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HomeMy WebLinkAboutContracts & Agreements_245-2020Systems & Software November 3, 2020 Quote #CQ -526 Danielle Garcia City of Redlands 35 Cajon Street Redlands, CA 92373 Dear Danielle, This quote is for terms and conditions to change the payment gateway provider and IVR from ACI to Invoice Cloud This is a change to the original Implementation SOW (Exhibit 3 from the ISA) and Change order to add ACI Systems & Software (S&S) is pleased to present this Quotation to City of Redlands Line item Total Price Change to the existing CO Addendum to add ACI to Scope, and Exhibit 3 from the ISA Scope The City of Redlands has elected to change payment gateway providers and will be moving forward with the Invoice Cloud solution integrated with enquesta and WebConnect Invoice Cloud Credit Card/Debit Card and ACH pricing This includes a max payment amount of $500 Invoice Cloud One -Time Payment ACH/EFT processing• This includes a max payment amount of $125,000 Autopay ACH transactions (absorbed by City of Redlands). Paperless suppression for (Net New Customers): Inbound IVR (per completed payment transaction) ACH Rejects and Credit Card Chargebacks (per) Monthly Access Fee (flat fee per month): **The pricing listed above is Invoice Clouds pricing for City of Redlands and will be listed on the BOF** $3 95 $3.95 $0 75 $0 30 $0.95 $5 00 $95.00 10 E Allen St. Suite 201 Winooski VT 05404 phone: (802) 865.1170 fax: 111021,1365.1111 enQuesta' Service that Drives Success Eir Systems & Software City of Redlands will be provided with the following features o Single Sign On with CustomerConnect (Electronic Bill Presentment and Payment) o One -Time Payments o Scheduled Payments o Auto -Pay o Recurring Scheduled Payments o Stored Payment Profiles o Pay by Text o Mobile Optimization o Data Pump o E -bill (moved from S&S to Invoice Cloud) Invoice Cloud biller agreement and biller order form attached • Invoice Cloud Biller Order Form • Invoice Cloud Biller Agreement Systems and Software will support City of Redlands with the Invoice Cloud Implementation and replacement of ACI - WebConnect user Name Conversion (Single sign -on to pass to IC) - Convert current COA ebill customers to Invoice Cloud ebilling All work to be performed remotely from the S&S offices 10 E Allen St. Suite 201 i in o ki VT 05414 phoney 1804 8654170 fax; (802) 865.1171 enauesta- Service that Drives Success Systems & Software Acceptance may be indicated by signing as shown below. Accepted by Paul Fos er, Mayor Date 12/1/20 Terms & Conditions 1 Services will be scheduled once signed quote is received by S&S 2 Payment Terms Transaction fees to be billed monthly 3 This Quotation is valid for 30 days 4 This Quotation is written under the guidelines set out in Attachment A to the Systems & Software Annual Support and Maintenance Contract. Please sign, date, and return an original, scanned, or faxed copy of this document to Systems & Software, fax 802-865-1171, Attention Dan Barry Systems & Software appreciates the opportunity to be of continued service Thank you, Dan Barry Account Manager Systems & Software 10 E Alien St. Suite 201 Winooski VT 05404 phone: 802) 8651170 fax; (802) 865.1171 enQuesta— Service that Drives Success Mir '4"r AIIIMINIMMI Systems & Software 1 License Grant & Restrictions Subject to execution by Biller of the Invoice Cloud Biller Order Form incorporating this Agreement, Invoice Cloud hereby grants Biller a non-exclusive, non -transferable worldwide right to use the Service described on the Biller Order Form until termination as provided herein, solely for the following purposes, and specifically to bill and receive payment from Biller s own customers, for Services that are referenced in the Biller Order Form All rights not expressly granted to Biller are reserved by Invoice Cloud and its licensors Biller will provide to Invoice Cloud all Biller Data generated for Biller's Customers Unless otherwise expressly agreed to in writing by Invoice Cloud to the contrary Invoice Cloud will process all of Biller s Customers' Payment Instrument Transactions requirements related to the Biller Data and will do so via electronic data transmission according to our formats and procedures for each electronic payment type selected in the Biller Order Form In addition, Biller will sign all third party applications and agreements required for the Service including without limitation payment and credit card processing agreements and merchant agreements For invoice types listed on the Order Form (e g real estate taxes, utility bills parking tickets insurance premium, loans, etc ), Biller will not use the credit card processing, ACH or check processing of any bank, payment processor, entity, or person, other than Invoice Cloud via electronic data transmission or the authorization for processing of Biller's Customers' Payment Instrument Transactions for each electronic payment type selected in the Biller Order Form throughout the term of this Agreement Biller shall not (i) license. sublicense, sell. resell. transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Service in any way, (u) modify or make derivative works based upon the Service (in) Recreate "frame" or "mirror" any portion of the Service on any other server or wireless or Internet - based device, (iv) reverse engineer or access the Service or (v) copy any features functions or graphics of the Service 2 Privacy & Security Invoice Cloud's privacy and security policies may be viewed at http.l/www invoicecloud.com/privacy html Invoice Cloud reserves the right to modify its privacy and security policies in its reasonable discretion from time to time which modification shall not materially adversely impact such policies Invoice Cloud will maintain compliance with current required Payment Card industry (PCI) standards and Cardholder Information Security standards 3 Account Information and Data Invoice Cloud does not and will not own any Customer Data, in the course of providing the Service Biller, not Invoice Cloud, shall have sole responsibility for the accuracy, quality, integrity, legality, and reliability of, and obtaining the intellectual property rights to use and process all Customer Data In the event this Agreement is terminated Invoice Cloud will make available to Biller a file of the Customer Data within 30 days of termination of this Agreement (or at a later time if required by applicable law), if Biller so requests at the time of termination Invoice Cloud reserves the right to remove and/or discard Customer Data with 30 days notice except as prohibited by applicable law or in the event of exigent circumstances which makes prior notice impracticable, and in which case. notice will be provided promptly thereafter 4 Confidentiality / Intellectual Property Ownership invoice Cloud agrees that it may be furnished with or otherwise have access to Customer Data that the Biller's customers considers confidential Invoice Cloud agrees to secure and protect the Customer Data in a manner consistent with the maintenance of Invoice Cloud's own Confidential information. using at least as great a degree of care as it uses to maintain the confidentiality of its own confidential information, but in no event use less than commercially reasonable measures Invoice Cloud will not sell, transfer, publish, disclose, or otherwise make available any portion of the Customer Data to third parties, except as required to perform the Services under this Agreement or otherwise required by applicable law Invoice Cloud (and its licensors, where applicable) owns all right. title and interest, including all related Intellectual Property Rights in and to the Invoice Cloud Technology, the Content and the Service and any enhancement requests, feedback, integration components, suggestions, ideas, and application programming interfaces, recommendations or other information provided by Biller or any other party relating to the Service In the event any such Intellectual property rights in the Invoice Cloud Technology, the Content or the Service do not fall within the specifically enumerated works that constitute works made for hire under applicable copyright laws or are deemed to be owned by invoice Cloud, Biller hereby irrevocably, expressly and automatically assigns all right title and interest worldwide in and to such intellectual property rights to Invoice Cloud The Invoice Cloud name, the Invoice Cloud logo, and the product names associated with the Service are trademarks of Invoice Cloud or third parties, and no right or license is granted to use them 10 E" Allen St Suite 201 1Mriaoaki Vi 05404 phwie: (802) 865.1170 {ax: (802) 865.1171 er1Questa Service that Drives Success Systems & Software Biller agrees that during the course of using or gaining access to the Service (or components thereof) it may be furnished with or otherwise have access to information that Invoice Cloud considers to be confidential including but not limited to Invoice Cloud Technology, customer and/or prospective customer information, product features and plans, marketing/sales collateral, pricing and financial information of the parties which are hereby deemed to be Invoice Cloud Confidential Information, or any other information that by its very nature constitutes information of a type that any reasonable business person would conclude was intended by Invoice Cloud to be treated as proprietary confidential or private (the "Confidential Information") Biller agrees to secure and protect the Confidential Information in a manner consistent with the maintenance of Invoice Cloud's rights therein, using at least as great a degree of care as it uses to maintain the confidentiality of its own confidential information but in no event use less than reasonable efforts Biller will not sell, transfer, publish, disclose, or otherwise make available any portion of the Confidential Information of the other party to third parties (and will ensure that its employee and agents abide by the requirements hereof), except as expressly authorized in this Agreement or otherwise required by applicable law 5 Billing and Renewal Invoice Cloud fees for the Service are provided on the Biller Order Form Invoice Cloud's fees are exclusive of all taxes, levies or duties imposed by taxing authorities, Invoice Cloud may assess and/or collect such taxes, levies, or duties against Biller and Biller shall be responsible for payment of all such taxes, levies, or duties, excluding only United States (federal or state) taxes based solely on Invoice Cloud's income Ali payment obligations are non cancellable and all amounts or fees paid are non refundable Unless Invoice Cloud in its discretion determines otherwise all fees will be billed in U S dollars If Biller believes Biller's bill or payment is incorrect Biller must provide written notice to Invoice Cloud within 60 days of the earlier of the invoice date, or the date of payment, with respect to the amount in question to be eligible to receive an adjustment or credit otherwise such bill or payment is deemed correct Invoice Cloud reserves the right to modify any pricing with respect to fees owed by the Biller upon thirty days written notice to Biller based on increases incurred by Invoice Cloud on fees, assessments, and the like from credit card processers bank card issuers payment associations, ACH and check processers 6 Term and Termination The initial term of this Agreement shall commence of the execution date of the Biller Order Form and continue for a period of three (3) years after the date that the first transactions are processed through the Service (' Initial Term") and will automatically renew for each of additional successive three (3) yeas terms (' Renewal Term") unless terminated as set forth herein, with each fiscal year subject to the Biller's appropriation of sufficient funds to fulfill its obligations to pay Invoice Cloud under this Agreement This Agreement may be terminated by either party effective at the end of the initial or any Renewal Term by such party providing written notice to the other party of its intent not to renew no less than ninety (90) days prior to the expiration of the then -current term Failure of the Biller to appropriate sufficient funds to fulfill its obligations to pay Invoice Cloud under this Agreement for any future fiscal year shall result in termination of the Agreement effective thirty (30) days after the Biller provides notice thereof to Invoice Cloud Additionally, this Agreement may be terminated by either party with cause in the event of a material breach of the terms of this Agreement by the other party and the breach remains uncured for a period of 30 days following receipt of written notice by the breaching party For example, any unauthorized use of the Invoice Cloud Technology or Service by Biller, or its authorized users will be deemed a material breach of this Agreement Upon any early termination of this Agreement by Invoice Cloud as a result of the breach, Biller shall remain liable for all fees and charges incurred, and all periodic fees owed through the end of the calendar month following the effective date of termination Upon any termination or expiration of this Agreement, Biller's password and access will be disabled and Biller will be obligated to pay the balance due on Biller's account computed in accordance with the Order Form Biller agrees that Invoice Cloud may charge such unpaid fees to Biller's Debit Account or credit card or otherwise bill Biller for such unpaid fees 7 Invoice Cloud Responsibilities Invoice Cloud represents and warrants that it has the legal power and authority to enter into this Agreement Invoice Cloud warrants that the Service will materially perform the functions that the Biller has selected on the Order Form under normal use and circumstances and that Invoice Cloud shall use commercially reasonable measures with respect to Customer Data to the extent that it retains such, in the operation of the Service, provided that the Biller shall maintain immediately accessible backups of the Customer Data In addition, Invoice Cloud will, at its own expense. as the sole and exclusive remedy with respect to performance of the Service, correct any Transaction Data to the extent that such errors have been caused by invoice Cloud or by malfunctions of Invoice Cloud's processing systems 10 E Allen St, Suite 201 Wnaosk' VT 05404 phone: (802) 8654170 fax: (80 865-•1171 enQuesta' Service that Drives Success Systems & Software 8 Limited Warranty EXCEPT AS PROVIDED IN SECTION 7, THE SERVICES AND ALL CONTENT AND TRANSACTION DATA IS PROVIDED WITHOUT ANY EXPRESS, OR IMPLIED WARRANTY, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND ALL OTHER WARRANTIES ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY INVOICE CLOUD AND ITS LICENSORS AND PAYMENT PROCESSORS INVOICE CLOUD AND ITS LICENSORS AND PAYMENT PROCESSORS DO NOT REPRESENT OR WARRANT THAT (A) THE USE OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR -FREE, OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA, (B) THAT THE SERVICE WILL NOT DELAY IN PROCESSING OR PAYING, OR (C) THE SERVICE WILL MEET REQUIREMENTS WITH RESPECT TO SIZE OR VOLUME Invoice Cloud's service may be subject to limitations, delays, and other problems inherent in the use of the internet and electronic communications Invoice cloud is not responsible for any delays, delivery failures. or other damage resulting from such problems 9 Biller's Responsibilities Biller represents and warrants that it has the legal power and authority to enter into this Agreement Biller is responsible for all activity occurring under Biller's accounts and shall abide by all applicable laws, and regulations in connection with Biller's and/or its customers' and/or any payers' use of the Service, including those related to data privacy, communications, export or import of data and the transmission of technical, personal or other data. Biller represents and warrants that Biller has not falsely identified itself nor provided any false information to gain access to the Service and that Biller's billing information is correct Biller shall (i) notify Invoice Cloud immediately of any unauthorized use of any password or account or any other known or suspected breach of security, (n) report to Invoice Cloud and immediately stop any copying or distribution of Content that is known or suspected to be unauthorized by Biller or Biller's Users and (nn) obtain consent from Biller's customers and payers to receive notifications and invoices from Invoice Cloud Invoice Cloud is not responsible for any Biller postings in erroi due to delayed notification from credit card processor, ACH bank and other related circumstances Biller agrees and acknowledges that in the event that Biller has access to, receives from, creates, or receives protected health information, or Biller has access to, creates. receives, maintains or transmits on behalf of electronic protected health information (as those terms are defined under the privacy or security regulations issued pursuant to the Health Insurance Portability and Accountability Act of 1996 ("HIPAA") and Subtitle D of the Health Information Technology for Economic and Clinical Health Act provisions of the American Recovery and Reinvestment Act of 2009 ("ARRA' ),during the performance under this Agreement it will comply with all such law, regulations and rules related thereto Biller is required to ensure that it maintains a fair policy with regard to the refund, return or cancellation of services and adjustment of Transactions Biller is also required to disclose al] refund, return and cancellation policies to Invoice Cloud and any applicable payment processors and Biller's Customers, as requested Any change in a return/ cancellation policy must be submitted to Invoice Cloud, in writing, not less than 21 days prior to the effective date of such change If Biller allows or is required to provide a price adjustment, or cancellation of services in connection with a Transaction previously processed, Biller will prepare and deliver to Invoice Cloud Transaction Data reflecting such refund/adjustment within 2 days of resolution of the request resulting in such refund/adjustment The amount of the refund/adjustment cannot exceed the amount shown as the total on the original Transaction Data. Biller may not accept cash or any other payment or consideration from a Customer in return for preparing a refund to be deposited to the Customer's account, nor may Billet give cash/check refunds to a Customer in connection with a Transaction previously processed, unless required by applicable law 10 Indemnification Invoice Cloud shall indemnify and hold Biller employees attorneys and agents harmless from any losses, liabilities, and damages (including, without limitation Biller's costs and reasonable attorneys' fees) arising out (i) failure by Invoice Cloud to implement commercially reasonable measures against the theft of the Customer Data, or (ii) its total failure to deliver funds processed by invoice Cloud as required hereunder (which relates to payments due from Invoice Cloud for Transaction Data) This indemnification does not apply to any claim or complaint relating to Biller's failure to resolve a payment dispute concerning debts owed to Biller or Biller's negligence or willful misconduct or violation of any applicable agreement or law 11 Fees Invoice Cloud will not charge fees related to the initial setup, initial implementation and personalization of its standard Service unless a fee is included in the Biller Order Form Invoice Cloud will charge the Biller or payer fees as provided in the Biller Order Form In addition, Invoice Cloud reserves the right to charge for changes to 10 E Allen St. Suite 201 Wirioo ki VT 05404 phos (80Z a65.1170 fax: (802) 865.1171 et1Questa"' Service that Drives Success A Systems " & Software the setup, implementation or personalization performed after the completion of initial setup or implementation and any other requested work or changes including the following services, at its then standard rates new file/biller set up template changes custom reports and other custom development new bill printer support invoice file format changes resulting in revision of integrationldatatranslation re -implementation of a site/system and/or new billing system payment file revisions loading pdfs and importing/loading invoices conversion of biller customei registrations/passwords (post initial implementation) balance forward of invoices other out of scope services 12 Limitation of Liability INVOICE CLOUD'S AGGREGATE LIABILITY SHALL BE UP TO AND NOT EXCEED THE AMOUNTS ACTUALLY PAID BY AND/OR DUE FROM BILLER IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM IN NO EVENT SHALL INVOICE CLOUD AND/OR ITS LICENSORS BE LIABLE TO ANYONE FOR ANY INDIRECT PUNITIVE SPECIAL EXEMPLARY INCIDENTAL CONSEQUENTIAL (INCLUDING LOSS OF DATA, REVENUE PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS SERVICE, EVEN IF THE PARTY FROM WHICH DAMAGES ARE BEING SOUGHT OR SUCH PARTY'S LICENSORS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES Certain states and/or jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental, consequential or certain othei types of damages, so the exclusions set forth above may not apply to Biller 13 Export Control The Biller agrees to comply with United States export controls administered by the U S Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control and other U S agencies 14 Notice Either party may give notice by electronic mail to the other party's email address (for Biller, that address on record on the Biller Order Form, or by written communication sent by first class mail or pre -paid post to the other party's address on record in Invoice Cloud's account information for Biller and for Invoice Cloud to Invoice Cloud. Inc , 30 Braintree Hill Office Park, Suite 303. Braintree, MA 02184 Attention Client Services Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre -paid post) or 12 hours after sending (if sent by email) 15 Assignment This Agreement may not be assigned by either party without the prior written approval of the other party, but may be assigned without such party's consent to (i) a parent or subsidiary, (ii) an acquirer of assets, or (iii) a successor by merger Any purported assignment in violation of this section shall be void 16 Insurance Invoice Cloud agrees to maintain in full force and effect during the term of the Agreement, at its own cost, the following coverages a. Commercial General or Business Liability Insurance with minimum combined single limits of One Million ($1,000,000) each occurrence and Two Million ($2,000,000) general aggregate b Umbrella Liability Insurance with minimum combined single limits of Five Million ($5 000 000) each occurrence and Five Million ($5 000,000) general aggregate c Automobile Liability Insurance with minimum combined single limits for bodily injury and property damage of not less than One Million ($1,000,000) foi any one occurrence, with respect to each of the Invoice Cloud's owned, hired or non -owned vehicles assigned to or used in performance of the Services d Errors and Omissions Insurance (Professional Liability and Cyber Insurance) with limits of liability of at least One Million Dollars ($1,000,000) per claim and in the aggregate 17 Immigration Laws For Services performed within the United States, Invoice Cloud will assign only personnel who are either citizens of the United States or legally eligible to work in the United States Invoice Cloud represents 10 E Men Si. Suite 201 Wnooski VT 05402. phone: (802) 865.1170 fax: (802) 8451171 enQuesta`" Service that Drives Success Systems & Software and warrants that it has complied and will comply with all applicable immigration laws with respect to the personnel assigned to the Biller 18 Beta Products In the event that there is any functionality labelled "Beta' on the Biller Order Form such functionality is provided "AS IS" WITHOUT ANY EXPRESS, OR IMPLIED WARRANTY, INCLUDING, WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND ALL OTHER WARRANTIES ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY INVOICE CLOUD AND ITS LICENSORS AND PAYMENT PROCESSORS INVOICE CLOUD S AGGREGATE LIABILITY WITH RESPECT TO SUCH FUNCTIONALITY SHALL BE UP TO AND NOT EXCEED $10 19 General With respect to agreements with municipalities, localities or governmental authorities, this Agreement shall be governed by the law of the state wherein such municipality, locality or governmental authority is established, without regard to the choice or conflicts of law provisions of any jurisdiction With respect to Bitters who are not with municipalities localities or governmental authorities, this Agreement shall be governed by Massachusetts law and controlling United States federal law, without regard to the choice or conflicts of law provisions of any jurisdiction No text or information set forth on any other purchase order, preprinted form or document (other than aBiller Order, if applicable) shall add to or vary the terms and conditions of this Agreement If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision(s) shall be construed, as nearly as possible to reflect the intentions of the invalid or unenforceable provision(s), with all other provisions remaining in full force and effect No joint venture partnership, employment or agency relationship exists between Biller and Invoice Cloud as a result of this agreement or use of the Service The failure of either party to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Invoice Cloud in writing All rights and obligations of the parties in Sections 4, 6, 10, 12, 14. 18 and 19 shall survive termination of this Agreement This Agreement, together with any applicable Biller Order Form, comprises the entire agreement between Biller and Invoice Cloud and supersedes all prior or contemporaneous negotiations, discussions or agreements, whether written or oral between the parties regarding the subject matter contained herein Biller agrees that Invoice Cloud can disclose the fact that Biller is a paying customer and the edition of the Service that Biller is using Additional terns and conditions and definitions applicable to this Agreement and the Biller Order Form are found at www invoicecloud.comltermsandconditions (the `Biller T+C") and are agreed to by Invoice Cloud and the Biller 10 E Allen St. Suite 201 Winooski VT 05404 phone: 865.1170 fax'. 1802) 865.1171 enQuesta' Service that Drives Success Systems " & Software InvoiceCloud Biller Order Form SALES INFORMATION IC Sales Rep Order Date Matt Pritzel Vertical Software Partner Utility 1112/2020 Sales Partner Harris Systems & Software Harris Systems & Software PRODUCTS AND SERVICES Products [E9PP] [IVR] (Single Sign -On] [CSRConnectj [Outbound IVR) PAYMENT METHODS ACCEPTED Payment Types [V]SA/Mastercard/Discover] [ACH/EFT) BILLER INFORMATION) Oiaewrship Type Legal Name Address 1 Address 2 City State Government Phone (909) 79B-7517 xt 2 I Fax City of Redlands Wehsite URL http.//wn>w-cityofredlands.ore/ 35 Cajon Street Bus. Open Date I Federal Tax ID Redlands Federal rax 1 aria regal name must maim on a'rdocuments CA l ZIP 192373 BILLER CONTACT Primary Contact Name Danielle Garcia Phone (909) 798-7517 Xi 2 Email Address dgarcia@cityofredlands.org SIGNING AUTHORITY Name Title Phone I Fax I Email Address BILLER PRICING Description Interval Cost Type Cost IC IVR Payment Transaction Fee Credit Card Per Transaction Fixed (5) 50.95 IC IVR Payment Transaction Fee EFT Per Transaction Fixed (5) 50.95 ACH Reject Fee Submitter {Chase) Per Transaction Fixed (5) S5.00 Recurring Transaction (ACH only) Per Transaction Fixed (5) 50'75 Invoice Presentment For Paperless Customers Per Transaction Fixed (5) 50.30 Biller Portal Access Fee Monthly Fixed (5) 595.00 Chargeback Fee Submitter {Chase) Per Transaction Fixed (5) 55.00 HARDWARE Card Reader Type Card Reader Shipping Addr (Ff dijjerent than location address) Quantity l I Cost per Reader Billing interval Kiosk Type Device Quantity I Per novice Tan Min 1 Nora. Biller will be, rharOd for the minimum IOU mbar of trarneaiens fisted to left each 10E Allen St. Suite 201 Winooski Vr 06404 phone: (892) 865.1170 fax: (802) 8651171 enQuesta"' Sete that Drives Success Systems & Software Standard/In Door 750 month per kiosk unity In addition if the Billet's order includes kiosks then the terms and conditions of Kiosk Managed Standard SOW (and applicable schedules) are hereby agreed and incorporated by reference Thru-Waft 800 Outdoor Model 850 BILLER BANK INFO? Billing Method Name on Account Bank Address Routing 41 Note Must include voided business check or bank letter for each Bank Name Phone Last 4Acct# unique account ACH Month End Fees f 1 DATA RETENTION Months to Keep 24 Additional Fees ap by if greater than 24 months NOTES/SPECIAL HANDLING CERTIFICATION AND AGNEEIMENT ay signing below Cite Hiller hereby author- 21 'e ice Giaud. Ii¢. y'uivoice Coud"I to initiate and execute deba,'Qedt entries to its chedeiny/deposie accouno;s{ inckated above at the d sository financial nmtbutionls) named above and to deohiiittedd the satire such atcount{s). The Biller acknowledges that the criginattcn or ACH transactions to its acconnti;s;l invest comply with the provisions of u5. law This authority is to remain in fall force and effect until li) Invorce CLOnd 'las rec4iiied written notification ;by etec tonic or u5. mail1froln the Biller of its revocation in such tuna and manner as to al Inw Invoke Cloud a reasonable opporbunry to art on it, but not less than So business daps notice, and Iii1 all obligations of the tiller to :m nice cloud that have arisen under this 6,reement and all other agraenwnt tiara been paid in furl. 'Me tiller must also notify 'nvtace Cloud, in writing, fey electronic at' WS snarl when a change in ac aunt numberis) or bank has occurred at which time this authorisation shad apphp to such merridsanged account This notify on must be received within in businnos days of change3 fee will be charged for any returned Acts debits H- By signing beton, the Hyper named 11;1 noo read, agreed to. and ac4tcowledges receipt of the stiller Agreement, Bider T.C.and ether Order Funs ewensted by the tidier, and i2) notifies to imoke Cloud that heishe a authori_ad to sign this order Porpn 13] certi%s that al} information and documents submitted in connection with this order Form are true and complete- ;A) aut§roriano ,nvoice [road or 12s agent Insift'• ar.y of the iriforreabon given, including creditreierarlts, and to obtain credit reports {including a spouse if in a community procrrty statelc iib agrees to pay the Monthly access Fee through the Fastday of the month Following the effective date of termination as prtxuided in the tiling agreement: (b1 egsers that Biller and each transaction submitted will he bound by the order Form and the Siler Agreement la entirgy; 117:l 4tees that Sips Nil submit transactions only in accordance with the information in this Order Form and eilfar agreement and wit immedately inform Invoice Clasrd. br• email ,:corrtractsgiirryoicedomicaini if any information in this Order Form changes, and Is) the bJIIagrees and understands that outstanding sums due and awing to hivisice [loud., win be charged daily or monthly and debited from its current depository account. Non•suffsw-nt fimck for these debits are grounds fora charge in fes ur termination of the Agreement In the event of non-payment of any sums due, Invoice Cloud oestrus the rnht to withdraw such arms from Me current depository account at any tune to ensure payment of the same. C, Pay by Text Standard data rates a nd +x:[t messaging rates may apply based on the payer's plan with their morale phone tanner Payer can opt out or` text rrnessaqcng at anytime with Mesita Claud. Partial gayieent or overpayment is not supported. Ser,ce fees may apply based an the biller set up with invoice Cloud. Hiller may not use the service for activities that violate any law, statute. ordinance or regulation Cr By signing below, the Biller hereby gives permission to invoice Cloud to access his F her credit history via trans Union, Equifax, or other credit-reparterg agency E. The order Form and the Biller Agreement mil become enec:tre only When minter -signed by invoice cloud and upon enecution b;• the Vier of such third party agreement required by Invelt 1 Claud to permit use of the payment fi titian of the Service_ 10 E Allen 5t. Suite 201 Winooski VT 05404 phone: (802) 865.1170 fax: (802) 865=1171 en1Questa"' Service that Drives Success Systems & Software W wIrN£i5 WHEREOF 11u pantos herr tamarind! a..s Ra)wumnd as d d illy Acre ted by 9iller- CILLik031C6ge Corparete OTifirer Attest Paul W Foster Printed Herne Mayor, City of Redlands Title nne Donaldson, City Clerk x I 11- z -2o Accepted by Irv:rice Cloud, Inc_ Corparete Officer Robert Lapides Printed Name President Titre 10 E Mar 5t. Suite 201 Winooski VT 0540+1 enQuesta Owe) (802)865.1170 fax; (902)865.1171 Service that Drives Success rffir Systems & Software InvoiceCloud INVOICE PARAMETERS Biller Order Form invoice Parameters must be completed for each mvo ce true Invoice Type Biller Software Utility Bill 1 Pricing Madel Paid By Submitter Harris Systems & Software I Nan -Submitter interchange BILLING DETAILS Please indicate which months buts are sent by plating the bill Count for each month below: Jan Feb Mar Apr May June July Aug Sep Oct Nov D. 2300 2300 2300 2300 2300 2300 t 2300 2300 2300 2300 2300 2100 Avg Invoice Max invoice 5 250.00 5 500.00 Bill Frequency 6i -Monthly BPM 2300 SERVICE FEES Payment Source Description Payment Method Minimum Fee {Si per Transaction Calculation Type Fee Amount All Payment Sources Credit/Debit 1.50 Fitted (5) 53.95 AIL Payment Sources ACH/EFT Fixed [5) 53.95 Kiosk All Payment NlethCds FV0 Surcharge All Payment Methcds PAYMENT SOURCE EXCEPTIONS MAX PAYM:EhiT CAP 00 Max 1500.00 I ACH Max (5) 1125000.00 1 BILLER DEPOSITORY BANK INFO Routing sl Note must include voided business check or bunk letter for each 4 Acct unique account 1 Last k NOTES/SPECIAL HANDLING 10 E Allen St Suite 201 Winooski VT 05404 phone: (802) 865i170 fax (802) 865,1171 enQuesta„. Service that Drives Success