HomeMy WebLinkAboutContracts & Agreements_214-2021AMENDMENT TO THE UNIVERSAL SERVICE AGREEMENT
This Amendment ("Amendment") is by and between Worxtime, LLC (a wholly owned subsidiary of TALX
Corporation and hereinafter shall be referred to as "Worxtime") and City of Redlands ("Client"), and is effective as
of December 1, 2021 ("Effective Date") This Amendment is entered into with the express agreement that except
as addressed herein, all terms, conditions and stipulations contained in the Universal Service Agreement between
Worxtime and Client, with an Effective Date of December 1, 2018, as amended, (the "Agreement") shall remain in
full force and effect and without any change or modification whatsoever For the purposes of this Amendment, all
capitalized terms used herein and not otherwise defined shall have the meaning set forth in the Agreement.
WHEREAS, the parties desire to amend their Agreement, as set forth herein and hereby reaffirm and ratify
each of the terms and conditions in the Agreement.
NOW, THEREFORE, in consideration of the premises and mutual covenants set forth herein, and for other
valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree to amend
the Agreement as follows
Amendment to Schedule A — ACA Reporting Service and its associated Schedule B dated December 1, 2018
1 Schedule A, section 2. Term The Term is hereby amended as follows
Effective December 1, 2021, the term is hereby extended for an additional three (3) years
2. Schedule A, Exhibit 1 — Fees — the following shall be added
State Mandate Reporting Subscription
The State Mandate Reporting Subscription will be invoiced annually the month after production Any fees
for subsequent transmissions will be invoiced monthly after utilization
Annual Fixed -Fee Description
Purchased
Unit Price
Total
State Mandate Reporting
Yes
See below
New Jersey Filing Transmittal Service (includes 2 filing transmissions);
Subsequent transmissions will be invoiced at $1,000/each
No
N/A
N/A
District of Columbia Filing Transmittal Service (includes 2 filing
transmissions);
Subsequent transmissions will be invoiced at $1,000/each
No
N/A
N/A
California Filing Transmittal Service (includes 2 filing transmissions);
Subsequent transmissions will be invoiced at $1,000/each
Yes
$2,000
$2,000
Rhode Island Filing Transmittal Service (includes 2 filing transmissions);
Subsequent transmissions will be invoiced at $1, 000/each
No
N/A
N/A
Total Annual Fixed -Fees
$2,000
The annual escalator from the contract will be applied on the anniversary of the contract's Renewal Date. This contract
referenced above does not have an annual escalator
3. Schedule B, Service Description Overview — the following shall be added
State Mandate Reporting
Description
The State Mandate Reporting Service is designed to transmit Client's Data to the specified state per the
instructions based on individual state requirements
Service Delivery Tasks
Worxtime will perform the following tasks in the delivery of this service
Transmit Tax Form 1094-C/1095-C Data elements according to the distribution requirement(s) defined
by the state(s) selected in Exhibit 1 - Fees
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Assumptions
Client understands that for Worxtime to transmit to individual state entities, Client must have completed the
implementation of Services and have uploaded all required Data.
Worxtime will charge Client as noted in Exhibit 1 - Fees for each subsequent transmission to the state(s) if
additional transmissions are required
Client Purchase Orders If the use of a Purchase Order ("PO") or similar ordering document is required by Client,
the following information must be provided as part of the Agreement. Failure to include this information reflects
Client's agreement that a PO shall not be required by Client. Client shall provide notice of any PO changes no less
than ninety (90) days prior to the expiration of the current PO No additional terms and conditions shall be included
in the PO unless expressly agreed to in writing by the Parties If there is a conflict between language in the PO and
the Agreement, the Agreement shall control Client shall send the PO's to purchaseorders@equifax.com
PO Number (or similar)
PO Amount
(does not limit or otherwise
impact any minimum ordering
obligations or purchase
commitments specified in the
Agreement)
$
per timeframe
PO Effective Dates
(does not impact the Effective
Date(s) or Term(s) specified in
the Agreement)
From
To.
PO Contact
Name
Phone
Email
Miscellaneous, Other Terms Neither this Amendment nor the Agreement can be amended or otherwise
modified, except as agreed to in writing by each of the parties authorized representatives hereto
Effect of Amendment; Entire Agreement. This Amendment together with the parties Agreement (and any
attachments, addenda, and supplements thereto) shall be the complete and exclusive statement of the Agreement
between the parties as to the subject matter of the Agreement, and shall be binding upon each of the parties hereto,
their respective successors and to the extent permitted their assigns All prior negotiations, discussions and
understandings between the parties are fully merged into the Agreement and amendments thereto In the event of
a conflict between the terms and conditions hereof, and the terms and conditions of the Agreement, the specific
terms and conditions set forth in the Amendment shall govern
This Amendment is accepted and agreed to by the following authorized representatives of the parties and each
person signing below represents and warrants that he or she has the necessary authority to bind the principal set
forth below
March 10, 2020 Template
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Worxtime Amendment Page 2 of 3
IN WITNESS WHEREOF, the parties have executed this Amendment effective as of the Effective Date above
CLIENT City of Redlands
ADDRESS. P 0 Box 3005
edlands, CA 92373
Worxtime, LLC, a wholly owned
subsidiary of TALX Corporation
ADDRESS 11432 Lackland Road
Signed By. Jf 11 16 4(', /1 & «1.t ( Signed By
Printed Name
Title
Date.
Charles M. Duggan, Jr
City Manager
November 24, 2021
Printed Name
Title
Date
St Louis, MO 63146
CrA,� 'Beal(
V'P) Son4Y-a'S
ATTEST
e Donaldson
ty Clerk, City of Redlands
March 10, 2020 Template
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