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CC SR 20231003 C - Palos Verdes Parking Authority CITY COUNCIL MEETING DATE: 10/03/2023 AGENDA REPORT AGENDA HEADING: Consent Calendar AGENDA TITLE: Consideration and possible action to approve the amended and restated agreement between Turbo Data Systems, Inc. and the cities of Rolling Hills Estates, Rolling Hills, and Rancho Palos Verdes for processing parking citations. RECOMMENDED COUNCIL ACTION: (1) Approve the amended and restated agreement between Turbo Data Systems, Inc. and the cities of Rolling Hills Estates, Rolling Hills, and Rancho Palos Verdes for processing of parking citations and identifying the three cities as the Palos Verdes Parking Authority; and (2) Authorize the Mayor to execute the amended and restated agreement in a form acceptable to the City Attorney. FISCAL IMPACT: None Amount Budgeted: N/A Additional Appropriation: N/A Account Number(s): N/A ORIGINATED BY: Karina Bañales, Deputy City Manager REVIEWED BY: Same as Above APPROVED BY: Ara Mihranian, AICP, City Manager ATTACHED SUPPORTING DOCUMENTS: A. TDS Amended and Restated Agreement (page A-1) B. TDS Amended and Restated Agreement (redline version) (page B-1) C. 2021 TDS Professional Services Agreement (page C-1) D. December 21, 2021 staff report BACKGROUND AND DISCUSSION: For nearly 30 years, the City of Rolling Hills Estates was the lead agency administering the Peninsula cities’ contract with Turbo Data Systems, Inc. (TDS), a third-party Parking Citation Administrator (Attachment C). This service is contracted due to the cities not having the personnel or expertise in-house to take on processing parking citations. 1 On December 21, 2021, the lead agency role was transferred to the City of Rancho Palos Verdes because nearly all the parking citations issued and appealed were in the City of Rancho Palos Verdes. In addition, because the agreement between the City of Rolling Hills Estates and TDS was outdated and did not align with the current contract language and approval by TDS and all three cities, a new contract was drafted and approved by the City Council on December 21, 2021 and effective on January 1, 2022 for a term of five years. As the transition was finalized, the California Department of Motor Vehicles (DMV) identified an error in which the three cities were processing parking citations. A s written, the contract with Turbo Data calls out the three cities as individual entities, raising concerns with the DMV. The DMV has shared that one city (for confidential purposes) cannot access records, issue fines, or collect fees for other cities. To allow Rancho Palos Verdes and Turbo Data to access this information, the DMV requests that the three agencies be identified under one name to ensure the appropriate processing of parking citations and maintain confidentiality. This evening, Staff seeks City Council approval to amend and restate the agreement between the City of Rancho Palos Verdes, Rolling Hills Estates, and Rollings Hills, identifying the three cities as the Palos Verdes Parking Authority . Attached, is a clean version (Attachment A) and redline version (Attachment B) identifying the changes between the December 21, 2021 contract and the current amended and restated contract. CONCLUSION: Approve the amended and restated agreement between Turbo Data Systems, Inc. and the cities of Rolling Hills Estates, Rolling Hills, and Rancho Palos Verdes for processing parking citations and identifying the three cities as the Palos Verdes Parking Authority (Attachment A). ALTERNATIVES: In addition to the Staff recommendation, the following alternative actions are available for the City Council’s consideration: 1. Do not approve amended and restated agreement with Turbo Data Systems, Inc. and direct Staff to request proposals. 2. Take other action as deemed appropriate. 2 AMENDED & RESTATED AGREEMENT BY AND BETWEEN TURBO DATA SYSTEMS, INC., AND THE PALOS VERDES PARKING AUTHORITY TO PROVIDE FOR PROCESSING OF PARKING CITATIONS FOR THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES This Professional Services Agreement For Processing of Parking Citations (the “Agreement”) is entered into by and between Turbo Data Systems, Inc. (TDS), a California Corporation, and the Palos Verdes Parking Authority, and joint agreement by and between the City of Rolling Hills Estates, a general law city and municipal corporation, the City of Rancho Palos Verdes, a general law city and municipal corporation, and the City of Rolling Hills, a general law city and municipal corporation (hereinafter individually referred to as “City” and collectively referred to as the “Cities” or as "Authority"). TDS and Authority are also referred to individually as a “Party” and collectively as the “Parties.” RECITALS A. TDS desires to perform and assume responsibility for the provision of professional processing of parking citation consultant services required by the Cities through the Authority, with the City of Rancho Palos Verdes acting as the agent for both Cities and the Authority; B. TDS represents that it is experienced in providing professional processing of parking citation consultant services to public entities, is licensed in the State of California, and is familiar with the plans of the Cities; and C. TDS and Authority desire to enter into this Agreement, as amended and restated, whereby TDS will process parking citations for Authority pursuant to the terms and conditions set forth herein. NOW, THEREFORE, the Parties hereto agree as follows: 1. LEAD CITY FOR AUTHORITY. Rancho Palos Verdes will act as the lead city for the Authority for purposes of this Agreement and shall serve as the liaison between the Cities and TDS. Rancho Palos Verdes will receive all reports, information, and revenue, which are required to be provided by TDS pursuant to this Agreement, on behalf of all the Cities. Rancho Palos Verdes shall supply copies of all reports or data provided by TDS to Rolling Hills Estates and Rolling Hills within 30 calendar days of receipt of same from TDS. Rancho Palos Verdes also shall provide to Rolling Hills Estates and Rolling Hills a monthly report, indicating the share of each city’s prior month’s revenues, and distribute each city’s allocated amount with such monthly report. 2. CONTRACT OFFICER. The Deputy City Manager, or such person as may be designated by the Rancho Palos Verdes City Manager, is hereby designated as being the representative of the Authority authorized to act in its behalf with respect to the work and services specified herein and to make all decisions in connection therewith and in all dealings with the California Department of Motor Vehicles in connection with the Agreement (“Authority Officer”). A-1 2 3. PURPOSE. The purpose of this Agreement is for TDS to process parking citations for Authority in a timely manner. 4. SCOPE OF SERVICES. When and as directed by Authority in writing, TDS shall perform the services identified in Exhibit A (Scope of Services), which is attached hereto and incorporated herein by reference. 5. PROHIBITION AGAINST SUBCONTRACTING AND ASSIGNMENT. TDS shall not contract with any entity to perform in whole or in part the work or services required hereunder without the express written approval of each of the Cities. Neither this Agreement nor any interest herein may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of each of the Cities. Any such prohibited subcontract, assignment, or transfer shall be void. 6. TERM. This agreement is effective for a period of five (5) calendar years, commencing January 1, 2022. 7. CONSIDERATION. In consideration for services performed by TDS as provided in this Agreement, Authority shall pay TDS pursuant to the terms set forth in Exhibit "B" (Consideration), which is attached hereto and incorporated herein by this reference. 8. PAYMENT OF FEES. Charges determined on the basis set forth in Exhibit "B" shall be billed on a monthly basis in arrears, and payment for undisputed amounts shall be made within fifteen (15) days after receipt of such invoice. 9. ACCOUNTING RECORDS. Records of the citations processed by TDS shall be available for examination by the Authority or its Authority Officer within one week following a request by the Authority to examine such records. 10. TIME OF PERFORMANCE. Time is of the essence, and TDS shall perform the services required by this Agreement in an expeditious and timely manner so as not to unreasonably delay the purpose of this Agreement as set forth in Sections 1 and 3. 11. INDEPENDENT CONTRACTOR. At all times during the term of this agreement, TDS shall be an independent contractor and shall not be an employee of the Authority of any of its member Cities. The Authority shall have the right to control TDS only insofar as the results of TDS's services rendered pursuant to this Agreement; however, Authority shall not have the right to control the means by which TDS accomplishes the services rendered pursuant to this Agreement. 12. FACILITIES AND EQUIPMENT. TDS shall, at its own cost and expense, provide all facilities and equipment that may be required for performance of the services required by this Agreement. 13. INDEMNIFICATION BY TDS. A. TDS agrees to defend, indemnify, hold free, and harmless the City of Rancho Palos Verdes, its elected officials, officers, agents, and employees, at TDS’s sole expense, from and against any and all claims, actions, suits, or legal proceedings brought against the City of Rancho Palos Verdes, its elected officials, officers, agents, and employees arising out of the performance A-2 3 of TDS, its employees, and agents of the work undertaken pursuant to this Agreement or its failure to comply with any of its obligations contained in this Agreement, regardless of the City of Rancho Palos Verdes’ passive negligence, but excepting such loss or damage w hich is caused by the sole active negligence or willful misconduct of the City of Rancho Palos Verdes. B. TDS agrees to defend, indemnify, hold free, and harmless the City of Rolling Hills Estates, its elected officials, officers, agents, and employees, at TDS’s sole expense, from and against any and all claims, actions, suits, or legal proceedings brought against the City of Rolling Hills Estates, its elected officials, officers, agents, and employees arising out of the performance of TDS, its employees, and agents of the work undertaken pursuant to this Agreement or its failure to comply with any of its obligations contained in this Agreement, regardless of the City of Rolling Hills Estates’ passive negligence, but excepting such loss or damage which is caused by the sole active negligence or willful misconduct of the City of Rolling Hills Estates. C. TDS agrees to defend, indemnify, hold free, and harmless the City of Rolling Hills, its elected officials, officers, agents, and employees, at TDS’s sole expense, from and against any and all claims, actions, suits, or legal proceedings brought against the City of Rolling Hills, its elected officials, officers, agents, and employees arising out of the performance of TDS, its employees, and agents of the work undertaken pursuant to this Agreement or its failure to comply with any of its obligations contained in this Agreement, regardless of the City of Rolling Hills’ passive negligence, but excepting such loss or damage which is caused by the sole active negligence or willful misconduct of the City of Rolling Hills. 14. INDEMNIFICATION BY AUTHORITY. TDS shall use due care in processing work of the Authority. Any errors shall be corrected by TDS at no additional charge to the Authority. TDS shall be entitled to reimbursement from the Authority for any expenses incurred by TDS for the correction of any erroneous information provided by the Authority TDS shall not be responsible for Authority's losses and expenses resulting from erroneous source materials provided by the Authority . Neither party shall be liable to the other for any indirect or consequential losses or damages resulting from any errors within the scope of this Section. 15. FAIR EMPLOYMENT PRACTICES/EQUAL OPPORTUNITY ACTS. In the performance of this Agreement, TDS shall comply with all applicable provisions of the California Fair Employment Practices Act (California Labor Code Sections (410 et seq.) and the applicable equal employment provisions of the Civil Rights Act of 1964 (42 U.S.C. 200e 217), whichever is more restrictive. 16. AUTHORITY. Except as Authority may specify in writing, TDS shall have no authority, expressed or implied, to act on behalf of the Authority or any of the individual Cities in any capacity whatsoever as an agent. TDS shall have no authority, expressed or implied, pursuant to this Agreement to bind Authority to any obligation whatsoever. 17. CHANGES IN LAW. TDS shall notify Authority in writing of any changes in the processing of parking violations as a result of changes in the law or DMV regulations affecting such violations. Upon such notice, Authority shall determine whether to implement the recommended changes proposed by TDS or to terminate the Agreement as of the effective date of the change in law or regulations. A-3 4 18. OWNERSHIP OF SOFTWARE. Authority acknowledges that the software and software programs used by Authority or used for Authority's benefit which were developed by TDS are the sole property of TDS and the Authority obtains no right or interest in the software by virtue of this Agreement. 19. OWNERSHIP OF DOCUMENTS. All electronic and handwritten citations; electronic and handwritten reports; electronic storage media; and other documents, including copies and reproductions assembled or prepared by TDS or TDS’ agents, officers, or employees in connection with this Agreement, shall be the property of Authority and shall be delivered to the Authority upon either the completion or termination of this Agreement. 20. FORCE MAJEURE. The Parties shall not be responsible for delays or failure in performance resulting from acts beyond the control of Parties. Such acts shall include, but are not limited to, Acts of God, strikes, riots, acts of war, epidemics, fire, communication line failure, earthquakes, or other disasters. 21. TERMINATION. This Agreement may be terminated by either Party upon sixty (60) days written notice. At such time, TDS agrees to provide Authority, in computer readable form, a copy of all data files used for purposes of carrying out the obligations under this Agreement. 22. NOTICE. Whenever it shall be necessary for either Party to serve notice on the other respecting this Agreement, such notice shall be served by certified mail addressed to: TDS: Turbo Data Systems, Inc. 1551 N Tustin Avenue Suite 950 Santa Ana CA 92705 Roberta J. Rosen, President Cities: City of Rancho Palos Verdes 30940 Hawthorne Boulevard Rancho Palos Verdes, CA 90275 City of Rolling Hills 2 Portuguese Bend Road Rolling Hills, CA 90274 City of Rolling Hills Estates 4045 Palos Verdes Drive North Rolling Hills Estates, CA 90274 unless and until different addresses may be furnished in writing by either Party to the other. Such notice shall be deemed to have been served within seventy-two (72) hours after the same has been deposited in the United States Post Office by certified mail. This shall be valid and sufficient service of notice for all purposes. 23. EXTENT OF AGREEMENT. This Agreement represents the entire and integrated agreement A-4 5 between Authority and TDS and supersedes any and all prior negotiations, representations, or agreements, either written or oral. This Agreement may be amended only by written instrument signed by all of the Parties. In the event that any provision hereof is deemed to be illegal or unenforceable, such a determination shall not affect the validity or enforceability of the remaining provisions hereof, all of which remain in full force and effect. 24. CALIFORNIA LAW. This Agreement shall be interpreted, construed and governed 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 Los Angeles, State of California. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of Los Angeles, State of California. 25. LITIGATION COSTS. If any legal action or any other proceeding is brought to enforce the terms of this Agreement, or because of an alleged dispute, breach, or misrepresentation in the connection with any of the provisions of this Agreement, the successful or prevailing party or parties shall be entitled to recover their reasonable attorneys' fees and other costs incurred in that action or proceeding, including the costs of appeal in addition to any other relief to which it or they may be entitled. 26. INSURANCE. TDS, at its own cost and expense, shall carry, maintain for the duration of the Agreement, and provide proof thereof that is acceptable to Authority the insurance specified in this Agreement under forms of insurance satisfactory in all respects to Authority. TDS shall procure and maintain insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by TDS, its agents, representatives, employees, or subcontractors. Minimum Scope of Insurance Coverage shall be at least as broad as: Insurance Services Office form number GL 0002 (Ed.1 /73) covering Comprehensive General Liability and Insurance Services Office form number GL 0404 covering Broad Form Comprehensive General Liability; or Insurance Services Office Commercial General Liability coverage ("occurrence" form CG 0001). Insurance Services Office form number CA 0001 (Ed.l/78) covering Automobile Liability, code 1 any auto and endorsement Ca 0025. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance TDS shall maintain limits no less than: General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. A-5 6 Automobile Liability: $1,000,000 per accident for bodily injury and property damage. Employer's Liability: $1,000,000 per accident for bodily injury or disease. Deductibles and Self -Insured Retention Any deductibles or self-insured retentions must be declared to and approved by Authority. At the option of Authority, either: the insurer shall reduce or eliminate such deductibles or self- insured retentions with respect to each City and its officers, officials, employees, volunteers, and agents; or TDS shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. Other Insurance Provisions Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to each City and its officers, officials, employees, volunteers and agents. TDS's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. Each general liability insurance and automobile liability insurance policy shall be endorsed with the following specific language: The City of Rancho Palos Verdes, its elected or appointed officers, officials, employees, agents, and volunteers are to be covered as additional insureds with respect to liability arising out of work performed by or on behalf of the TDS, including materials, parts, or equipment furnished in connection with such work or operations. The City of Rolling Hills Estates, its elected or appointed officers, officials, employees, agents, and volunteers are to be covered as additional insureds with respect to liability arising out of work performed by or on behalf of the TDS, including materials, parts, or equipment furnished in connection with such work or operations. The City of Rolling Hills, its elected or appointed officers, officials, employees, agents, and volunteers are to be covered as additional insureds with respect to liability arising out of work performed by or on behalf of the TDS, including materials, parts, or equipment furnished in connection with such work or operations. Verification of Coverage TDS shall furnish certificates of insurance evidencing all the coverage required above, naming the Authority as additional insured. All endorsements are to be received and approved by Authority before work commences. All required information is to be mailed to the address shown in the NOTICE section of the Agreement. 27. COVENANT AGAINST DISCRIMINATION. TDS covenants that, by and for itself, its heirs, executors, assigns and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, A-6 7 creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry, or other protected class in the performance of this Agreement. TDS shall take affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry, or other protected class. 28. NON-LIABILITY OF AUTHORITY OFFICERS AND EMPLOYEES. No officer or employee of each City shall be personally liable to the TDS, or any successor in interest, in the event of any default or breach by any of the Authority or any of Cities or for any amount, which may become due to TDS or to its successor, or for breach of any obligation of the terms of this Agreement. 29. EFFECTIVE DATE OF THIS AGREEMENT. This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constit ute one and the same instrument and shall be effective from and after October 3, 2023. CITY OF RANCHO PALOS VERDES By: Name/Title: Date: CITY OF ROLLING HILLS ESTATES By: Name/Title: Date: CITY OF ROLLING HILLS By: Name/Title: Date: [SIGNATURES CONTINUE ON NEXT PAGE] A-7 8 TURBO DATA SYSTEMS, INC. By: Roberta J. Rosen President By: Elie M. Sleiman Secretary [END OF SIGNATURES] Two corporate officer signatures required a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT’S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT’S BUSINESS ENTITY. A-8 1 EXHIBIT “A” SCOPE OF SERVICES TDS shall perform the following services in processing all parking citations: A. Basic Processing – TDS will enter manual citations and citation dispositions into Authority’s database within 2 business days. The basic service includes database maintenance, daily system backups, toll- free phone number for the public, Interactive Voice Response System (IVRS) with customized recorded information and citation lookup capability, pticket.com web-based Inquiry System for the public with customized content, TDS Agency Service Representatives (8:00 am – 5:00 pm, Monday through Friday, excluding holidays) to speak with the public regarding parking citation issues, ongoing Client support, and documentation and training for use of the TDS- provided online system. B. Handheld Ticket writer Interface - TDS will provide for automated import of electronic citations into Authority’s database within 1 business day. TDS will maintain and update the hot sheet or scofflaw files on a daily basis for Cities to upload into their handheld ticket writers. TDS will work with Authority to implement any changes required for handheld ticket writer equipment. C. System and Document Storage - Citations paid or dismissed will be retained on the computer system for 3 years and then removed. Unpaid citations will be retained on the computer system for 5 years and then removed. Citation documents will be stored for 2 years from date of issue and then returned to Authority or shredded. Payment documents will be stored for 2 years from the date of payment and then returned to Authority or shredded. D. Online Reporting - Provide monthly reports online indicating the status of all citations, such reports to be available for Authority access no later than the thirtieth (30th) day of the following month. E. DMV Interface for Registered Owner Name Retrieval - Attempt to obtain names and addresses of registered owners of cited vehicles for those citations that have not been cleared prior to their notice generation date. F. Notice Processing - Print the required Notice and mail to each registered owner whose name has been retrieved within 10 to 21 days after the citation has been issued. Includes second notices mailed for bounced checks, partial payments, and name or address changes. The notice date shall be extended whenever there is an unusual delay in delivery of information or citations to TDS. All postage, notice forms and envelopes will be provided by TDS. A-9 2 G. DMV Interface for Placing Registration Holds - Transmit a Notice of Delinquency to the California DMV for vehicles with California license plates after a Notice of Violation has been mailed to the registered owner and TDS has not received notification that the citation has been cleared. This Notice of Delinquency will be transmitted to the California DMV within 2 business days after the date specified by the Authority to be the DMV Date. H. DMV Interface for Releasing Registration Holds - Transmit a Notice to the California DMV that a Notice of Delinquency has been cleared within 2 business days after TDS has received notification of clearance. I. DMV Interface for Monthly Payment File – Receive payment file from DMV as available (currently monthly) and update DMV transactions into Authority’s database, providing reporting for reconciliation purposes. J. Delivery Service – Manual citations will be mailed or scanned to TDS by Authority at their own expense. TDS reports will be provided online. TDS will return any required documents via UPS and/or US Mail. K. Collection and Payment Processing - TDS will provide the following collection and payment processing services for Authority: • Provide P. O. Box where payments are mailed • Courier pickup from P. O. Box daily • Open all mail • Verify payment amounts and record on computer system within 2 business days (48 hours) • Respond to reasonable non-judicial public inquiries by phone and mail • Return questionable mail to Authority for decision • Make bank deposits to Authority bank account using check scanning • Verify amounts deposited, by citation number • Provide toll-free number for citizen inquiries • Provide weekly reports for bank statement reconciliation • Provide monthly Paid Citation Distribution Report for Authority to make surcharge payments to the County • Scan checks and deposit parking funds (remote deposits) into Authority’s bank account. Check scanning hardware and software is provided by Authority for its specific banking requirements. • Contractor does not charge for remote deposits; however, the financial institution may charge a fee, which is the responsibility of the Authority. • Cities not set up for bank check scanning will incur additional courier fees. A-10 3 L. Out of State Citations - TDS shall process citations for non-California license plates by entering the citation information into the system database and reporting them along with all other citations on the database with the standard reports. If they become delinquent, requests for registered owner information will be sent to the appropriate out-of-state DMV. The Notice of Intent will be generated to the registered owner and the fine amount requested. TDS will incur all costs for out of state name retrieval, including out-of-state DMV fees and charges. TDS will receive payment from Authority based on the amount of revenues collected from out-of-state citations after the Notice of Intent has been issued. This amount will be billed monthly for the prior months' receipts (as determined from our database and/or reports). Payments collected via credit card will also incur credit card fees. M. IVR and Web Payment Systems - Payment by Credit Card - Through the Interactive Voice Response (IVR) System, and through the pticket.com web site, we accept credit card payments via Visa, MasterCard and Discover. The systems authorize each transaction while the caller is on the phone or online. Authority is given an authorization number or email confirmation to confirm their charge. The IVR system and the pticket.com web payment system both automatically update the citation database with the payment immediately. Credit Card monies are paid to a Turbo Data Systems bank account and are reconciled monthly. Each City receives their own credit card postlog which shows in detail which citations were paid and for what amount, along with the deposit slip from the bank or the ACH deposit email showing that these funds have been deposited into the Authority’s account. Should there be any charge backs to a merchant account, the funds are pulled directly from the Turbo Data master account and the citation will be reactivated, much like a bounced check. The violator will be sent a notice and will then proceed to DMV hold. TDS will provide all services regarding reconciliation, reactivation of charge backs, etc. Authority will not be involved in the daily processing. N. Administrative Adjudication Processing - TDS will provide for the processing of requests for contesting citations, allowing for Authority processing of administrative reviews, tracking and monitoring all relevant dates on an automated system, mailing timely notification to respondents regarding the status of their claims, and scheduling of administrative hearings. All Administrative Adjudication information entered into the system is done in real time and is linked to existing database information to ensure proper tracking of relevant dates, mailing names and addresses and other pertinent information. A-11 4 Administrative Review requests will be entered within 2 business days of receipt. Adjudication documents will be stored for 2 years from their activity date and then shredded. O. Paperless Appeals (eAppeals PRO & Scanning) – TDS will provide online appeal capability for the public to appeal their citations online. TDS will provide the scanning of all mailed -in appeal documents and electronic storage of those documents. TDS will provide an online application to access the appeals, which will be searchable and sortable. TDS will keep an electronic history of processed appeals for at least two years. P. Online Inquiry Access for Authority's Staff - Access includes online access 24 hours a day, 7 days a week for Authority personnel to inquire on Authority’s database. This access includes citation inquiry (includes citation status, history status, administrative adjudication status, notes, etc.), the ability to enter and view notes, post dismissals/payments, view daily deposits made at TDS’ facility and view daily file transfers sent from the handheld ticket writer software and received at TDS’ facility. TDS’ technical staff will provide support. TDS will provide a real-time secured high-speed connection to the citation database through the Authority's Internet connection. Q. Additional Notices– TDS will mail Other Correspondence as required for processing. R. ICS Collection Service – Special Collections - Outstanding citations (DMV No-Holds or DMV Transfer of Ownership Releases or Non-California plates) and any other citations deemed as delinquent citations by Authority are transferred into the ICS system on a weekly basis. Up to two collection letters will be mailed for each ICS account requesting payment. Payments are processed daily and deposited to the Authority’s regular citation processing bank account. The TDS Agency Service Center will handle all ICS related calls through a special toll-free number dedicated to ICS accounts. Monthly reporting shows all accounts moved to the ICS system and all payments received due to ICS efforts. S. Franchise Tax Board Offset Program – TDS will combine citations by license number for total amount due, eliminate corporate names, retrieve SSN’s by name from a 3rd party, combine accounts by SSN, mail required FTB letters in advance of placing accounts at FTB, process payments generated by the FTB process, receive phone calls generated by the FTB process, provide all systems and operational procedures required for the FTB process, and provide complete reporting and reconciliation for the FTB process. Authority will be required to complete required FTB paperwork and forms (with TDS’ assistance), establish a SWIFT account with the FTB, and provide whatever assistance may be required t o work with the A-12 5 FTB regarding the FTB process. T. Payment Plans - The Contractor will have a payment plan system in place to comply with all legislation. The plan will allow for waivers, when necessary, for indigent and non-indigent individuals. Plan requests will be submitted to the Authority for review/approval/denial. The Contractor will mail correspondence to let the applicant know the status of their payment plan application and other details. Payment Plans allow the Authority to waive fees for indigent persons, adjust the length of the plan and set minimum payments due. If a plan defaults prior to full payment, the system automatically resumes the citation process (DMV, Collections, etc.). The Contractor will provide customized City specific information for indigent payment plans on pticket.com. U. Bank Account Management (Optional) TDS will open a trust account in the name of the Authority to receive parking deposits for all parking citation monies. TDS will handle any NSF checks from this account and reactivate the citations. TDS will process any required refund checks. TDS will send a monthly surcharge check to the county based on reporting. TDS will pay their own invoice monthly and write a check to the Authority monthly for the balance of the funds. TDS will reconcile the account monthly and provide documentation to Authority of reconciliation. V. Handheld Ticketwriters – ticketPRO Magic TDS will provide ticketPRO Magic Units (phones and printers) and citations and envelopes as required at the pricing then in effect. TDS will provide maintenance and support for the Automated Citation Issuance System and the Field Units. Remote Connect Support for devices while in the field. TDS will provide a data plan with unlimited voice/text messaging for field units. Software upgrades as newer versions become available. Support via email for support requests and for reporting software/hardware issues. A-13 6 EXHIBIT “B” - CONSIDERATION Basic Processing Services $1.255 per citation $300 minimum in basic processing services required Out of State Processing 35% of amount collected No charge until payment is collected. Administrative Adjudication Letters $2.29 per letter mailed Includes processing all administrative review result letters, hearing result letters, scheduling of all hearings and processing hearing schedule letters for the public. Additional Correspondence $1.08 per letter mailed Paperless Appeals (eAppeals PRO) included with Administrative Adjudication Special Collections ICS (optional) 33% of amount collected (optional) FTB Interagency Processing (optional) $2.50 per letter + 15% of amount collected Bank Account Management (optional) $100 per month plus bank fees/charges Refund Checks/NSF’s $5.00 each Payment Plan Processing $10 per payment plan Payment Plan Letters $1.08 per letter mailed Courier Services for Banking $200 per month (not applicable if scanning checks to your account or a bank management Agency) Fee Increases: Postal Rate Increase Offset – Fees will increase immediately to offset the amount of any postal increase. Annual CPI Increase – Fees will increase according to the CPI for each 12-month period. A-14 AMENDED & RESTATED AGREEMENT BY AND BETWEEN TURBO DATA SYSTEMS, INC., AND THE PALOS VERDES PARKING AUTHORITY TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THEFOR THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES This Professional Services Agreement For Processing of Parking Citations (the “Agreement”) is entered into by and between Turbo Data Systems, Inc. (TDS), a California Corporation, and the Palos Verdes Parking Authority, and joint agreement by and between the City of Rolling Hills Estates, a general law city and municipal corporation, the City of Rancho Palos Verdes, a general law city and municipal corporation, and the City of Rolling Hills, a general law city and municipal corporation (hereinafter individually referred to as “City” and collectively referred to as the “Cities” or as "AgencyAuthority"). TDS and Agency Authority are also referred to individually as a “Party” and collectively as the “Parties.” RECITALS A. TDS desires to perform and assume responsibility for the provision of professional processing of parking citation consultant services required by the Cities through the Authority, with the City of Rancho Palos Verdes acting as the agent for both Cities and the Authority ; B. TDS represents that it is experienced in providing professional processing of parking citation consultant services to public entities, is licensed in the State of California, and is familiar with the plans of the Cities; and C. TDS and Agency desire to enter into this Agreement, as amended and restated, whereby TDS will process parking citations for Agency Authority pursuant to the terms and conditions set forth herein. NOW, THEREFORE, the Parties hereto agree as follows: 1. LEAD CITY FOR AUTHORITY. AGENCY. Rancho Palos Verdes will act as the lead Agency city for the Authority for purposes of this Agreement and shall serve as the liaison between the Cities and TDS. Rancho Palos Verdes will receive all reports, information, and revenue, which are required to be provided by TDS pursuant to this Agreement, on behalf of all the Cities. Rancho Palos Verdes shall supply copies of all reports or data provided by TDS to Rolling Hills Estates and Rolling Hills within 30 calendar days of receipt of same from TDS. Rancho Palos Verdes also shall provide to Rolling Hills Estates and Rolling Hills a monthly report, indicating the share of each city’s prior month’s revenues, and distribute each city’s allocated amount with such monthly report. 2. CONTRACT OFFICER. Karina Banales,The Deputy City Manager, or such person as may be designated by the Rancho Palos Verdes City Manager, is hereby designated as being the representative of the Agency Authority authorized to act in its behalf with respect to the work and services specified herein and to make all decisions in connection therewith and in it all dealings with the California Department of Motor Vehicles in connection with the Agreement (“Contract Authority Officer”). B-1 2 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES [Note: Consider deleting this header or revise to reflect the amended agreement.] 3. PURPOSE. The purpose of this Agreement is for TDS to process parking citations for Agency Authority in a timely manner. 4. SCOPE OF SERVICES. When and as directed by Agency Authority in writing, TDS shall perform the services identified in Exhibit A (Scope of Services), which is attached hereto and incorporated herein by reference. 5. PROHIBITION AGAINST SUBCONTRACTING AND ASSIGNMENT. TDS shall not contract with any entity to perform in whole or in part the work or services required hereunder without the express written approval of each of the Cities. Neither this Agreement nor any interest herein may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of each of the Cities. Any such prohibited subcontract, assignment, or transfer shall be void. 6. TERM. This agreement is shall become effective for a period of five (5) calendar years, commencing January 1, 2022. 7. CONSIDERATION. In consideration for services performed by TDS as provided in this Agreement, Agency Authority shall pay TDS pursuant to the terms set forth in Exhibit "B" (Consideration), which is attached hereto and incorporated herein by this reference. 8. PAYMENT OF FEES. Charges determined on the basis set forth in Exhibit "B" shall be billed on a monthly basis in arrears, and payment for undisputed amounts shall be made within fifteen (15) days after receipt of such invoice. 9. ACCOUNTING RECORDS. Records of the citations processed by TDS shall be available for examination by the Agency Authority or its authorized representative(s)Authority Officer within one week following a request by the Authority Agency to examine such records. 10. TIME OF PERFORMANCE. Time is of the essence, and TDS shall perform the services required by this Agreement in an expeditious and timely manner so as not to unreasonably delay the purpose of this Agreement as set forth in Sections 1 and 3. 11. INDEPENDENT CONTRACTOR. At all times during the term of this agreement, TDS shall be an independent contractor and shall not be an employee of the AgencyAuthority of any of its member Cities. The Agency Authority shall have the right to control TDS only insofar as the results of TDS's services rendered pursuant to this Agreement; however, Agency Authority shall not have the right to control the means by which TDS accomplishes the services rendered pursuant to this Agreement. 12. FACILITIES AND EQUIPMENT. TDS shall, at its own cost and expense, provide all facilities and equipment that may be required for performance of the services required by this Agreement. 13. INDEMNIFICATION BY TDS. B-2 3 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES [Note: Consider deleting this header or revise to reflect the amended agreement.] A. TDS agrees to defend, indemnify, hold free, and harmless the City of Rancho Palos Verdes, its elected officials, officers, agents, and employees, at TDS’s sole expense, from and against any and all claims, actions, suits, or legal proceedings brought against the City of Rancho Palos Verdes, its elected officials, officers, agents, and employees arising out of the performance of TDS, its employees, and agents of the work undertaken pursuant to this Agreement or its failure to comply with any of its obligations contained in this Agreement, regardless of the City of Rancho Palos Verdes’ passive negligence, but excepting such loss or damage which is caused by the sole active negligence or willful misconduct of the City of Rancho Palos Verdes. B. TDS agrees to defend, indemnify, hold free, and harmless the City of Rolling Hills Estates, its elected officials, officers, agents, and employees, at TDS’s sole expense, from and against any and all claims, actions, suits, or legal proceedings brought against the City of Rolling Hills Estates, its elected officials, officers, agents, and employees arising out of the performance of TDS, its employees, and agents of the work undertaken pursuant to this Agreement or its failure to comply with any of its obligations contained in this Agreement, regardless of the City of Rolling Hills Estates’ passive negligence, but excepting such loss or damage which is caused by the sole active negligence or willful misconduct of the City of Rolling Hills Estates. C. TDS agrees to defend, indemnify, hold free, and harmless the City of Rolling Hills, its elected officials, officers, agents, and employees, at TDS’s sole expense, from and against any and all claims, actions, suits, or legal proceedings brought against the City of Rolling Hills, its elected officials, officers, agents, and employees arising out of the performance of TDS, its employees, and agents of the work undertaken pursuant to this Agreement or its failure to comply with any of its obligations contained in this Agreement, regardless of the City of Rolling Hills’ passive negligence, but excepting such loss or damage which is caused by the sole active negligence or willful misconduct of the City of Rolling Hills. 14. INDEMNIFICATION BY AGENCYAUTHORITY. TDS shall use due care in processing work of the Authority Agency. Any errors shall be corrected by TDS at no additional charge to the AgencyAuthority. TDS shall be entitled to reimbursement from the Agency Authority for any expenses incurred by TDS for the correction of any erroneous information provided by the A u t h o r i t y Agency and TDS shall not be responsible for Authority Agency's losses and expenses resulting from erroneous source materials provided by the Authority Agency. Neither party shall be liable to the other for any indirect or consequential losses or damages resulting from any errors within the scope of this Section. 15. FAIR EMPLOYMENT PRACTICES/EQUAL OPPORTUNITY ACTS. In the performance of this Agreement, TDS shall comply with all applicable provisions of the Californ ia Fair Employment Practices Act (California Labor Code Sections (410 et seq.) and the applicable equal employment provisions of the Civil Rights Act of 1964 (42 U.S.C. 200e 217), whichever is more restrictive. 16. AGENCY. Except as Agency Authority may specify in writing, TDS shall have no authority, expressed or implied, to act on behalf of the Agency Authority or any of the individual its member Cities in any capacity whatsoever as an agent. TDS shall have no authority, expressed or implied, B-3 4 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES [Note: Consider deleting this header or revise to reflect the amended agreement.] pursuant to this Agreement to bind Authority Agency to any obligation whatsoever. 17. CHANGES IN LAW. TDS shall notify AgencyAuthority in writing of any changes in the processing of parking violations as a result of changes in the law or DMV regulations affecting such violations. Upon such notice, Agency Authority shall determine whether to implement the recommended changes proposed by TDS or to terminate the Agreement as of the effective date of the change in law or regulations. 18. OWNERSHIP OF SOFTWARE. Agency Authority acknowledges that the software and software programs used by Agency Authority or used for Agency's Authority's benefit which were developed by TDS are the sole property of TDS and the Agency Authority obtains no right or interest in the software by virtue of this Agreement. 19. OWNERSHIP OF DOCUMENTS. All electronic and handwritten citations; electronic and handwritten reports; electronic storage media; and other documents, including copies and reproductions assembled or prepared by TDS or TDS’ agents, officers, or employees in connection with this Agreement, shall be the property of Agency Authority and shall be delivered to the Agency Authority upon either the completion or termination of this Agreement. 20. FORCE MAJEURE. The Parties shall not be responsible for delays or failure in performance resulting from acts beyond the control of Parties. Such acts shall include, but are not limited to, Acts of God, strikes, riots, acts of war, epidemics, fire, communication line failure, earthquakes, or other disasters. 21. TERMINATION. This Agreement may be terminated by either Pparty upon sixty (60) days written notice. At such time, TDS agrees to provide AuthorityAgency, in computer readable form, a copy of all data files used for purposes of carrying out the obligations under this Agreement. 22. NOTICE. Whenever it shall be necessary for either Pparty to serve notice on the other respecting this Agreement, such notice shall be served by certified mail addressed to: TDS: Turbo Data Systems, Inc. 1551 N Tustin Avenue Suite 950 Santa Ana CA 92705 Roberta J. Rosen, President Agency: City of Rancho Palos Verdes 30940 Hawthorne Boulevard Rancho Palos Verdes, CA 90275 City of Rolling Hills 2 Portuguese Bend Road Rolling Hills, CA 90274 B-4 5 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES [Note: Consider deleting this header or revise to reflect the amended agreement.] City of Rolling Hills Estates 4045 Palos Verdes Drive. North Rolling Hills Estates, CA 90274 unless and until different addresses may be furnished in writing by either Pparty to the other. Such notice shall be deemed to have been served within seventy-two (72) hours after the same has been deposited in the United States Post Office by certified mail. This shall be valid and sufficient service of notice for all purposes. 23. EXTENT OF AGREEMENT. This Agreement represents the entire and integrated agreement between Agency Authority and TDS and supersedes any and all prior negotiations, representations, or agreements, either written or oral. This Agreement may be amended only by written instrument signed by all of the Parties. In the event that any provision hereof is deemed to be illegal or unenforceable, such a determination shall not affect the validity or enforceability of the remaining provisions hereof, all of which remain in full force and effect. 24. CALIFORNIA LAW. This Agreement shall be interpreted, construed and governed 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 Los Angeles, State of California. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of Los Angeles, State of California. 25. LITIGATION COSTS. If any legal action or any other proceeding is brought to enforce the terms of this Agreement, or because of an alleged dispute, breach, or misrepresentation in the connection with any of the provisions of this Agreement, the successful or prevailing party or parties shall be entitled to recover their reasonable attorneys' fees and other costs incurred in that action or proceeding, including the costs of appeal in addition to any other relief to which it or they may be entitled. 26. INSURANCE. TDS, at its own cost and expense, shall carry, maintain for the duration of the Agreement, and provide proof thereof that is acceptable to Agency Authority the insurance specified in this Agreement under forms of insurance satisfactory in all respects to AgencyAuthority. TDS shall procure and maintain insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by TDS, its agents, representatives, employees, or subcontractors. Minimum Scope of Insurance Coverage shall be at least as broad as: Insurance Services Office form number GL 0002 (Ed.1 /73) covering Comprehensive General Liability and Insurance Services Office form number GL 0404 covering Broad Form Comprehensive General Liability; or Insurance Services Office Commercial General Liability B-5 6 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES [Note: Consider deleting this header or revise to reflect the amended agreement.] coverage ("occurrence" form CG 0001). Insurance Services Office form number CA 0001 (Ed.l/78) covering Automobile Liability, code 1 any auto and endorsement Ca 0025. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance TDS shall maintain limits no less than: General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. Employer's Liability: $1,000,000 per accident for bodily injury or disease. Deductibles and Self -Insured Retention Any deductibles or self-insured retentions must be declared to and approved by Agency. At the option of Agency, either: the insurer shall reduce or eliminate such deductibles or self - insured retentions with respect to each Agency and its officers, officials, employees, volunteers, and agents; or TDS shall procure a bond guaranteeing payment of los ses and related investigations, claim administration, and defense expenses. Other Insurance Provisions Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to each Agency and its officers, officials, employees, volunteers and agents. TDS's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. Each general liability insurance and automobile liability insurance policy shall be endorsed with the following specific language: The City of Rancho Palos Verdes, its elected or appointed officers, officials, employees, agents, and volunteers are to be covered as additional insureds with respect to liability arising out of work performed by or on behalf of the TDS, including materials, parts, or equipment furnished in connection with such work or operations. The City of Rolling Hills Estates, its elected or appointed officers, officials, employees, agents, and volunteers are to be covered as additional insureds with respect to liability arising out of work B-6 7 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES [Note: Consider deleting this header or revise to reflect the amended agreement.] performed by or on behalf of the TDS, including materials, parts, or equipment furnished in connection with such work or operations. The City of Rolling Hills, its elected or appointed officers, officials, employees, agents, and volunteers are to be covered as additional insureds with respect to liability arising out of work performed by or on behalf of the TDS, including materials, parts, or equipment furnished in connection with such work or operations. Verification of Coverage TDS shall furnish certificates of insurance evidencing all the coverage required above, naming the Agency as additional insured. All endorsements are to be received and approved by Agency Authority before work commences. All required information is to be mailed to the address shown in the NOTICE section of the Agreement. 27. COVENANT AGAINST DISCRIMINATION. TDS covenants that, by and for itself, its heirs, executors, assigns and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry, or other protected class in the performance of this Agreement. TDS shall take affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry, or other protected class. 28. NON-LIABILITY OF AGENCY OFFICERS AND EMPLOYEES. No officer or employee of each Agency Authority shall be personally liable to the TDS, or any successor in interest, in the event of any default or breach by any of the Agencies Authority or any of its member Cities or for any amount, which may become due to TDS or to its successor, or for breach of any obligation of the terms of this Agreement. 29. EFFECTIVE DATE OF THIS AGREEMENT. This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument and shall be effective from and after January 1, 2022October 3, 2023. CITY OF RANCHO PALOS VERDES By: Name/Title: Date: CITY OF ROLLING HILLS ESTATES B-7 8 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES [Note: Consider deleting this header or revise to reflect the amended agreement.] By: Name/Title: Date: CITY OF ROLLING HILLS By: Name/Title: Date: [SIGNATURES CONTINUE ON NEXT PAGE] B-8 9 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES [Note: Consider deleting this header or revise to reflect the amended agreement.] TURBO DATA SYSTEMS, INC. By: Roberta J. Rosen President By: Elie M. Sleiman Secretary [END OF SIGNATURES] Two corporate officer signatures required a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT’S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT’S BUSINESS ENTITY. B-9 1 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES [Note: Consider deleting this header or revise to reflect the amended agreement.] EXHIBIT “A” SCOPE OF SERVICES TDS shall perform the following services in processing all parking citations: A. Basic Processing – TDS will enter manual citations and citation dispositions into Agency’s Authority’s database within 2 business days. The basic service includes database maintenance, daily system backups, toll- free phone number for the public, Interactive Voice Response System (IVRS) with customized recorded information and citation lookup capability, pticket.com web- based Inquiry System for the public with customized content, Agency Service Representatives (8:00 am – 5:00 pm, Monday through Friday, excluding holidays) to speak with the public regarding parking citation issues, ongoing Client support, and documentation and training for use of the TDS- provided online system. B. Handheld Ticket writer Interface - TDS will provide for automated import of electronic citations into Agency's database within 1 business day. TDS will maintain and update the hot sheet or scofflaw files on a daily basis for Agency to upload into their handheld ticket writers. TDS will work with Agency to implement any changes required for handheld ticket writer equipment. C. System and Document Storage - Citations paid or dismissed will be retained on the computer system for 3 years and then removed. Unpaid citations will be retained on the computer system for 5 years and then removed. Citation documents will be stored for 2 years from date of issue and then returned to Agency or shredded. Payment documents will be stored for 2 years from the date of payment and then returned to Agency or shredded. D. Online Reporting - Provide monthly reports online indicating the status of all citations, such reports to be available for Agency access no later than the thirtieth (30th) day of the following month. E. DMV Interface for Registered Owner Name Retrieval - Attempt to obtain names and addresses of registered owners of cited vehicles for those citations that have not been cleared prior to their notice generation date. F. Notice Processing - Print the required Notice and mail to each registered owner whose name has been retrieved within 10 to 21 days after the citation has been issued. Includes second notices mailed for bounced checks, partial payments, and name or address changes. The notice date shall be extended whenever there is an unusual delay in delivery of information or citations to TDS. All postage, notice forms and envelopes will be provided by TDS. B-10 2 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES [Note: Consider deleting this header or revise to reflect the amended agreement.] G. DMV Interface for Placing Registration Holds - Transmit a Notice of Delinquency to the California DMV for vehicles with California license plates after a Notice of Violation has been mailed to the registered owner and TDS has not received notification that the citation has been cleared. This Notice of Delinquency will be transmitted to the California DMV within 2 business days after the date specified by the Agency to be the DMV Date. H. DMV Interface for Releasing Registration Holds - Transmit a Notice to the California DMV that a Notice of Delinquency has been cleared within 2 business days after TDS has received notification of clearance. I. DMV Interface for Monthly Payment File – Receive payment file from DMV as available (currently monthly) and update DMV transactions into Agency's database, providing reporting for reconciliation purposes. J. Delivery Service – Manual citations will be mailed or scanned to TDS by Agency at their own expense. TDS reports will be provided online. TDS will return any required documents via UPS and/or US Mail. K. Collection and Payment Processing - TDS will provide the following collection and payment processing services for Agency: • Provide P. O. Box where payments are mailed • Courier pickup from P. O. Box daily • Open all mail • Verify payment amounts and record on computer system within 2 business days (48 hours) • Respond to reasonable non-judicial public inquiries by phone and mail • Return questionable mail to Agency for decision • Make bank deposits to Agency bank account using check scanning • Verify amounts deposited, by citation number • Provide toll-free number for citizen inquiries • Provide weekly reports for bank statement reconciliation • Provide monthly Paid Citation Distribution Report for Agency to make surcharge payments to the County • Scan checks and deposit parking funds (remote deposits) into Agency’s bank account. Check scanning hardware and software is provided by Agency for its specific banking requirements. • Contractor does not charge for remote deposits; however, the financial institution may charge a fee, which is the responsibility of the Agency. • Agency's not set up for bank check scanning will incur additional courier fees. B-11 3 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES [Note: Consider deleting this header or revise to reflect the amended agreement.] L. Out of State Citations - TDS shall process citations for non-California license plates by entering the citation information into the system database and reporting them along with all other citations on the database with the standard reports. If they become delinquent, requests for registered owner information will be sent to the appropriate out-of-state DMV. The Notice of Intent will be generated to the registered owner and the fine amount requested. TDS will incur all costs for out of state name retrieval, including out-of-state DMV fees and charges. TDS will receive payment from Agency based on the amount of revenues collected from out-of-state citations after the Notice of Intent has been issued. This amount will be billed monthly for the prior months' receipts (as determined from our database and/or reports). Payments collected via credit card will also incur credit card fees. M. IVR and Web Payment Systems - Payment by Credit Card - Through the Interactive Voice Response (IVR) System, and through the pticket.com web site, we accept credit card payments via Visa, MasterCard and Discover. The systems authorize each transaction while the caller is on the phone or online. Agencies are given an authorization number or email confirmation to confirm their charge. The IVR system and the pticket.com web payment system both automatically update the citation database with the payment immediately. Credit Card monies are paid to a Turbo Data Systems bank account and are reconciled monthly. Each Agency receives their own credit card postlog which shows in detail which citations were paid and for what amount, along with the deposit slip from the bank or the ACH deposit email showing that these funds have been deposited into the Agency’s account. Should there be any charge backs to a merchant account, the funds are pulled directly from the Turbo Data master account and the citation will be reactivated, much like a bounced check. The violator will be sent a notice and will then proceed to DMV hold. TDS will provide all services regarding reconciliation, reactivation of charge backs, etc. Agency will not be involved in the daily processing. N. Administrative Adjudication Processing - TDS will provide for the processing of requests for contesting citations, allowing for Agency processing of administrative reviews, tracking and monitoring all relevant dates on an automated system, mailing timely notification to respondents regarding the status of their claims, and scheduling of B-12 4 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES [Note: Consider deleting this header or revise to reflect the amended agreement.] administrative hearings. All Administrative Adjudication information entered into the system is done in real time and is linked to existing database information to ensure proper tracking of relevant dates, mailing names and addresses and other pertinent information. Administrative Review requests will be entered within 2 business days of receipt. Adjudication documents will be stored for 2 years from their activity date and then shredded. O. Paperless Appeals (eAppealsPRO & Scanning) – TDS will provide online appeal capability for the public to appeal their citations online. TDS will provide the scanning of all mailed-in appeal documents and electronic storage of those documents. TDS will provide an online application to access the appeals, which will be searchable and sortable. TDS will keep an electronic history of processed appeals for at least two years. P. Online Inquiry Access for Agency's Staff - Access includes online access 24 hours a day, 7 days a week for Agency personnel to inquire on Agency’s database. This access includes citation inquiry (includes citation status, history status, administrative adjudication status, notes, etc.), the ability to enter and view notes, post dismissals/payments, view daily deposits made at TDS’ facility and view daily file transfers sent from the handhe ld ticket writer software and received at TDS’ facility. TDS’ technical staff will provide support. TDS will provide a real-time secured high-speed connection to the citation database through the Agency's Internet connection. Q. Additional Notices– TDS will mail Other Correspondence as required for processing. R. ICS Collection Service – Special Collections - Outstanding citations (DMV No-Holds or DMV Transfer of Ownership Releases or Non-California plates) and any other citations deemed as delinquent citations by Agency are transferred into the ICS system on a weekly basis. Up to two collection letters will be mailed for each ICS account requesting payment. Payments are processed daily and deposited to the Agency’s regular citation processing bank account. The TDS Agency Service Center will handle all ICS related calls through a special toll-free number dedicated to ICS accounts. Monthly reporting shows all accounts moved to the ICS system and all payments received due to ICS efforts. S. Franchise Tax Board Offset Program – TDS will combine citations by license number for total B-13 5 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES [Note: Consider deleting this header or revise to reflect the amended agreement.] amount due, eliminate corporate names, retrieve SSN’s by name from a 3rd party, combine accounts by SSN, mail required FTB letters in advance of placing accounts at FTB, process payments generated by the FTB process, receive phone calls generated by the FTB process, provide all systems and operational procedures required for the FTB process, and provide complete reporting and reconciliation for the FTB process. Agency will be required to complete required FTB paperwork and forms (with TDS’ assistance), establish a SWIFT account with the FTB, and provide whatever assistance may be required to work with the FTB regarding the FTB process. T. Payment Plans - The Contractor will have a payment plan system in place to comply with all legislation. The plan will allow for waivers, when necessary, for indigent and non-indigent individuals. Plan requests will be submitted to the Agency for review/approval/denial. The Contractor will mail correspondence to let the applicant know the status of their payment plan application and other details. Payment Plans allow the Agency to waive fees for indigent persons, adjust the length of the plan and set minimum payments due. If a plan defaults prior to full payment, the system automatically resumes the citation process (DMV, Collections, etc.). The Contractor will provide customized Agency specific information for indigent payment plans on pticket.com. U. Bank Account Management (Optional) TDS will open a trust account in the name of the Agency to receive parking deposits for all parking citation monies. TDS will handle any NSF checks from this account and reactivate the citations. TDS will process any required refund checks. TDS will send a, monthly surcharge check to the county based on reporting. TDS will pay their own invoice monthly and write a check to the Agency monthly for the balance of the funds. TDS will reconcile the account monthly and provide documentation to Agency of reconciliation. V. Handheld Ticketwriters – ticketPRO Magic TDS will provide ticketPRO Magic Units (phones and printers) and citations and envelopes as required at the pricing then in effect. TDS will provide maintenance and support for the Automated Citation Issuance System and the Field Units. RemoteConnect Support for devices while in the field. TDS will provide a data plan with unlimited voice/text messaging B-14 6 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES [Note: Consider deleting this header or revise to reflect the amended agreement.] for field units. Software upgrades as newer versions become available. Support via email for support requests and for reporting software/hardware issues. EXHIBIT “B” - CONSIDERATION Basic Processing Services $1.255 per citation $300 minimum in basic processing services required Out of State Processing 35% of amount collected No charge until payment is collected. Administrative Adjudication Letters $2.29 per letter mailed Includes processing all administrative review result letters, hearing result letters, scheduling of all hearings and processing hearing schedule letters for the public. Additional Correspondence $1.08 per letter mailed Paperless Appeals (eAppeals PRO) included with Administrative Adjudication Special Collections ICS (optional) 33% of amount collected (optional) FTB Interagency Processing (optional) $2.50 per letter + 15% of amount collected Bank Account Management (optional) $100 per month plus bank fees/charges Refund Checks/NSF’s $5.00 each Payment Plan Processing $10 per payment plan Payment Plan Letters $1.08 per letter mailed Courier Services for Banking $200 per month (not applicable if scanning checks to your account or a bank management Agency) Fee Increases: Postal Rate Increase Offset – Fees will increase immediately to offset the amount of any postal increase. Annual CPI Increase – Fees will increase according to the CPI for each 12- month period. B-15 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES This Professional Services Agreement For Processing of Parking Citations (the "Agreement") is entered into by and between Turbo Data Systems, Inc. (TDS), a California Corporation, and the City of Rolling Hills Estates, a general law city and municipal corporation, the City of Rancho Palos Verdes, a general law city and municipal corporation, and the City of Rolling Hills, a general law city and municipal corporation (hereinafter individually referred to as "City" and collectively referred to as the "Cities" or as "Agency"). TDS and Agency are also referred to individually as a "Party" and collectively as the "Parties." RECITALS A.TDS desires to perform and assume responsibility for the provision of professional processing of parking citation consultant services required by the Cities; B.TDS represents that it is experienced in providing professional processing of parking citation consultant services to public entities, is licensed in the State of California, and is familiar with the plans of the Cities; and C.TDS and Agency desire to enter into this Agreement, whereby TDS will process parking citations for Agency pursuant to the terms and conditions set forth herein. NOW, THEREFORE, the Parties hereto agree as follows: 1.LEAD AGENCY. Rancho Palos Verdes will act as the lead Agency for purposes of this Agreement and shall serve as the liaison between the Cities and TDS. Rancho Palos Verdes will receive all reports, information, and revenue, which are required to be provided by TDS pursuant to this Agreement, on behalf of all the Cities. Rancho Palos Verdes shall supply copies of all reports or data provided by TDS to Rolling Hills Estates and Rolling Hills within 30 calendar days of receipt of same from TDS. Rancho Palos Verdes also shall provide to Rolling Hills Estates and Rolling Hills a monthly report, indicating the share of each city's prior month's revenues, and distribute each city's allocated amount with such monthly report. 2.CONTRACT OFFICER. Karina Banales, Deputy City Manager, or such person as may be designated by the Rancho Palos Verdes City Manager, is hereby designated as being the representative of the Agency authorized to act in its behalf with respect to the work and services specified herein and to make all decisions in connection therewith ("Contract Officer"). 3.PURPOSE. The purpose of this Agreement is for TDS to process parking citations for Agency in a timely manner. 01203.0001/746472.2 1 C-1 4.SCOPE OF SERVICES. When and as directed by Agency in writing, TDS shall perform the services identified in Exhibit A (Scope of Services), which is attached hereto and incorporated herein by reference. 5.PROHIBITION AGAINST SUBCONTRACTING AND ASSIGNMENT. TDS shall not contract with any entity to perform in whole or in part the work or services required hereunder without the express written approval of each of the Cities. Neither this Agreement nor any interest herein may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of each of the Cities. Any such prohibited subcontract, assignment, or transfer shall be void. 6.TERM. This agreement shall become effective for a period of five (5) calendar years, commencing January 1, 2022. 7.CONSIDERATION. In consideration for services performed by TDS as provided in this Agreement, Agency shall pay TDS pursuant to the terms set forth in Exhibit "B" (Consideration), which is attached hereto and incorporated herein by this reference. 8.PAYMENT OF FEES. Charges determined on the basis set forth in Exhibit "B" shall be billed on a monthly basis in arrears, and payment for undisputed amounts shall be made within fifteen (15) days after receipt of such invoice. 9.ACCOUNTING RECORDS. Records of the citations processed by TDS shall be available for examination by the Agency or its authorized representative(s) within one week following a request by the Agency to examine such records. 10.TIME OF PERFORMANCE. Time is of the essence, and TDS shall perform the services required by this Agreement in an expeditious and timely manner so as not to unreasonably delay the purpose of this Agreement as set forth in Sections 1 and 3. 11.INDEPENDENT CONTRACTOR. At all times during the term of this agreement, TDS shall be an independent contractor and shall not be an employee of the Agency. The Agency shall have the right to control TDS only insofar as the results of TDS's services rendered pursuant to this Agreement; however, Agency shall not have the right to control the means by which TDS accomplishes the services rendered pursuant to this Agreement. 12.FACILITIES AND EQUIPMENT. TDS shall, at its own cost and expense, provide all facilities and equipment that may be required for performance of the services required by this Agreement. 13.INDEMNIFICATION BY TDS. A.TDS agrees to defend, indemnify, hold free, and harmless the City of Rancho Palos Verdes, its elected officials, officers, agents, and employees, at TDS's sole expense, from and against any and all claims, actions, suits, or legal proceedings brought against the City of Rancho Palos Verdes, its elected officials, officers, agents, and employees arising out of the performance of TDS, its employees, and agents of the work undertaken pursuant to this Agreement or its 2 01203.0001/746472.2 C-2 failure to comply with any of its obligations contained in this Agreement, regardless of the City of Rancho Palos Verdes' passive negligence, but excepting such loss or damage which is caused by the sole active negligence or willful misconduct of the City of Rancho Palos Verdes. B.TDS agrees to defend, indemnify, hold free, and harmless the City of Rolling Hills Estates, its elected officials, officers, agents, and employees, at TDS's sole expense, from and against any and all claims, actions, suits, or legal proceedings brought against the City of Rolling Hills Estates, its elected officials, officers, agents, and employees arising out of the performance of TDS, its employees, and agents of the work undertaken pursuant to this Agreement or its failure to comply with any of its obligations contained in this Agreement, regardless of the City of Rolling Hills Estates' passive negligence, but excepting such loss or damage which is caused by the sole active negligence or willful misconduct of the City of Rolling Hills Estates. C.TDS agrees to defend, indemnify, hold free, and harmless the City of Rolling Hills, its elected officials, officers, agents, and emp loyees, at TDS's sole expense, from and against any and all claims, actions, suits, or legal proceedings brought against the City of Rolling Hills, its elected officials, officers, agents, and employees arising out of the performance of TDS, its employees, and agents of the work undertaken pursuant to this Agreement or its failure to comply with any of its obligations contained in this Agreement, regardless of the City of Rolling Hills' passive negligence, but excepting such loss or damage which is caused by the sole active negligence or willful misconduct of the City of Rolling Hills. 14.INDEMNIFICATION BY AGENCY. TDS shall use due care in processing work of the Agency. Any errors shall be corrected by TDS at no additional charge to the Agency. TDS shall be entitled to reimbursement from the Agency for any expenses incurred by TDS for the correction of any erroneous information provided by the Agency and TDS shall not be responsible for Agency's losses and expenses resulting from erroneous source materials provided by the Agency. Neither party shall be liable to the other for any indirect or consequential losses or damages resulting from any errors within the scope of this Section. 15.FAIR EMPLOYMENT PRACTICES/EQUAL OPPORTUNITY ACTS. In the performance of this Agreement, TDS shall comply with all applicable provisions of the California Fair Employment Practices Act (California Labor Code Sections (410 et seq.) and the applicable equal employment provisions of the Civil Rights Act of 1964 (42 U.S.C. 200e 217), whichever is more restrictive. 16.AGENCY. Except as Agency may specify in writing, TDS shall have no authority, expressed or implied, to act on behalf of the Agency in any capacity whatsoever as an agent. TDS shall have no authority, expressed or implied, pursuant to this Agreement to bind Agency to any obligation whatsoever. 17.CHANGES IN LAW. TDS shall notify Agency in writing of any changes in the processing of parking violations as a result of changes in the law or DMV regulations affecting such violations. Upon such notice, Agency shall determine whether to implement the recommended changes proposed by TDS or to terminate the Agreement as of the effective date of the change in law or regulations. 3 01203.0001/746472.2 C-3 18.OWNERSHIP OF SOFTWARE. Agency acknowledges that the software and software programs used by Agency or used for Agency's benefit which were developed by TDS are the sole property of TDS and the Agency obtains no right or interest in the software by virtue of this Agreement. 19.OWNERSHIP OF DOCUMENTS. All electronic and handwritten citations; electronic and handwritten reports; electronic storage media; and other documents, including copies and reproductions assembled or prepared by TDS or TDS' agents, officers, or employees in connection with this Agreement, shall be the property of Agency and shall be delivered to the Agency upon either the completion or termination of this Agreement. 20.FORCE MAJEURE. The Parties shall not be responsible for delays or failure in performance resulting from acts beyond the control of Parties. Such acts shall include, but are not limited to, Acts of God, strikes, riots, acts of war, epidemics, fire, communication line failure, earthquakes, or other disasters. 21.TERMINATION. This Agreement may be terminated by either party upon sixty (60) days written notice. At such time, TDS agrees to provide Agency, in computer readable form, a copy of all data files used for purposes of carrying out the obligations under this Agreement. 22.NOTICE. Whenever it shall be necessary for either party to serve notice on the other respecting this Agreement, such notice shall be served by certified mail addressed to: TDS: Agency: Turbo Data Systems, Inc. 1551 N Tustin Avenue Suite 950 Santa Ana CA 92705 Roberta J. Rosen, President City of Rancho Palos Verdes 30940 Hawthorne Boulevard Rancho Palos Verdes, CA 90275 City of Rolling Hills 2 Portuguese Bend Road Rolling Hills, CA 90274 City of Rolling Hills Estates 4045 Palos Verdes Dr. N Rolling Hills Estates, CA 90274 unless and until different addresses may be furnished in writing by either party to the other. Such notice shall be deemed to have been served within seventy-two (72) hours after the same has 4 01203.0001/746472.2 C-4 been deposited in the United States Post Office by certified mail. This shall be valid and sufficient service of notice for all purposes. 23.EXTENT OF AGREEMENT. This Agreement represents the entire and integrated agreement between Agency and TDS and supersedes any and all prior negotiations, representations, or agreements, either written or oral. This Agreement may be amended only by written instrument signed by all of the Parties. In the event that any provision hereof is deemed to be illegal or unenforceable, such a determination shall not affect the validity or enforceability of the remaining provisions hereof, all of which remain in full force and effect. 24.CALIFORNIA LAW. This Agreement shall be interpreted, construed and governed 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 Los Angeles, State of California. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of Los Angeles, State of California. 25.LITIGATION COSTS. If any legal action or any other proceeding is brought to enforce the terms of this Agreement, or because of an alleged dispute, breach, or misrepresentation in the connection with any of the provisions of this Agreement, the successful or prevailing party or parties shall be entitled to recover their reasonable attorneys' fees and other costs incurred in that action or proceeding, including the costs of appeal in addition to any other relief to which it or they may be entitled. 26.INSURANCE. TDS, at its own cost and expense, shall carry, maintain for the duration of the Agreement, and provide proof thereof that is acceptable to Agency the insurance specified in this Agreement under forms of insurance satisfactory in all respects to Agency. TDS shall procure and maintain insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by TDS, its agents, representatives, employees, or subcontractors. Minimum Scope of Insurance Coverage shall be at least as broad as: Insurance Services Office form number GL 0002 (Ed.1 /73) covering Comprehensive General Liability and Insurance Services Office form number GL 0404 covering Broad Form Comprehensive General Liability; or Insurance Services Office Commercial General Liability coverage ("occurrence" form CG 0001). Insurance Services Office form number CA 0001 (Ed.1/78) covering Automobile Liability, code 1 any auto and endorsement Ca 0025. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. Minimum Limits of Insurance TDS shall maintain limits no less than: 5 01203.0001/746472.2 C-5 General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. Employer's Liability: $1,000,000 per accident for bodily injury or disease. Deductibles and Self -Insured Retention Any deductibles or self-insured retentions must be declared to and approved by Agency. At the option of Agency, either: the insurer shall reduce or eliminate such deductibles or self insured retentions with respect to each Agency and its officers, officials, employees, volunteers, and agents; or TDS shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. Other Insurance Provisions Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to each Agency and its officers, officials, employees, volunteers and agents. TDS's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. Each general liability insurance and automobile liability insurance policy shall be endorsed with the following specific language: The City of Rancho Palos Verdes, its elected or appointed officers, officials, employees, agents, and volunteers are to be covered as additional insureds with respect to liability arising out of work performed by or on behalf of the TDS, including materials, parts, or equipment furnished in connection with such work or operations. The City of Rolling Hills Estates, its elected or appointed officers, officia Is, employees, agents, and volunteers are to be covered as additional insureds with respect to liability arising out of work performed by or on behalf of the TDS, including materials, parts, or equipment furnished in connection with such work or operations. The City of Rolling Hills, its elected or appointed officers, officials, employees, agents, and volunteers are to be covered as additional insureds with respect to liability arising out of work performed by or on behalf of the TDS, including materials, parts, or equipment furnished in connection with such work or operations. Verification of Coverage TDS shall furnish certificates of insurance evidencing all the coverage required above, naming the Agency as additional insured. All endorsements are to be received and approved by Agency before work commences. All required information is to be mailed to the address shown in the NOTICE section of the Agreement. 6 01203.0001/746472.2 C-6 27.COVENANT AGAINST DISCRIMINATION. TDS covenants that, by and for itself, its heirs, executors, assigns and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry, or other protected class in the performance of this Agreement. TDS shall take affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry, or other protected class 28.NON-LIABILITY OF AGENCY OFFICERS AND EMPLOYEES. No officer or employee of each Agency shall be personally liable to the TDS, or any successor in interest, in the event of any default or breach by any of the Agencies or for any amount, which may become due to TDS or to its successor, or for breach of any obligation of the terms of this Agreement. 29.EFFECTIVE DATE OF THIS AGREEMENT. This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument and shall be effective from and after January 1, 2022. Cl� By:�•�� Name/Title:,Mk'ifC!Z, r2JN Date: \1 / i\ r LO 2-\ Date: 03 / 22. / 2022. CITY OF ROLLIN?1J-LLS .. By:+->,,.,.c..,,:::;:c.._---'IY'---"&_.....�_,__7"'T--' Name/Tit [SIGNATURES CONTINUE ON NEXT PAGE] 7 01203.0001/746472.2 C-7 [END OF SIGNATURES] TURBO DATA SYSTEMS, INC. By: ····· �--- President By:�S� Elie M. Sleiman ----Secretary ___ _ Two corporate officer signatures required a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treas urer. CONSULTANT'S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT'S BUSINESS ENTITY. 8 01203.0001/746472.2 C-8 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES EXHIBIT "A" SCOPE OF SERVICES TDS shall perform the following services in processing all parking citations: A.Basic Processing-TDS will enter manual citations and citation dispositions into Agency's database within 2 business days. The basic service includes database maintenance, daily system backups, toll free phone number for the public, Interactive Voice Response System (IVRS) with customized recorded information and citation lookup capability, pticket.com web-based Inquiry System for the public with customized content, Agency Service Representatives (8:00 am -5:00 pm, Monday through Friday, excluding holidays) to speak with the public regarding parking citation issues, ongoing Client support, and documentation and training for use of the TDS-provided on line system. B.Handheld Ticket writer Interface -TDS will provide for automated import of electronic citations into Agency's database within 1 business day. TDS will maintain and update the hot sheet or scofflaw files on a daily basis for Agency to upload into their hand held ticket writers. TDS will work with Agency to implement any changes required for hand held ticket writer equipment. C.System and Document Storage -Citations paid or dismissed will be retained on the computer system for 3 years and then removed. Unpaid citations will be retained on the computer system for 5 years and then removed. Citation documents will be stored for 2 years from date of issue and then returned to Agency or shredded. Payment documents will be stored for 2 years from the date of payment and then returned to Agency or shredded. D.Online Reporting -Provide monthly reports on line indicating the status of all citations, such repor ts to be available for Agency access no later than the thirtieth (30th) day of the following month. E.DMV Interface for Registered Owner Name Retrieval -Attempt to obtain names and addresses of registered owners of cited vehicles for those citations that have not been cleared prior to their notice generation date. F.Notice Processing -Print the required Notice and mail to each registered owner whose name has been retrieved within 10 to 21 days after the citation has been issued. Includes second notices mailed for bounced checks, partial payments, and name or address changes. The notice date shall be extended whenever there is an unusual delay in delivery of information or citations to TDS. All postage, notice forms and envelopes will be provided by TDS. 1 C-9 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES G.OMV Interface for Placing Registration Holds -Transmit a Notice of Delinquency to the California OMV for vehicles with California license plates after a Notice of Violation has been mailed to the registered owner and TDS has not received notification that the citation has been cleared. This Notice of Delinquency will be transmitted to the California OMV within 2 business days after the date specified by the Agency to be the OMV Date. H.OMV Interface for Releasing Registration Holds -Transmit a Notice to the California OMV that a Notice of Delinquency has been cleared within 2 business days after TDS has received notification of clearance. I.OMV Interface for Monthly Payment File -Receive payment file from OMV as available (currently monthly) and update OMV transactions into Agency's database, providing reporting for reconciliation purposes. J.Delivery Service -Manual citations will be mailed or scanned to TDS by Agency at their own expense. TDS reports will be provided online. TDS will return any required documents via UPS and/or US Mail. K.Collection and Payment Processing -TDS will provide the following collection and payment processing services for Agency: •Provide P. 0. Box where payments are mailed •Courier pickup from P. 0. Box daily •Open all mail •Verify payment amounts and record on computer system within 2 business days (48 hours) •Respond to reasonable non-judicial public inquiries by phone and mail •Return questionable mail to Agency for decision •Make bank deposits to Agency bank account using check scanning •Verify amounts deposited, by citation number •Provide toll-free number for citizen inquiries •Provide weekly reports for bank statement reconciliation •Provide monthly Paid Citation Distribution Report for Agency to make surcharge payments to the County •Scan checks and deposit parking funds (remote deposits) into Agency's bank account. Check scanning hardware and software is provided by Agency for its specific banking requirements. •Contractor does not charge for remote deposits; however, the financial institution may charge a fee, which is the responsibility of the Agency. •Agency's not set up for bank check scanning will incur additional courier fees. 2 C-10 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES L.Out of State Citations -TDS shall process citations for non-California license plates by entering the citation information into the system database and reporting them along with all other citations on the database with the standard reports. If they become delinquent, requests for registered owner information will be sent to the appropriate out-of-state OMV. The Notice of Intent will be generated to the registered owner and the fine amount requested. TDS will incur all costs for out of state name retrieval, including out-of-state OMV fees and charges. TDS will receive payment from Agency based on the amount of revenues collected from out-of-state citations after the Notice of Intent has been issued. This amount will be billed monthly for the prior months' receipts {as determined from our database and/or reports). Payments collected via credit card will also incur credit card fees. M.IVR and Web Payment Systems -Payment by Credit Card -Through the Interactive Voice Response (IVR) System, and through the pticket.com web site, we accept credit card payments via Visa, MasterCard and Discover. The systems authorize each transaction while the caller is on the phone or online. Agencies are given an authorization number or email confirmation to confirm their charge. The IVR system and the pticket.com web payment system both automatically update the citation database with the payment immediately. Credit Card monies are paid to a Turbo Data Systems bank account and are reconciled monthly. Each Agency receives their own credit card postlog which shows in detail which citations were paid and for what amount, along with the deposit slip from the bank or the ACH deposit email showing that these funds have been deposited into the Agency's account. Should there be any charge backs to a merchant account, the funds are pulled directly from the Turbo Data master account and the citation will be reactivated, much like a bounced check. The violator will be sent a notice and will then proceed to OMV hold. TDS will provide all services regarding reconciliation, reactivation of charge backs, etc. Agency will not be involved in the daily processing. N.Administrative Adjudication Processing -TDS will provide for the processing of requests for contesting citations, allowing for Agency processing of administrative reviews, tracking and monitoring all relevant dates on an automated system, mailing timely notification to respondents regarding the status of their claims, and scheduling of administrative hearings. All Administrative Adjudication information entered into the system is done in real time and is linked to existing database information to ensure proper tracking of relevant dates, mailing names and addresses and other 3 C-11 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES pertinent information. Administrative Review requests will be entered within 2 business days of receipt. Adjudication documents will be stored for 2 years from their activity date and then shredded. 0.Paperless Appeals (eAppealsPRO & Scanning) -TDS will provide online appeal capability for the public to appeal their citations online. TDS will provide the scanning of all mailed-in appeal documents and electronic storage of those documents. TDS will provide an online application to access the appeals, which will be searchable and sortable. TDS will keep an electronic history of processed appeals for at least two years. P.Online Inquiry Access for Agency's Staff -Access includes online access 24 hours a day, 7 days a week for Agency personnel to inquire on Agency's database. This access includes citation inquiry (includes citation status, history status, administrative adjudication status, notes, etc.), the ability to enter and view notes, post dismissals/payments, view daily deposits made at TDS' facility and view daily file transfers sent from the handheld ticket writer software and received at TDS' facility. TDS' technical staff will provide support. TDS will provide a real-time secured high-speed connection to the citation database through the Agency's Internet connection. Q.Additional Notices-TDS will mail Other Correspondence as required for processing. R.ICS Collection Service -Special Collections -Outstanding citations (DMV No-Holds or DMV Transfer of Ownership Releases or Non-California plates) and any other citations deemed as delinquent citations by Agency are transferred into the ICS system on a weekly basis. Up to two collection letters will be mailed for each ICS account requesting payment. Payments are processed daily and deposited to the Agency's regular citation processing bank account. The TDS Agency Service Center will handle all lCS related calls through a special toll-free number dedicated to ICS accounts. Monthly reporting shows all accounts moved to the ICS system and all payments received due to ICS efforts. S.Franchise Tax Board Offset Program-TDS will combine citations by license number for total amount due, eliminate corporate names, retrieve SSN's by name from a 3rd party, combine accounts by SSN, mail required FTB letters in advance of placing accounts at FTB, process payments generated by the FTB process, receive phone calls generated by the FTB process, provide all systems and operational procedures required for the FTB process, and provide complete reporting and reconciliation for the FTB process. Agency will be required to complete required FTB paperwork and forms (with TDS' 4 C-12 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES assistance), establish a SWIFT account with the FTB, and provide whatever assistance may be required to work with the FTB regarding the FTB process. T.Payment Plans -The Contractor will have a payment plan system in place to comply with all legislation. The plan will allow for waivers, when necessary, for indigent and non-indigent individuals. Plan requests will be submitted to the Agency for review/approval/denial. The Contractor will mail correspondence to let the applicant know the status of their payment plan application and other details. Payment Plans allow the Agency to waive fees for indigent persons, adjust the length of the plan and set minimum payments due. If a plan defaults prior to full payment, the system automatically resumes the citation process (OMV, Collections, etc.). The Contractor will provide customized Agency specific information for indigent payment plans on pticket.com. U. Bank Account Management (Optional) TDS will open a trust account in the name of the Agency to receive parking deposits for all parking citation monies. TDS will handle any NSF checks from this account and reactivate the citations. TDS will process any required refund checks. TDS will send a, monthly surcharge check to the county based on reporting. TDS will pay their own invoice monthly and write a check to the Agency monthly for the balance of the funds. TDS will reconcile the account monthly and provide documentation to Agency of reconciliation. V.Handheld Ticketwriters -ticketPRO Magic TDS will provide ticketPRO Magic Units (phones and printers) and citations and envelopes as required at the pricing then in effect. TDS will provide maintenance and support for the Automated Citation Issuance System and the Field Units. RemoteConnect Support for devices while in the field. TDS will provide a data plan with unlimited voice/text messaging for field units. Software upgrades as newer versions become available. Support via email for support requests and for reporting software/hardware issues. 5 C-13 AGREEMENT TO PROVIDE FOR PROCESSING OF PARKING CITATIONS BETWEEN TURBO DATA SYSTEMS AND THE CITIES OF ROLLING HILLS, ROLLING HILLS ESTATES, AND RANCHO PALOS VERDES EXHIBIT "B" -CONSIDERATION Basic Processing Services $1.255 per citation $300 minimum in basic processing services required Out of State Processing 35% of amount collected No charge until payment is collected. Administrative Adjudication Letters $2.29 per letter mailed Includes processing all administrative review result letters, hearing result letters, scheduling of all he arings and processing hearing schedule letters for the public. Additional Correspondence Paperless Appeals {eAppeals PRO) Special Collections ICS (optional) FTB lnteragency Processing (optional) Bank Account Management (optional) Refund Checks/NSF's Payment Plan Processing Payment Plan Letters Courier Services for Banking Fee Increases: $1.08 per letter mailed included with Administrative Adjudication 33% of amount collected (optional) $2.50 per letter+ 15% of amount collected $100 per month plus bank fees/charges $5.00 each $10 per payment plan $1.08 per letter mailed $200 per month (not applicable if scanning checks to your account or a bank management Agency) Postal Rate Increase Offset -Fees will increase immediately to offset the amount of any postal increase. Annual CPI Increase -Fees will increase according to the CPI for each 12-month period. 6 C-14