges collected by the Client attributable to errors in data provided to CSI by the Client or the Client's employees, agents or independent contractors, subject to Florida Statutes, Section 768.28. Each party agrees to indemnify, defend and hold harmless the other, its officers, board members, agents and employees from and against any and all fines, suits, claims, demands, penalties, liabilities, costs or expenses. losses, settlements, judgments and awards and actions of whatever kind or nature, including attorney's fees and costs (and costs and fees on appeal), and damages (including, but not limited to, actual and consequential damages) arising from any negligent, willful or wrongful misconduct, knowing misrepresentation or breach of this Agreement by such party, its officers, board members, agents or employees. This Initials: CSI: tA17 Client: Rev# 122810 Page 9 of 17 Packet Page-349- 2/11/2014 16.C.1 . COLLECTOR SOLUTIONS paragraph shall not be construed in any way to alter the State's waiver of sovereign immunity or extend the parties liability beyond the limits established in Section 768.28, Florida Statutes. 9. Fees charged to the Client's customers will be prominently and separately disclosed prior to the execution of the transaction and again separately displayed on all CSI generated receipts of the Client. All CSI generated receipts will contain a disclosure or disclaimer statement of the Client's • choosing, such as: "A third party convenience fee has been added for the processing of credit card services. JThe Client] shall have the right to serve notice as part of the billing process that any action or dispute that results in a `credit hold' or `charge back'on funds will be considered as a non-payment of the customer's account and may result in assessed penalties." 10.The credit card fee and/or eCheck fee shall remain in effect for the duration of this contract unless CSI's ODFI (Originating Depository Financial Institution), merchant bank, non-bank credit card issuers, or related processors change their rate structure more than 5% and/or the Client's average payment amount exceeds the average amount stated in Appendix A.1 for 3 consecutive months. In either of these events, CSI and the Client will negotiate an amendment to this agreement to address a change in fees. 11.The term of this Agreement shall be monthly from the date hereof. This Agreement shall be automatically renewed from month-to-month thereafter unless terminated by a party pursuant to the provisions hereof. This Agreement can be terminated by either party without cause with a written notice to the other party. Should CSI be replaced, CSI will Initials: CSI: Client: Rev# 122810 Page 10 of 17 Packet Page-350- 2/11/2014 16.C.1. COLLECTOR rA\ SOLUTIONS cooperate with the alternate Client Vendor and the Client in the facilitation of a smooth transition. 12.From time to time the scope of services provided by CSI may be changed. The Client may want additional CSI processing services added to this agreement. 13.The Client's authorized party or signatory to this agreement is authorized to negotiate changes to this agreement. Such changes which are mutually agreed upon by and between the Client and CSI shall be provided in accordance with a written amendment to this Agreement approved by the Client. 14.The Laws of the State of Florida shall govern this Agreement. 15.All data provided through CSI's data exchange platforms by the Client and/or the Client's Vendors shall be considered confidential and shall not be revealed to any third party, unless so ordered by a court of competent jurisdiction, unless disclosure is otherwise required by law or upon the written instruction from the Client provided it is not contrary to any provision of this Agreement. 16.Neither party shall be liable for the errors and omissions, accidental or purposeful, of the other party, or the other party's employees, officers, agents or subcontractors. 17.All notices required to be given pursuant to the terms of this Agreement shall be in writing and sent by Certified Mail, Return Receipt requested, to Initials: CSI: kW/ Client: Rev#122810 Page 11 of 17 Packet Page-351- 2/11/2014 16.C.1 . COLLECTOR r\ SOLUTIONS the addresses set forth below, or by hand delivery or a business courier (Federal Express, Airborne, etc.) to the address of a party or by facsimile transmission. Any notice, request or other communication transmitted by mail shall be deemed to have been sufficiently given for purposes hereof on the fifth (5th) day after date of mailing, or if delivered by hand or business courier when received at the address of the recipient, and if given by facsimile transmission, upon receipt by the sender of an acknowledgment of the transmission generated by the machine from which the facsimile in its entirety was sent to the recipient's facsimile number; provided that if such notice or other communication is delivered by hand or business courier, or is received by facsimile on a day which is not a business day, or after 5:00 P. M. on any business day at the addressee's location, such notice or communication shall be deemed to be duly received by the recipient at 10:00 A. M. on the first business day thereafter. Notice given to an agent of a party shall be deemed notice given to the party. The address of a party may be changed by written notice given to the other party in the same manner as provided above; however, and unless provided otherwise, notice shall be effective if sent to a party at such other address the party may from time to time utilize at the time of the giving of any notice. The failure of a party to give notice of any change of address shall not defeat the giving of effective notice pursuant to the terms of this Agreement. For purposes hereof, the parties designate as their mailing or business addresses, those addresses set forth below: COLLECTORSOLUTIONS. INC. 316 South Gaylen Street, Suite 590 Pensacola, Florida 32502 ATTN: Mr. Robert A. Cothran, President Initials: CSI: Ili Client: Rev# 122810 Page 12 of 17 Packet Page-352- 2/11/2014 16.C.1. COLLECTOR r4\ SOLUTIONS Phone: 850-444-9330 extension 302 Email: robcCahcollectorsolutions.com Fax: 850-444-9331 COLLIER COUNTY, BOARD OF COUNTY COMMISSIONERS FEIN 59-6000558 3327 Tamiami Trail East Naples, FL. 34112 ATTN: Peter Lund, Manager of Customer Service Phone: (239)252-2357 Email: peterlund @calliergov.net Fax: (239)252-2366 18.Any claim of nonperformance on the part of CSI by Client must be in writing and specifically state the nature of the problem. CSI shall use its best efforts to rectify any problems under its control as rapidly as possible. If, after thirty (30) days, such cure attempt is not reasonably acceptable to the Client, then the Client may, after giving CSI notice of its unacceptability, give notice of termination of this Agreement. Notice of termination will be effective upon receipt of such notice by CSI. 19.This Agreement represents the entire understanding between the Client and CSI. Any amendments or changes must be in writing and executed by persons authorized to bind the Parties. 20.If any portion of this Agreement is deemed to be invalid, the balance of the Agreement shall remain in full force and effect. 21.CSI will pay on behalf and hold the Client harmless from any liability directly or indirectly related to the transfer process of funds as performed Initials: CSI: Client: Rev# 122810 Page 13 of 17 Packet Page-353- 2/11/2014 16.C.1 . COLLECTOR rA\ SOLUTIONS by CSI. CSI assumes full responsibility for such transfers and insures that a) intended funds of payer reach the account(s) of the Client and b) that only access for CS! is for the purpose of collecting its Convenience Fee. This paragraph shall survive any termination of this Agreement. 22.This Agreement shall not be modified nor amended unless such modification or amendment shall be in writing and signed by authorized representatives of both CS! and the Client. 23.Next page is the Signature Page. [Remaining page left blank intentionally} Initials: CSI: Client: Rev# 122810 Page 14 of 1 7 Packet Page-354- 2/11/2014 16.C.1 . • LLECTOR SOLUTIONS / \ Signature Page IN WITNESS WHEREOF,the parties have hereunto set their hands and seals, this the day and year first above written. Signed, sealed and delivered in the presence of: COLLECTORSOLUT!o ' , 14 ORP►-ATzD Signature Date 06//6/02-1)// Name Robe . Cothran Title President ---1 Witness Signature AV,. _ : rte, Date 06 /lo Name ureen B. Valentino °"rRPab°�s Title ice-President SEAL 2003 4tt.ORIOP ,ir BOARD OF COUNTY COMMISSIONERS AtVEST R ^ , COLLIER COUNTY, FLORIDA Dwight E. Brock Clerk of Courts rDate- "' a • Fred W. Coyle, Chairrogn Attic* ` s "a.f4 J 1 ^ p 1 4 1�111��f11 i*t i Approved as to form and leg u ici nc Deputy County Attorney cc.if 44, Scott R. Teach Packet Page-355- 2/11/2014 16.C.1. .1. COLLECTOR Ir.\ SOLUTIONS APPENDIX A.1 1. CIS SYSTEM UTILIZED : inHANCE 2. WEB MODULE UTILIZED: iWeb MS 3. IVR SYSTEM UTILIZED: teleWorks 4. POS SYSTEM UTILIZED: inHANCE 5. PAYMENT TYPE: utility G. FEES: Set Up Fees $0.00 Recurring Fees (monthly\annual) $0.00 Accepting Credit Cards YES (YES or NO) Transactional Fees 2.7% Fees to be paid by CLIENT (PAYER or CLIENT) AccepdmgwCheolcs YES (YES or NO) Transactional Fees $0.80 *Fees to be paid by CLIENT (PAYER or CLIENT) Re-presentment count � -- (0, 1, or 2) Miscellaneous Fees Charge-backs (credit cards) $20.00 Paid by CLIENT Credits $1.75 Paid by CLIENT Non-NSF Check Returns $1.75 Paid by CLIENT NSF Check Returns* $20.00 Paid by _CLIENT_(PAYER or CLIENT) Initials: CSI: Alj» Client: Rev# 122810 Page 16 of 17 Packet Page-356- 2/11/2014 16.C.1 . COLLECTOR r\ SOLUTIONS APPENDIX B In accordance with this Agreement entered into by CSI and the Client, the Client authorizes CSI, Regions Bank on behalf of CSI, or Regions bank on its own behalf to initiate an ACH debit entry to the Client's account at the depository institution indicated below for the amount of any ACH Debit Entry representing a payment previously made to the Client that is returned by the Payer's RDFI for any reason (credit card "Charge-Back" or eCheck "Return"). CSI's and Region's authority to debit the Client's account is unconditional and with regard to the timeliness of the Charge-Back or Return. CS! or Regions Bank shall initiate the ACH Debit Entry with five (5) business days from the date of receipt of the Charge-Back or Return by CSI and/or Regions Bank without notice to the Client. The Client hereby acknowledges and agrees that this authorization will remain in full force and effect for a period of ninety (90) days after the termination of this Agreement. Terms not otherwise defined in this ACH Debit Authorization shall have the meaning ascribed to those terms in the National Automated Clearing House Association Operating Rules. Client Name: Collier County. Board of County Commissioners EIN: 59-6000558 Signature: - �.N.:),---.„.r ( k �- . -- Name: 'ca;-\- 1- \\, Title: -.:: Client's Bank Name: r -J,)) -77,;_mod Routing Number: 06:70T) 7 1q Account Number: 0 7.11,5;./3 5 0 0 93 City& State: Ab-,,Di- T Y 1,03217 Initials: CSI: Client: Rev# 122810 Page 17 of 17 Packet Page-357- 2/11/2014 16.C.1. EXHIBIT A-i Contract Amendment# 1 to Contract 06-3972 "CREDIT CARD& ACH PROCESSING" This amendment, dated , 20_ to the referenced agreement shall be by and between the parties to the original Agreement, CollectorSolutions, Inc. (to be referred to as "CSI")and Collier County, Florida, (to be referred to as"Client"). Statement of Understanding RE: Contract#06-3972 "CREDIT CARD &ACH PROCESSING" In order to continue the services provided for in the original Agreement document referenced above, CSI agrees to amend the Agreement as provided in Exhibit "Al-A" attached to this Amendment and incorporated herein by reference or by the modified language. All other terms and conditions of the agreement shall remain in force. IN WITNESS WHEREOF,CSI and the Client have each, respectively, by an authorized person or agent,hereunder set their hands and seals on the date(s)indicated below. Accepted: ,20_ CLIENT: BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY, FLORIDA By: Tom Henning, Chairman First Wi ,-s CSI: Collec utions, Inc. BY:" - _/_ %d I tip `� r ' 11 „. .ii By: ,� P 'nt Name 94°4) At' Print Nake and Title Second Witness: By: £ M 'L i i/D Can (alcu Print Name Approved as to Form and Legality: Emily Pepin Assistant County Attorney 1 Packet Page-358- €).,0 2/11/2014 16.C.1 . EXHIBIT Al-A Contract Amendment#1 to Contract#06-3972 "CREDIT CARD&ACH PROCESSING" Note:Language deleted has been struek4breugh. New language has been underlined. [***] Change#1:"DEFINITIONS"section has been amended to read as follows: Credit Card: A U.S. or internationally issued American Express, Discover, MasterCard, or Visa. Settlement Account: A bank account at a federally insured banking institution designated by GSI the Client into which credit card payments shall be initially deposited and that result from CSI's processing of payment for the Client. [***i Change#2: "SERVICES"has been amended to read as follows: CREDIT CARDS CSI shall license and make available to the Client its processing Software and Hosting Services (the "Service or Services") for processing of monetary payments to the Client via credit cards (American Express, Discover, MasterCard, and Visa). All Software provided in the fulfillment of this Agreement shall be the proprietary property of CSI. CSI is an independent contractor for all purposes hereof. This Agreement does not convey an agency status to CSI. Credit card transactions shall be deposited and credited to the Client's Settlement Account. CSI is expressly permitted to move funds from the Settlement Account to the DDA(s)of the Client. The transfer of funds for all credit card transcations will occur on or before the t.hird second banking/business day subsequent to the transaction date. The transcation date shall be determined on a midnight to midnight basis. All credit card funds deposited or transferred into the Settlement Account, will remain the property of the Client. [**1 eChecks(ACH) CSI shall license and make available to the Client its processing Software Hosting Services(the "Service or"Services")for the processing of monetary payments to the Client via ACH(Savings and/or Checking Accounts). All Software provided in the fulfillment of this Agreement shall be the proprietary property of CSI. CSI is an independent contractor for all purposes hereof. This Agreement does not convey and agency status to CSI. ACH transactions shall be deposited and credited directly to the Client's DDA (echeck funds from a Payer's account will never enter a CSI account). CSI is expressly permitted to move funds from the Payer's specified Account to the DDA(S) of the Client. On the next banking day following a transaction (based upon a midnight to midnight day). CSI will create and process Fed Files which provide the instructions 2 G.Packet Page-359- 2/11/2014 16.C.1. to transfer funds from Payer accounts to the Client DDA account. The actual transfer of funds will occur on or-before the sesead-same business day subsequent to the transaction date. Change#3: "TERMS"section has been amended to read as follows: (**1 4. Certain electronic devices,such as the credit card swipe machine,the eCheck scanner,and the payment receipt printer shall may be purchased separately by the Client and are not part of the set-up fee charged by CSI. CSI willprovide integration with each of the CSI-approved devices.• -- - - _ - -- . • 10. Prices shall remain firm for the initial and subsequent renewal terms of this contract. . .. . . r.... • -__.. -. ....... 11. The contract shall be for a one (1) year period, commencing on the date Client's governing Board approves the award of Amendment No. 1 to the Agreement with three(3)one (1)year renewal options. The Client chRll give CSI written notice of the Client's intention to extend the Agreement term not less than thirty(30)days prior to the end of the Agreement term then in effect. CSI shall not assign this Agreement or any part thereof, without the prior consent in writing of the Client.Any attempt to assign or otherwise transfer this Agreement or any part herein,without the Client's consent,shall be void. If CSI does,with approval,assign this Agreement or any part thereof, it shall require that its assignee be bound to it and to assume toward CSI all of the obligations and responsibilities that CSI has assumed toward the Client. This Agreement represents the entire understanding between the Client and CSI. Any changes must be in writing and executed by persons authorized to bind the Parties. 3 Packet Page-360- 2/11/2014 16.C.1. Change#4:The following Paragraphs have been added to the Agreement: 24. The nonperformance of any obligation of CSI will not be deemed a default unless CSI fails to cure the default within thirty (30) days after written notice to CSI of such nonperformance. If CSI fails to cure such default, ceases conducting business in the normal course, becomes insolvent makes a general assignment for the benefit of creditors. suffers or permits the appointment of a receiver for its business or assets, or avails itself of or becomes subject to any proceeding under the Federal Bankruptcy Act (other than a proceeding under Chapter 11 thereof)or any other statute of any state relating to insolvency or the protection of the rights of creditors, then the Client may elect any one or more of the following options: (i) terminate the Agreement: (ii) suspend any payments due under the Agreement; (iii)pursue any remedy available to it at law or equity. in addition to any specific rights or remedies set forth in the Agreement 25. CSI's primary processing facility is located in Birmingham. Alabama. For the duration of the Agreement. CSI shall have a backup processing facility in place to perform all required processing of the Client's customer credit card payments in the event that CSI's systems at the primary facility are inoperable due to an act of God, other events that are beyond the reasonable control of CSI, or for maintenance of the systems at the primaryprocessing facility. If the systems at CSI's primary facility are unable to process the Client's customer credit card payments, CSI shall have one(1)hour from the time the systems become inoperable to have the backup processing facility operational and processing the Client's customer credit card payments. The system capabilities at the backup processing facility shall have the same system capabilities as the primary pmcess facility. Any and all costs incurred as a result of using the backup processing facility to process the credit card payments shall be the responsibility of CSI. The Counts/ shall not be responsible for any additional costs beyond the cost for processing credit card payments as defined in the Agreement 26. CSI is currently certified to be in compliance with the Payment Card Industry Data Security Standard (PCI DSS) Version 3.0, or the current then version. for Hosting Providers. by a qualified security assessor (OSA) and approved scanning vendor (ASV), as applicable. Any changes in CSI's certification require prompt written notification to Client CSI agrees, at no additional cost to the Client, to continue to meet all then PCI DSS requirements and to validate that compliance at least annually and in accordance with the credit card industry rules, which include but are not limited to the PCI Security Standards Council's PCI Data Security Standard. CSI shall also provide written evidence of this compliance to the Client annually or as requested by the Client 27. Payment by Client to CSI will be made upon receipt of a proper invoice and in compliance with Section 218.70,Fla. Stets., otherwise known as the"Local Government Prompt Payment Act". 28. For the duration of the Agreement, CSI shall be licensed to do business in the State of Florida. 29. Appendix A.1 of the Agreement is amended and replaced in its entirety as attached hereto Exhibit"A". 4 Packet Page-361- 2/11/2014 16.C.1 . Change #5: "Appendix A.1" has been superseded and replaced in its entirety by the attached Exhibit"A" EXHIBIT"A" Appendix A.1 1. CIS SYSTEM UTILIZED: inHANCE 2. WEB MODULE UTILIZED: iWebMS 3. IVR SYSTEM UTILIZED: Harris 4. POS SYSTEM UTILIZED: inHANCE 5. PAYMENT TYPE: utility 6. FEES: Set up fees $0.00 Recurring fees $0.00 Accepting Credit Cards YES Transactional Fees 2.35% Fees to be paid by CLIENT Accepting eChecks YES Transactional Fees $0.80 Fees to be paid by CLIENT Re-presentment count N/A Miscellaneous Fees Charge-backs(credit cards) $20.00 Paid by Client Credits $ 1.75 Paid by Client Non-NSF Check Returns $ 1.75 Paid by Client NSF Check Returns $20.00 Paid by Client Minimum payment for a transaction is$1.00. 5 Packet Page-362- cA 2/11/2014 16.C.1 . EXHIBIT A-1 Contract Amendment No. 1 06-3972 "Utility Billing Interactive Voice Response" This amendment, dated 4uly 26 , 2011 to the referenced agreement shall be by and between the parties to the original agreement, Tele-Works, Inc., (to be referred to as "Tele- Works") and Collier County,Florida, (to be referred to as"County"). RE: Contract 4 06-3972 "Utility Billing Interactive Voice Response" In order to continue the services provided for in the original Contract document referenced above, Tele-Works agrees to amend the above referenced Contract to provide iCALL IVR software and Hosting services as described in Exhibit Al-A "Supplemental Terms and Conditions", Exhibit M- B, "iCALL 1W Software Functions". Exhibit Al-C "Implementation Services", Exhibit Al-D "Data Security"and Exhibit A l-E "Fees", attached herein and incorporated by reference. All other terms and conditions of the agreement shall remain in force. IN WITNESS WHEREOF, Tele-Works and County have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date(s)indicated below. Firm A 1"1'F;ST: 11. Carp rate Secretary Witness Tele- I rks, . By: A t ( 00tU. By: -.Jc)It. SctkoiC Dated: bl,.g• k\ Title: ?2NS k t30.....57 Dated: Cia-g12411 ,,.'J"I ES'I OWNER. _. / 4 BOARD OF COUNTY COIti°1MISSIONER', 1 wight E. Brock,,*le /� COLLIER COUNTY, FLORIDA - 1 By: Fred W. Coyle. Chairman , Approved as to form and Le sufficie S ott Teach Deputy County Attorney Page 1 of 10 Packet Page-363- 2/11/2014 16.C.1 . Exhibit Al-A Supplemental Terms and Conditions 1. Definitions iCALL IVR. "iCALL IVR" is defined as the computer code and programs, including related data files, rules, parameters, and documents licensed to County. iCALL IVR shall perform the functions defined in Exhibit Al-B. a) Hosting Environment. "Hosting Environment" is defined as the hardware, software, and Internet connections on which the iCALL IVR software will be operated and accessible to County and County's customers via the Internet. b) Customer. "Customer" is defined as any customer of County. c) Hosting Services. "Hosting Services" is defined as the services required to enable Customers to access and operate the iCALL IVR software in the Hosting Environment. d) Implementation Services. "Implementation•Services" are the services defined in Exhibit Al-C. Tele-Works shall provide the Implementation Services to County. e) Hosted System. "Hosted System" is defined as the Hosted Services, Hosting Environment, iCALL IVR, and Implementation Services. Inhance. "Inhance" is the utility billing system that County utilizes to bill customers. The iCALL IVR system will interact with the Inhance system to obtain customer account information. 3. Tele-Works Responsibilities: Tele-Works will provide the iCALL IVR license, products and services as defined in this amendment directly to County. Tele-Works shall be responsible for the performance of all products and services, subject to the functions of the iUS Application Programming Interface (API) and the performance of the County network, on which the API will reside. 3. iCALL IVR License: Tele-Works will provide the County with unlimited license access to a hosted version of iCALL IVR and Tele-Works grants to County and County hereby accepts a non-exclusive, non-transferable license to use the iCALL IVR Software in the Hosted Environment during the License Term. 4. iCALL IVR License Term: The license granted herein shall commence upon execution of this Agreement and shall remain in effect until County ceases using the iCALL IVR Software or termination. If the iCALL IVR software module is terminated by the County, Tele-Works agrees to submit all invoices to the project manager within thirty (30) days of receipt of the notice to terminate. 5. Ownership: The parties acknowledge that Tele-Works is the sole owner of the iCALL IVR software and has the right to license the iCALL IVR software to County. County does not acquire any rights, title or ownership interests express or implied, in the iCALL IVR Software other than the licenses granted herein. Page 2 of 10 Packet Page-364- 2/11/2014 16.C.1 . 6. Project Schedule: Within fourteen (14) days after execution of this Amendment, both parties will develop a mutually agreed upon project schedule ("Project Schedule") for the implementation of the Hosted System. Any modification to the project schedule shall be mutually agreed upon in writing by Tele-Works and the County project manager or his designee. 7. Modifications to Amendment: This Amendment contains the entire understanding between the parties regarding iCALL IVR software and Hosting services, and any modifications to this Amendment shall be mutually agreed upon in writing by Tele-Works and the County project manager or his designee, in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such services are authorized. 8. Implementation Services Specifications: Tele-Works shall provide County with a detailed description of the services to be performed and written specifications for the services ("Implementation Services Specifications") defined in Exhibit Al-C. Tele-Works shall not perform the Implementation Services until County has approved the Implementation Services Specifications in writing. 9. Hosted System Acceptance Testing: Tele-Works shall provide services defined in Exhibit Al-B "iCALL IVR Software Functions" and Exhibit Al-C "Implementation Services Specifications" and make the Hosted System functional and available for County's intended use. Tele-Works shall notify the County in writing when the Hosted System is ready for acceptance testing. Within forty five (45) days from receiving written notification from Tele-Works, County shall test the Hosted System to verify that it performs the functions as defined in this Amendment. By the end of the forty five day testing period, County will either (i) notify Tele-Works in writing that the Hosted System is accepted "Acceptance"); or (ii)notify Tele-Works in writing that the Hosted System is not accepted. 9.1 If County notifies Tele-Works in writing or verbally that the Hosted System is not accepted, County will provide a list of the errors. After notification of non-acceptance. Tele-Works shall have fourteen (14) days to cure the Hosted System errors to satisfy the acceptance testing. The revised Hosted System shall be retested in the same manner as described above in this section 9.0. 10. Invoicing: Hosted Annual Subscription, One-time Set-up, and Annual Maintenance Fees shall be invoiced upon Acceptance. Subsequent year Hosted Annual Subscription and Annual Maintenance Fees shall be invoiced annually in advance, subject to an annual increase not to exceed 3%. 11. Payments: Payments will be made upon receipt of a proper invoice, upon approval by the County Contract Manager or his designee, and in compliance with Section 218.70, Florida. Statutes, otherwise known as the"Local Government Prompt Payment Act." 12. Access to the Hosted System: Tele-Works shall provide secure unlimited access to the Hosted System for Customers. Such unlimited access shall be provided 24 hours per day, 7 days per week, subject to scheduled and unscheduled periods of non-availability as described in Section 12.a and 12.b below. Page 3 of 10 Packet Page-365- 2/11/2014 16.C.1. a) Hosted System Availability: The Hosted System shall be available to Customers 24 hours per day, 7 days per week, subject to scheduled and unscheduled periods of non-availability as described in this section and section 12.b below. Tele-Works shall not be responsible for downtime due to County's telephone system or network infrastructure, or an Internet failure outside the control of Tele-Works. If the iCALL IVR software is not able to access the County Inhance system, Customers will not be able to access their account information or make payments using the Hosted System. b) Scheduled Downtime: Scheduled downtime shall not exceed three (3) hours in a calendar month without the prior written consent of the County. Scheduled downtime notices will be communicated to County's system administrator at least twenty four (24) hours in advance. Tele-Works shall make its best efforts to schedule downtime for off-hours and weekends. c) Hosted System Uptime: Uptime is defined as the percentage of total time that the Hosted System is either available or in scheduled downtime. The I losted System shall be deemed available if inaccessibility is due to County's telephone system or network infrastructure, or an internet failure outside the control of Tele- Works. Uptime is calculated as the sum of the available time plus scheduled downtime divided by the total time, then expressed as a percentage. Uptime is measured and calculated on a monthly basis. Tele-Works guarantees that the uptime of the Hosted System shall be at least 99.0%, on a monthly basis (the "Guaranteed Uptime."). I3. Support Services: In the event of a reported failure of the Hosted System, whether by County staff or reported by customers to County staff, designated County representatives will contact Tele-Works Support Services Call Center via telephone, (540)-953-2631. Tele- Works Call Center personnel can be reached 24/7/365 by calling the Call Center number and selecting Option 3. Outside of Tele-Works business hours of 8:00 a.m. to 7:00 p.m. Eastern Standard Time, selecting option 3 will page Call Center personnel immediately. 14. PCI Compliance: Tele-Works warrants that the Hosted System shall be filly compliant with all PCI required processing and standards and per Exhibit Al-D. Once per quarter, Tele-Works will have the Hosted System scanned for non-compliance with the PCI standards. The resultant report will document potential issues and include information on how to correct any non-compliance. 15. ADA Compliance: Tele-Works warrants that the Hosted System shall be in full compliance with all current ADA guidelines and requirements, including section 508 standards. If., at any time during the term of this Amendment, Tele-Works is made aware that the Hosted System does not conform to the current ADA guidelines and requirements, Tele-Works shall immediately correct such non-conformances at no additional charge to County. 16. Confidentiality: Tele-Works acknowledges that all material and information supplied by County or Customer which has or will come into the possession or knowledge of Tele- Works in connection with Tele-Works' performance is to be considered County, or Customer's confidential and proprietary information, disclosure of which information to or Page 4 of 10 Packet Page-366- 2/11/2014 16.C.1 . use by third parties will be damaging or which disclosure may be prohibited by law. Tele- Works agrees to hold such material and information in strictest confidence, not to make use of it other than for performance as defined in this Amendment, to release it only to Tele- Works employees requiring such information, and not to release or disclose it to any other party or otherwise violate applicable law with respect to any disclosure of information. Confidentiality of information contained in this agreement is subject to the requirements of the Florida Public Records Act, Chapter 119, Fla. Stat., and the Florida Sunshine Law, Chapter 286, Fla. Stat. 17. Warranty: Tele-Works represents and warrants that it will provide the Hosted System in a manner consistent with general industry standards reasonably applicable to the provision thereof, and that the Hosted System shall perform substantially in accordance with the iCALL IVR. specifications and other applicable documentation. OTHER THAN AS EXPRESSLY SET FORTH HEREIN, TELE-WORKS MAKES NO WARRANTIES, WHETHER WRITTEN OR ORAL, EXPRESS OR IMPLIED, WITH RESPECT TO THE SOFTWARE. DOCUMENTATION, EQUIPMENT, OR SERVICES PROVIDED HEREUNDER, OR ANY MODIFICATION, REVISIONS, OR DERIVATIVE WORKS OF THE SOFTWARE OR DOCUMENTATION. 18. Limitation on Liability: The limitations of liability in the original Agreement shall apply to this amendment. Additionally,there shall be no limit to Tele-Works' liability with regard to Tele-Works' breach of confidentiality of County's data or Customer's data. 19. Execution of Data Security Document: Tele-Works agrees that Tele-Works, and all subcontractors of Tele-Works that will be providing services to the County, shall be required to execute the Data Security document attached to this amendment as Exhibit AI-D. Tele- Works and their subcontractors may not begin providing services to the County under the terms of this amendment until the Data Security document has been executed and delivered to the County. Page 5 of 10 Packet Page-367- 2/11/2014 16.C.1 . Exhibit Al-B iCALL IVR Software Functions The Hosted inHANCE iCALL IVR software must perform the following functions: 1. The iCALL IVR application will integrate with the County's inHANCE Utility Systems (iUS) database via an iUS Web Services Application Program Interface (API) written for iCALL IVR, which will be obtained by the County. The API must be installed on a Web server within the County's data center and connected to the County's Database. The Web services API must be accessible to Tele-Works hosted platform through the Internet. Harris inHANCE is responsible for the County's iCALL IVR API installation and maintenance. 2. iCALL IVR will allow County customers to obtain general utility account status and balance information and, optionally, to make payments on their accounts. Users log in by providing their utility account number with optional validation using the street number of the billing address. iCALL IVR customers can be transferred to the County's customer service number by explicit request or if it becomes evident that the user is having difficulty with the iCALL IVR. The County's phone system will handle any after-hours conditions (no other types of call transfers are provided by iCALL IVR). The iCALL IVR application will be available in English or Spanish. 3. iCALL IVR allows users to make a payment on their account by credit card through a PCI compliant**, third party credit card payment vendor and for users to receive a credit card payment vendor generated confirmation number. The County will be provided with a log, of all payments accessible through a Web-based administration tool. The County will be responsible for obtaining and maintaining a Tele-Works approved Internet payment gateway to facilitate real-time authorizations for credit cards and to facilitate the processing of check payments (current approved gateways are CSI, Authorize.NET, or PayFlow PRO). 4. Provide professionally recorded voice prompts with text-to-speech capability for dynamic information. 5. Perform the required interface to the County's third party credit card processing vendor to process customer credit card payments. **Applications from a third party that will be used to store, process or transmit sensitive cardholder data must be Payment Application Best Practices (PAI3P) certified. This certification ensures that the application is compatible with PCI requirements. Information about PABP validation is available from Visa at: (httn://usa.visa.com/merchantslrisk management/cisp payment applications.html). NOTE: The existing Tele-Works IVR functionality will. with the implementation of iCALL. be limited to the retention of the Outbound Calling function. Page 6 of 10 Packet Page-368- 2/11/2014 16.C.1 . Exhibit Al-C implementation Services Implementation Services must include, but not be limited to, the following: 1. Hosted System—Services to make fully operational. Page 7 of 10 Packet Page-369- 2/11/2014 16.0.1 . Exhibit Al-D Data Security ACKNOWLEDGMENT OF ACCESS TO INFORMATION CHARACTERIZED AS COVERED DATA Tele-Works and their subcontractor acknowledges that its contract with County may allow Tele- Works or their subcontractor access to confidential County information including, but not limited to, personal information, financial information notwithstanding the manner in which or from whom it is received by Tele-Works or their Subcontractor("Covered Data") which is subject to state laws that restrict the use and disclosure of such information. Tele-Works and their subcontractor further acknowledges the applicability to this Agreement of Federal privacy laws such as the Gramm- Leach-Bliley Act (Title 15, United States Code, Sections 6801(b) and 6805(b)(2)) applicable to financial transactions and the Family Educational Rights and Privacy Act(Title20). Tele-Works and their subcontractor shall maintain the privacy of, and shall not release, Covered Data without full compliance with all applicable state and federal laws, County policies, and the provisions of this Agreement. Tele-Works and their subcontractor agrees that it will include all of the terms and conditions contained in this attachment in all subcontractor or agency contracts providing services under this Agreement. PROHIBITION ON UNAUTHORIZED USE OR DISCLOSURE OF COVERED DATA AND INFORMATION Tele-Works and their subcontractor agree to hold Covered Data received from or created on behalf of County in strictest confidence. Tele-Works or their subcontractor shall not use or disclose Covered Data except as permitted or required by the Agreement or as otherwise authorized in writing by County. If required by a court of competent jurisdiction or an administrative body to disclose Covered Data, Tele-Works will notify County in writing prior to any such disclosure in order to give County an opportunity to oppose any such disclosure. Any work using, or transmission or storage of, Covered Data outside the United States is subject to prior written authorization by the County. SAFEGUARD STANDARD Tele-Works and their Subcontractor agrees that it will protect the Covered Data according to commercially acceptable standards and no less rigorously than it protects its own confidential information but in no case less than reasonable care. Tele-Works shall develop, implement, maintain and use appropriate administrative, technical and physical security measures. which may include but not be limited to encryption techniques, to preserve the confidentiality, integrity and availability of all such Covered Data. RETURN OR DESTRUCTION OF COVERED DATA AND INFORMATION Upon termination, cancellation, expiration or other conclusion of the Agreement. Tele-Works shall return the Covered Data to County Utility Billing Department unless County requests that such data be destroyed. This provision shall also apply to all Covered Data that is in the possession of subcontractor or agents of Tele-Works. Tele-Works shall complete such return or destruction not less than thirty(30) days after the conclusion of this Agreement. Within such thirty(30) day period, 'I'ele-Works shall certify' in writing to County that such return or destruction has been completed. Page 8of10 Packet Page-370- 2/11/2014 16.C.1. REPORTING OF UNAUTHORIZED DISCLOSURES OR MISUSE OF COVERED DATA AND INFORMATION Tele-Works shall report, either orally or in writing. to County any use or disclosure of Covered Data not authorized by this Agreement or in writing by County, including any reasonable belief that an unauthorized individual has accessed Covered Data. Tele-Works shall make the report to County immediately upon discovery of the unauthorized disclosure, but in no event more than two (2) business days after Tele-Works reasonably believes there has been such unauthorized use or disclosure. Tele-Works's report shall identify: (i) the nature of the unauthorized use or disclosure. (ii) the County Covered Data used or disclosed, (iii)who made the unauthorized use or received the unauthorized disclosure, (iv) what Tele-Works has done or shall do to mitigate any deleterious effect of the unauthorized use or disclosure. and (v) what corrective action Tele-Works has taken or shall take to prevent future similar unauthorized use or disclosure. Tele-Works shall provide such other information,including a written report, as reasonably requested by County. EXAMINATION OF RECORDS County shall have access to and the right to examine any pertinent books, documents, papers, and records of Tele-Works or their subcontractor involving transactions and work related to this Agreement until the expiration of five (5) years after final payment hereunder. Tele-Works or their subcontractor shall retain project records for a period of five (5) years from the date of final payment. PAYMENT CARD INDUSTRY DATA SECURITY STANDARDS (PCI DSS)AND PABP COMPLIANCE This article applies to Tele-Works with access to County credit cardholder data or sensitive authentication data as defined by the Payment Card Industry Data Security Standard (PCI DSS). Tele-Works is currently certified to be in compliance with the Payment Card Industry Data Security Standard (PCI DSS) Version 1.2, including Appendix A for Hosting Providers, by a qualified security assessor(QSA) and approved scanning vendor (ASV), as applicable. Any changes in Tele- Works's certification require prompt written notification to County. Tele-Works agrees to continue to meet all PCI DSS requirements and to validate that compliance annually according to the credit card industry rules, which include but are not limited to the PCI Security Standards Council's PCI Data Security Standard. Tele-Works will also provide written evidence of this compliance to County annually. ASSISTANCE IN LITIGATION OR ADMINISTRATIVE PROCEEDINGS Tele-Works shall make itself, and any employees, subcontractor, or agents assisting Tele-Works in the performance of its obligations under the Agreement, available to County at no cost to County to testify as witnesses, or otherwise, in the event of litigation or administrative proceedings against County, its directors, officers, agents or employees based upon claimed violation of laws relating to security and privacy and arising out of this agreement. NO THIRD-PARTY RIGHTS Nothing in this Agreement is intended to make any person or entity who is not signatory to the Agreement a third-party beneficiary of any right created by this Agreement or by operation of law. Page 9 of 10 Packet Page-371- i 2/11/2014 16.C.1 . Exhibit Al-E Fees iCALL IVR Hosted Annual Subscription $36,000.00 * Subject to 3%annual increase in accordance with Section 10 iCAT.L IVR One-time Set-up fee $5,000.00 Harris inHANCE API One-time $4375.00 Harris inHANCE API Annual Maintenance Fee $600.00 Ongoing Tele-Works IVR Annual Maintenance Fee for Outbound $11,161.00 Calling (6 port system) Page 10 of 10 Packet Page-372-