HomeMy WebLinkAboutResolution No. 2016-071CITY OF THE COLONY, TEXAS
RESOLUTION NO. 2016-0 -J
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
THE COLONY, TEXAS, AUTHORIZING THE CITY MANAGER
TO EXECUTE AN AGREEMENT BY AND BETWEEN THE
CITY OF THE COLONY AND GSC ENTERPRISES, INC. DB/A
FIDELITY EXPRESS; PROVIDING AN EFFECTIVE DATE
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF THE COLONY, TEXAS:
Section 1. That the City Council of the City of The Colony, Texas, has duly
reviewed and considered the Agreement by and between the City of The Colony and
GSC Enterprises, Inc., D/B/A Fidelity Express for the purpose of providing customers
with retail payment processing services that will improve Company's current bill
collection and processing and which will result in convenience to Company customers
in the City of The Colony.
Section 2. That this Agreement is found to be acceptable and in the best
interest of the City and its citizens, and the City Manager is hereby authorized to execute
the Agreement on behalf of the City of The Colony, Texas, with the terms and conditions
as stated therein.
Section 3. That this resolution shall take effect immediately from and after
its passage.
PASSED AND APPROVED by the City Council of the City of The Colony,
Texas, this 18th day of October, 2016.
A E ttT�
Tina Stewart, TRMC, City Secretary
APPROVED AS TO FORM:
J e McCou , Mayor
ity of The Colony, Texa 17
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Agreement
This AGREEMENT, entered October 18, 2016 (the "effective date") is between The City of The
Colony Company (herein called "Company") with its principal offices at _6800 Main St, The
Colony, Texas 75056 (address) and GSC Enterprises, Inc. d/b/a Fidelity Express (herein called
"Fidelity Express"), a Texas corporation, having its principal offices at 1301 Main Street,
Sulphur Springs, Texas 75482.
WITNESSETH
WHEREAS, Company desires to provide its customers with retail payment processing services
that will improve Company's current bill collection and processing and which will result in
convenience to Company customers;
WHEREAS, Fidelity Express operates or currently provides money orders and other services at
convenient, readily accessible, retail locations, which are capable of processing Company
customer payments in an efficient, effective fashion; depositing said payments in designated
Company accounts at specified banking institutions; and transmitting payment information;
WHEREAS, Fidelity Express wishes to provide locations to accept Company customer
payments, and perform the necessary remittance processing;
In consideration of the mutual covenants and premises hereinafter contained, Company and
Fidelity Express agree as follows:
1. Description of Services
Page I 1
Fidelity Express shall provide the following payment processing services to Company
during the term of this Agreement unless so amended in writing, by mutual agreement of
the parties.
- Fidelity Express shall provide retail locations for collection and processing of
Company customer payments.
- On day one, Company customer pays to the Fidelity Express agent a Company bill, as
well as pays to the agent a transaction/convenience fee in accordance with the fee
structure set forth in Paragraph 9, and agent enters the information into a database.
This payment may be in any combination of cash, personal check or money order.
The check will be converted, or truncated, into an electronic ACH debit. The agent's
terminal transmits the data to Fidelity Express.
- On the same business day (day one), Fidelity Express shall enter payment information
into its database system; process said information; reconcile output with details and
batch totals; create an electronic file and transmit the information to Company by
(time). Fidelity Express shall notify Company electronically to report the number of
items and the dollar amount to be transmitted.
- The next business day (day two), Fidelity Express deposits the monies into the
designated Company accounts at approved banking institutions by 5:00 p.m. Fidelity
Express shall provide Company a report that includes the dollar amount deposited via
e-mail.
- The above is only a general description of basic services provided. Any other
modifications, services or processes requested by Company on the part of Fidelity
Express that requires additional programming after implementation shall be submitted
in writing to Fidelity Express and approved in writing by Fidelity Express.
2. Term
This Agreement shall remain in effect for a period of one (1) year from the effective date
and shall automatically continually renew for additional one-year terms unless written
notice of termination is received 30 days prior to termination date, or as otherwise
terminated as set forth below.
3. Termination
3.01 Termination for Convenience
Company or Fidelity Express may terminate this Agreement for any
reason upon 60 days written notice. Upon service of said notification the
parties shall have no further obligation to each other under this Agreement
other than to maintain the confidentiality of any proprietary information
previously provided and conclude all necessary payments for services.
Fidelity Express shall cease all operations required under this Agreement
on the date of termination and return as soon as possible any of the
Company's property of which it may be in possession on the date of
termination and thereafter.
3.02 Termination for Default
This Agreement may be terminated by either party in the event of a breach
in the Agreement that remains for forty-five (45) days after written notice
thereof, or in the event the same type breach occurs on three or more
occasions. In the event of breach that remains after the requisite time
period to rectify, or upon the third breach of the same type, then the
Agreement may be terminated immediately.
Page ; 2
3.03 Termination for Bankruptcy
Either party shall have the right to terminate this Agreement upon fifteen
(15) days prior written notice in the event of a filing, by or on behalf of the
other party, in any court, of a petition of bankruptcy, or insolvency or for a
reorganization, or for an appointment of a receiver or trustee of all or part
of that party's property.
4. Risk of Loss
Fidelity Express shall bear all risk of loss for all Company customers' payments received
by its Agents, retail outlets, or subcontractor; that may be lost, stolen, destroyed or
embezzled prior to Company's bank accounts being credited. Fidelity Express shall, in
order to protect Company's interests, maintain insurance in sufficient amounts and form
to cover said loss.
In the event Fidelity Express shall suffer a loss, it shall reconstruct the missing payments,
and shall deposit in Company's bank account an amount of equal value, within 72
(seventy two) hours of the time the loss was first discovered.
5. Timely Performance
The parties acknowledge that all parts of this Agreement will be executed in a timely
manner. Fidelity Express agrees and will communicate to its agents that its performance
will be executed diligently and without interruption to insure that Company's banking
accounts be credited within the parameters set forth in Article 1 "Description of
Services". Notwithstanding that Company's designated bank accounts have been credited
within the parameters set forth in this Agreement, Fidelity Express bears the
responsibility for daily reconciliation and balancing of Company customer accounts.
Fidelity Express shall perform any transaction research necessary to reconcile Company
customer accounts, which are out of balance due to the action or inaction of Fidelity
Express within five (5) days of notification thereof by Company and at no cost to
Company.
b. Force Mgjeure
Neither party shall be held liable for any delay or failure in performance of any part of
this Agreement from any cause beyond its control as a result of the following: acts of
God, acts of civil or military authorities, government regulations, embargoes, epidemics,
war, terrorist acts, riots, insurrections, earthquakes, nuclear accidents, floods, or volcanic
action.
Page' 3
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7. Payment Locations
Fidelity Express operates an agency consisting of many retail locations or sells money
orders and other services in retail locations, which among other things collect utility bill
payments on behalf of Company. A list of these payment outlet locations will be
provided. Company shall retain the right to approve the list of payments outlets and can
request Fidelity Express to add other locations, which may be mutually agreed upon
between the parties. However, Fidelity Express reserves the right to immediately
terminate any location or agency. The listing of authorized agents will be kept
confidential and not released to any third parties.
If, in Company's opinion, a certain payment outlet or group of outlets, are not providing
efficient, convenient, courteous processing of payments, Company shall so notify Fidelity
Express in writing.. If the problem is not resolved to Company's satisfaction within seven
(7) calendar days, Fidelity Express shall desist in the collection of Company payments at
that outlet or group of outlets, deposit into Company's account all customer payments
received to date and modify signs and promotional materials to indicate such change.
8. Independent Contractor
Page 14
Company agrees that in the performance of the work contemplated hereunder, Fidelity
Express shall be an independent contractor and not an employee of Company, that
workers engaged by Fidelity Express on this work shall at all times be considered Fidelity
Express's employees and not those of Company and that Fidelity Express will accept and
assume exclusive liability and shall hold Company harmless in the payment of any and
all contributions, assessments and deductions made on behalf of Fidelity Express's
employees engaged in the performance of the work hereunder.
Notwithstanding any existing principal agency relationship between Fidelity Express and
any other party, such as; in store outlets or subcontractors Fidelity Express agrees that it
shall bear sole responsibility for the performance of the work as specified hereunder and
shall solely bear all risk of loss as specified in Article 4.
Fidelity Express reserves the right to select and engage Fidelity Express locations.
Company also agrees not to meet or discuss any contractual relations Fidelity Express has
with any Fidelity Express agent or any other third party. An exception to the foregoing is
communication to regulatory authorities.
9. Compensation
All compensation invoiced on a monthly basis, per the Service Fee Structure, shall be
paid by ACH, initiated 15 days after date of invoice.
Service Fee Structure (Per Payment/Item)
All real-time processing shall be billed to the biller at the rate of three additional cents per transaction.
Implementation Costs
Activity
Customer
Company " Check and
"' Check and
(3) Real -Time
Payment Method
Convenience
Convenience Money Order
Money Order
Remittance Fees
Approximately
Fee
Fee Re -Deposit Fee
Return Fee
20 Hrs
Check
$1.50
$0.00_ $2 00
$2.00
$0.00
$0.03/payment
$0.03/payment
Cash_
$1.50
$0.00 $0.00
Money Ord��ers
$2.00
/payment
$1.50_
1 $0.00 $2.00
_ _$0.03_
AllAll checks money orders are presented electronically
_
Ap R posit is the 2" attempt to collect good funds on an item previously returned as non -sufficient. A Return is any
check or money order returned from the bank in accordance with NACHA rules as non -collectible and returned to the biller.
All real-time processing shall be billed to the biller at the rate of three additional cents per transaction.
Implementation Costs
Activity
Description of the Activity
# of Programming
Estimated Total Cost
Basic
Implementation if Biller chooses up to two batches per
Approximately
NO CHARGE
Implementation
hour during our normal production hours
20 Hrs
Multiple Batch
Implementation if Biller chooses more than two
Approximately
$150.00 x 10
Implementation
batches per hour during normal production hours.
30 Hrs
I (additional hrs) =
1$1,500.00
Real -Time
Implementation if Biller chooses real-time payment
Approximately
$150 00 x 40
Implementation
transactions (webservices design).
60 Hrs
(additional hrs) =
Upon approval
$6,000.00 _
$150.00 per hr
Subsequent
Requests for changes occurring after implementation,
Requests
design, and/or completion.
_Change
Except for Basic Implementations, all other implementations will be billed monthly for programming time at a rate of $150.00
per hour.
10. Check Processing
Fidelity Express shall notify Company by a mutually agreed upon format of any customer
payments by check or money order received by agents which are returned by the bank in
accordance with NACHA rules. Following receipt and notification of these returned
checks, Fidelity Express will recover the total amount of any returned check principal by
deducting the total amount of such returned check principal from the next day's
settlement deposit or by some other method acceptable to both parties. However,
appropriate back up information must accompany any such deduction; i.e., Fidelity
Express will provide returned check amounts with corresponding customer account
numbers equaling the amount deducted from the settlement. All bank service fees returns
and reversals will be assessed and billed in accordance with the pricing grid above.
11. Company's File Transmission Requirement
Page 15
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If Company currently, or subsequently during the period of this agreement, requires
Fidelity Express to transmit payment files over a Virtual Private Network, data cloud,
secure network, etc., Company agrees that all costs to enable Fidelity Express to acquire
the necessary software, licensing, fees, etc. as well as to transmit the daily files shall be
borne by Company.
12. Records
During the term of this Agreement and for a period of two (2) years thereafter, Fidelity
Express shall keep, maintain and preserve, at Fidelity Express's principal office or in an
alternate secure location, in the form of hard copy, microfiche, microfilm, or electronic
media full records of all transactions relating to the work Fidelity Express performed
under this Agreement. Upon reasonable notice, which notice shall specify the accounts,
records and books requested for viewing, Company shall be afforded adequate work
space and shall have full access during normal business hours to inspect, audit and
reproduce any and all such accounts, records and books of Fidelity Express. Agreements
between Fidelity Express and any of its subcontractors or Agents shall contain a
provision identical to that stated above. To assure the quality of services provided to
Company, Fidelity Express shall maintain a routine audit of its subcontractors'/Agents'
facilities throughout the performance of this Agreement.
12.01 Company shall have the right, with prior reasonable notice to Fidelity Express or
its payment locations, to enter upon the premises of payment locations in order to
observe the operation of the payment locations and to conduct such tests as it
deems necessary to verify the integrity of the payment processing procedures.
Furthermore, upon reasonable notice to Fidelity Express, which shall not be less
than twenty-four (24) hours, Company shall have the right to observe Fidelity
Express's operation in order to verify compliance with the terms and conditions of
this Agreement.
13. Indemnification
Fidelity Express shall indemnify and hold Company harmless from and against any and
all loss, damage and liability and from any and all claims and demands, suits, actions and
judgments for damages on account of any actions or failures to act by Fidelity Express or
its agents.
14. Confidentiality
Page 16
Any information provided to or received by Fidelity Express regarding Company
customer accounts shall be held in the highest confidence and not disclosed to any third
party without express written permission of Company. Additionally and to the extent
allowed by law, any proprietary information provided by Fidelity Express to Company
shall not be disclosed by Company to any third -party without the express written consent
r
of Fidelity Express, and each party agrees to treat such information with the same
standard of care that it uses with respect to its own proprietary information to prevent the
information's disclosure.
15. Publicity
Company, at its option, may provide Fidelity Express with signs or other promotional
material intended to inform Company customers of Fidelity Express locations which are
approved to handle its bill payments.
Company shall communicate with their customers and advise them that they (customer)
have the ability to pay their Company bill at a Fidelity Express agent location.
Communication shall be made once a year. The form of communication is at the option
of Company. Communications shall list Fidelity Express' name and/or logo and can be
made using a flyer, mailer, bill envelope, newspaper ad, link to Fidelity Express web site
or a link to a word document listing agent locations.
All advertising or promotional material utilized to promote use of Fidelity Express
services to Company's customers shall be pre -approved by Company and Fidelity
Express prior to use. Company will advise Fidelity Express when communication will be
or has been made.
16. Compliance with Law
In performance of this Agreement, Fidelity Express agrees to comply with all local, City,
State and Federal regulations as they may apply to the services provided, (including
OSHA).
17. Notices
Page 17
Any written notice required by the terms of this Agreement shall be deemed to be
sufficiently given when sent by certified or registered mail, postage prepaid, to the
respective parties as follows: (The foregoing addresses may be changed at any time by
written notices to the other party.)
Company: City of The Colony
Address: 6800 Main Street, The Colony, TX 75056
Attn: Mr. Troy Powell - City Manager
Fidelity Express
A Division of GSC Enterprises, Inc.
PO Box 768
1301 Main Street
Sulphur Springs, TX 75482
Attn: Mr. R. McKenzie - Vice President and COO
18. Heading
The headings in this Agreement are for convenience only and shall not be construed to
define or limit any terms.
19. Waiver of Right
No course of dealing or failure of either party to strictly enforce any terms, right or
condition of this Agreement shall be construed as a waiver of such term, right or
condition.
20. Binding Nature and Assignment_
This Agreement shall be binding upon the parties and their successors and permitted
assigns. Company reserves the right to assign this Agreement to any wholly owned
subsidiary or any affiliate company.
21. Governing Law/Jurisdiction
This Agreement shall be construed under and governed by the laws of the State of Texas.
22. Severability
In the event that one or more provisions contained in this Agreement are for any reason
held to be unenforceable in any respect, such unenforceability shall not affect any other
term or condition of this agreement and this agreement shall be construed as if the
unenforceable provision was not contained in this agreement.
23. Entire Agreement
The parties acknowledge that they have read this Agreement and understand it and agree
to be bound by its terms and conditions. Further, the parties agree that it is a complete
and exclusive statement of the Agreement between them which, except for the schedule
herein, supersedes all other proposals and prior agreements, oral or written, and any other
communications between the parties relating to the subject matter of this Agreement.
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City of The Colony
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