HomeMy WebLinkAboutC2012-053 - 2/12/2012 - NAAMENDMENT NO. I TO THE PAYMENT SERVICES AGREEMENT
THIS AMENDMENT NO. 1 ( "Amendment No. 1 "), entered into as of the date indicated
below ( "Amendment No. 1 Effective Date "), modifies the PAYMENT SERVICES AGREEMENT as
amended, modified and supplemented from time to time, (the "Agreement "), dated September 19, 2007
between CITY OF CORPUS CHRISTI ( "Company) and WESTERN UNION FINANCIAL SERVICES,
INC. ( "WU "). All capitalized terms not defined herein shall have the same meaning as ascribed to such terms
in the Agreement. Company and WU may be individually referred to as a "Parry" and collectively as the
"Parties ".
WHEREAS, WU and Company now desire to reinstate and amend portions of the Agreement which
govern the Service being utilized by Company;
NOW, THEREFORE, the Parties agree to amend the Agreement as follows.
1. The Parties agree to reinstate the Agreement effective as of September 19, 2011. A copy of the
Agreement is attached as Exhibit A to this Amendment No. 1.
2. The following is added as Section 1.11 to the Agreement.
1.11. In addition to accepting payments through its convenience pay Service, as set forth in and at
the locations identified in the Agreement, WU may also accept payments through its Payments
service at WU Agent locations throughout the United States. WU shall transmit transaction data and
settlement funds together with the transaction data and settlement funds for the convenience pay
Service payments.
3. Section 2.1 to the Agreement is hereby amended to include the following sentence:
WU reserves the right to modify the payment processing fee upon one hundred twenty (120) days
notice to Company.
4. Section 2.2 to the Agreement is deleted in its entirety and replaced with the following:
2.2. During the Initial Term of this Agreement and any applicable extension period, Company
agrees that WU shall be given the opportunity to provide the Services set forth in this Agreement.
However, notwithstanding the foregoing sentence, this is a non - exclusive Agreement and Company
reserves the right to utilize additional service providers at any location and at any time.
5. The following is added as Section 2.4 to the Agreement.
2.4 In case of any overpayment by WU to Company, for any reason, Company agrees to promptly,
upon request, refund the overpayment to WU. Company also agrees to promptly, upon request,
reimburse WU for any duplicate payments, any payments refunded to Customers by WU or any
incorrect payments. Wiz, at its option, may deduct any overpayment, duplicate payment, any
payment returned to a Customer or any other incorrect payment from future payment amounts
transmitted by WU to Company hereunder and promptly notify Company of any such deductions.
6. The Parties agree to amend Section 3.1 of the Agreement to extend the term of the Agreement for three
(3) years from the Amendment No. 1 Effective Date (the "Initial Term "); thereafter, this Agreement may be
extended for additional one (1) year periods (each, a "One Year - Extension Term ") upon mutual written
agreement of the parties.
2012 -053
02/12/12
Western Union Financial Services `NDSEX cu, D
7. Except as modified and amended herein, the terms and conditions of the Agreement continue to be
binding upon the Parties. In the event of any consistency between the terms of this Amendment No. 1 and
the terms of the Agreement, the terms of the Amendment No. 1 shall control.
IN WITNESS WHEREOF, this Amendment No. 1 has been duly executed by authorized representatives
of the Parties hereto.
CITY OF CORP S STI
By:
(si atur j required)rr��
Name:
(print name)
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Title: C t 1" �-(/l yLci- o
Date: P-4 Yv,57A t Z l ?-�O i - 2--
(Amendment No. 1 Effective Date)
WESTERN UNION F L SERVICES, INC.
By:
�t � L
(signature required
r
Name: � G
(print name)
Title:
L
Date: 5 '
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City of Corpus Christi Amdl 1 -3 -12
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PAYMENT SERVICES AGREEMENT
THIS AGREEMENT is between INTEGRATED PAYMENT SYSTEMS INC., a Delaware
corporation, having a principal office at 12, E. Belford Avenue, Englewood, Colorado 80112 ("IPS'
and CITY OF CORPUS CHRISTI, having a principal office at 1201 Leopard, Corpus Christi, Texas
78410 ("Company'. In consideration of the mutual promises set forth below, IPS and Company agree
as follows.
ARTICLE I
IPS RESPONSIBILITIES
Section I. I. IPS shall provide a bill payment service which allows consumers to make payments
to the Company (the "Service"} within the Company's service area (the "Service Area ") described in
Addendum 1 through agents of IPS (the 'Agents). IPS may add or delete an Agent location upon
providing 30 days' advance written notice to Company of the addition or deletion.
Section 1.2. IPS shall cause each Agent location to be equipped with at least one (1) point of
sale terminal connected by telephone line to IPS' electronic computer network.
Section 1.3. IPS, or at IPS' option, Agents, shall establish such accounts in die name of IPS or
Agent in such banks as IPS, or Agents shall determine, in which to deposit payments by Company's
customers (the "Accounts "). Company authorizes IPS and Agents to endorse payments by Company's
customers in die form of checks to the Accounts and to deposit such payments in the Accounts and
to deposit payments by Companys customers in the form of cash in any Account of IPS or Agent. The
checks shall be endorsed with a stamp or by the point of sale tcrninal in a format agreed upon between
the parties.
Section 1.4. Notwithstanding anything in Section 1.3 of dais Agreement, to the contrary, IPS
may, at any time during the full term of this Agreement after providing 30 days' advance written notice
to Company require its Agents to convert Customer Payments, received in the =form of checks, to
electronic checks, which electronic cliecks will be transmitted to the Customers' banks in the form of
Automated Clearing House ( "ACH ") debits. In the event IPS elects to implement the electronic check
conversion program described above, certain new Customer Payment collection procedures will be
Implemented, which shall, at a minimum, include die following:
(a) The Agent shall receive Customer Payments in the forth of checks, money orders
or cash from Customers.
(b) The Agent shall convert all checks received to electronic checks in die manner
directed by IPS,
(c) The Agent shall endorse and deposit (in the manner directed by IPS) each check
that cannot be converted to an electronic check and each money order manually or by the terminal
printer.
(d) The Agent shall obtain a sued electronic check authorization from each Customer
whose check is converted to an electronic check. The authorization shall be in the forth specified by
IPS. The Agent shrill void the check, to which the electronic check relates. Unless otherwise required
by law, regulation or rule, the Customer's check will then be returned to the Customer.
' (cy Tile Apt sell mwhl �� 1 d0ot *� ' ' idotoo [ofim of two N) ears From tote date of th
Y e transaction, or For such period as may be specified by law or for
such period as may be specified by the rules of the National Automated Clearing House Association,
whichever is longest, and to promptly produce it, upon the request of IPS.
(fi In the event any given Customer elects to not allow the Agent to. convert its check
to an electronic check format, the Agent shall have the right to refuse payment from such Customer,
unless such Customer elects to present another form of payment, such as cash or a money order.
(g) The parties also agrees that IPS shall, in its sole discretion, have the right to
discontinue or terminate the electronic check conversion program, as described above, at any time
during the full term of this Agreement.
Section I.S. On the first business day {T"� ismission Day`s following each day ('Transaction
Day"), IPS shall transmit to the Company's computer center information ( "Data") regarding payments
received by Agents on behalf of Company during the Transaction Day. IPS shall use its best efforts to
transmit Data before 6:00 a.m. Mountain Time. IPS shall also telecopy to Company (or transmit such
information in a format mutually agreed upon by the parties hereto), a summary of the transaction
described in this Subsection, by 6 :00 a.m. Mountain Time each business day.
Section 1.6. Company shall immediately notify IPS when Company fails to either receive a
transmission of Data timely or fails to receive a transmission of Data in readable form. Upon receipt
of notice, IPS shall use its best efforts to retransmit the Data.
Section 1.7, By the close of the second (2nd) business day following the Transaction Day, IPS
shall pay Company an amount equal to the total amounts paid by Company's customers to Agents
under the Service on each Truisaction Day as stated in the Data by Automated Clearing House Credit,
to Company's account number routing and transfer number
- 644 f `� C04O� _ ,w �tj; c,0 � .�,• , (die "Transfer Payment ).
If the Transfer Payment paid is less than the Transfer Payment due, when such insufficiency is
determined, IPS shall pay Company without interest an amount equal to the insufficiency. If the
Transfer Payment paid is more than the Transfer Payment due, when such excess is determined,
Company shall pay IPS the excess without interest. Company shall pay such excess to IPS by wire
transfer to an account designated by IPS or IPS may, at its option, effect such payment by deducting
a sum equal to such excess from the next Transfer Payment. In any event, when IPS acid Company
are informed that the total amount paid to Agents under the Service on any Transaction Day differs
from the amount stated in the Data, one party shall pay the other party so that the amount paid by IPS
to Company for such Transaction Day shall equal the total amount paid to Agents under the Service
on the Transaction Day.
Section 1.8. If a payment accepted by IPS for Company is returned for any reason, IPS shall,
on a one -time basis, automatically redeposk any such payment which is eligible for redeposit. If the
payment is returned a second time, IPS shall notify Company by facsimile or a mutually agreed upon
fornnat of any such returned item and shall mail any returned checks or money orders received in a
paper format to Company. On the first business day after delivery of such notice, IPS may initiate an
ACH debit to draw on Company's account number (a6 `/ 012'61 , routing and transfer number
_ 1 1g 0000 U with 'J. o wJ , for an amount equal to the sum of all
such returned payments. In addition and with respect to such returned payments, on a monthly basis,
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Company agrees to pay IPS the following fees:
(a) If the payment returned is a check or money order and is not an electronic check
and such item is returned to IPS' centralized bank account pursuant to its bank of first deposit program,
then a returned item fee of $3.95 and a handling fee of $2.95 for each item returned, shall apply.
(b) If the payment returned is an electronic check, then a returned item fee of $2.95
for each returned item, a redeposit fee of $1.95 for each item redeposited and a handling fee of $2.50
for each item returned after redeposit, shall apply.
(c) For 0 other payments returned, then a handling fee of $2.50 for each item
returned, plus any bank charges incurred by IPS in processing such returned payments, shall apply.
For purposes of this Section 1. 8, if a Customer or its financial institution for any reason disputes the
amount of, or authorization for, any electronic check, IPS may reverse the transaction and such
electronic check shall be treated as a returned item hereunder.
Section 1.9. Upon request of Company, IPS shaU supply reasonable documentation supporting
any transaction under the Service..
Section 1,10. IPS shall cause Agents to safeguard and protect all payments of Company's bills
received by them and shall be liable to Company for the amount of any payments so received. Within
two (2) business days of IPS' discovery that cash payments received by an Agent have been lost, stolen
or IPS shall notify Company and pay Company the amount thereof. In the event that
any non- electronic checks received by an Agent are lost, stolen or misappropriated, IPS shall provide
Company with the applicable payment data within two (2) business days of IPS' discovery of such loss.
ARTICLE 2
COMPANY RESPONSIBILITIES
Section 2.1. IPS' Agents will collect a customer payment processing fee from each of
Company's customers uiliz lg the Service in an amount not to exceed $0.75 per transaction. Company
shall not be required to pay either IPS or its Agents any customer payment processing fee hereunder.
Section 2.2. During the Initial Term of this Agreement and any applicable extension period,
Company agrees that IPS shall be given the first opportunity to provide the Services set forth in this
Agreement. If IPS does not establish an Agent it, an area that the Company deems necessary to serve
Company's customers, then Company may contract with another vendor to provide collection services
in such area.
Section 2.3. Provided that IPS has established and maintains Agents in each area that
Company accepted payments prior to execution of this Agreement, Company anticipates that beginning
in the fourth month alter Commencement Date, there will be a minimum annual volume of sixty
thousand (60,000) customer payments of Company's bills at IPS' Agent locations. Company agrees
to pay IPS the total amount of customer payment processing fees required to cover the differential
between such minimum annual volume threshold and the actual number of customer payments
annually processed by IPS' Agents falling below such threshold, not to exceed Five Thousand Dollars
($5,000) during any year of the Initial Tenn, or any Extension Term of this Agreement. However,
should either party elect to terminate this Agreement as provided herein, Company will not be
responsible for paying such differential for the last year of the Agreement.
ARTICLE 3
TERM
Section 3.1. Upon acceptance by IPS, this Agreement shall become effective as of the date
approved by the Corpus Christi City Manager or his designee ("Effective Date'). IPS' system is
composed of computer equipment, computer software and an operating manual which processes bill
payments (the "System "). To allow IPS to adapt the System to provide the Service to Company,
Company agrees 0 to make available to IPS information concerning Company's payment procedures;
and -(ii) to designate one employee of Company to act as coordinator of all Company's activities in
connection with the adaptation of the System to Company's system. Subject to any necessary approval
of governmental agencies, the Service shall commence on the date Agents first start accepting Customer
Payments on behalf of Company hereunder ("Commencement Date"} and shall continue for a period
of three (3) years after such Commencement Date ( 'Initial Term "), unless terminated as herein
provided. Upon completion of the Initial Term, this Agreement shall be renewed for a term of three
(3) additional years upon written notice by Company's City Manager or designee to IPS not less than
ninety (90) days prior to the end of the Initial Term.
Section 3.2. Whether during or after the Initial Term, IPS may immediately terminate this
Agreement in the event 0 there is a material adverse change in Company's financial condition, business
or -prospects as IPS may determine; (ii) Company fails to comply with any material term or condition
of this Agreement; or (iii) if it is determined that IPS' or Company's involvement in electronic payment
processing facilities is prohibited by law or regulation. IPS may terminate this Agreement at any time
with or without cause upon providing ninety (90) days' advumce written notice to Company.
Section 3.3. Whether during or after time Initial Term, Company may immediately terminate
Us Agreement in the event (i) there is a material adverse change in IPS' financial condition which
significantly impairs its ability to comply with its duties and obligations hereunder; (ii) IPS Fails to
comply with any material term or condition of this Agreement; or (iii) if it is deterrtdned Company's or
IPS' involvement in electronic payment processing facilities is prohibited by law or regulation.
Company may terminate this Agreement at any timme with or without cause upon providing ninety (90)
days' advance written notice to IPS.
ARTICLE 4
ASSIGNMENT
Section 4.1. Except as may otherwise be provided in this Agreement, the rights and obligations
of Company under this Agreement are personal and not assignable, either voluntarily or by operation
of law, without the prior written consent of IPS, (not to be unreasonably withheld). The transfer of
control of the Company or of a majority of the outstanding capital stock of the Company, the sale of
substantially all the assets of Company, or the merger of Company with another entity shall each
constitute an assignment for purposes of this Section 4.1. Any assignment in violation of this Section
4.1. shall be null and void. All provisions contained in this Agreement shall extend to and be binding
upon time parties hereto or their respective successors and permitted assigns.
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Section 4.2. IPS may assign any or all of its rights or duties under this Agreement to its parent,
subsidiaries or af191iates without the consent of Company. An assignment by IPS to any other party shall
require the prior written consent of Company (not to be unreasonably withheld).
ARTICLE 5
GOVERNING LAW
Section 5.1. The laws of the State of Texas,shall govern the interpretation, validity and
enforcement of this Agreement
Section 5.2. Company and IPS shall comply with the laws and regulations applicable to the
operation of the Service.
ARTICLE 6
NOTICES
Section 6.1. Unless otherwise agreed to by the parties in writing, all notices, requests or other
communications hereunder shall be in writing and shall be sent by first class mail, postage prepaid,
facsimile, receipted courier service or shall be personally delivered, to the other party at its respective
address specified below:
If to IPS: Integrated Payment Systems Inc.
12500 East Belford Avenue
Mail Stop M7 -V
Englewood, Colorado 80112
Attn: Vice President, General Man,%rrer
With a Copy to: Integrated Payment Systems Inc.
6200 South Quebec Street
Englewood, Colorado 80111 t
Attn: Counsel
If to Company: City of Corpus Christi
Attn: Director of Financial Services
P. O. Box 9277
Corpus Christi, Texas 78469 -9277
or to each party, at such other address or addresses as shall be designated in a written notice to the
other party or to the person whose signature appears hereinbelow at the address set forth above. All
such notices, requests and communications, if communicated as set forth above shall be effective in the
case of mail, three business days after deposit, and in every other case, when personally delivered.
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ARTICLE 7
MYMMLA.NEOUS
Section 71 This Agreement, including Schedules, Addenda, and Exhibits hereto, constitutes
the entire Agreement between the parties with respect to the subject matter hereof and supersedes all
prior and contemporaneous proposals, agreements, contracts, representations, and understandings,
whether written or oral, between the parties with respect to the subject matter hereof. If any provision
of this Agreement is held to be illegal, unenforceable, or invalid for any reason, the remaining
provisions shall not be affected or impaired thereby. In such case, the parties shall, in good faith,
attempt to modify or substitute such provision consistent with the original intent of the parties. No
change, termination, modification, or waiver of any term or condition of this Agreement shall be valid
unless in writing signed by each party. A party's waiver of a breach of any term or condition in this
Agreement shall not be deemed a waiver of any subsequent breach of the same or another term or
condition.
Section 7.2. Neither party shall be liable for any failure of or delay in performance of its
obligations under this Agreement to die extent such failure or delay is due to circumstances beyond its
control, including, without limitation, acts of God, acts of a public enemy, fires, floods, wars, civil
disturbances, sabotage, accidents, insurrections, blockades, embargoes, stories, explosions, damage to
its plants, labor disputes (whether or not the employees demands are reasonable and within the party's
power to satisfy), acts of any governmental body (whether civil or military, foreign or domestic),
(collectively referred to herein as "Force Majeure "), nor shall any such failure or delay give the other
party the right to terminate this Agreement. Each party shall use its best efforts to minimize the
duration and consequences of any failure of or delay in performance resulting from a Force Majeure
event.
Section 7.3. Any special or custom computer programming services to be conducted or
performed by IPS on behalf of Company, must be pre - approved by both parties and will be billed at
the rate of One Hundred Dollars ($100.00) per hour.
ARTICLE 8
NO JOINT VENTURE
Section 8.I. It is expressly agreed that the parties hereto are acting hereunder as independent
contractors and nothing in this Agreement is intended nor shall be construed to create a joint venture,
partnership or other simikw business arrangement or relationship. Under no circumstances shall any
of the employees of one party be deemed the employees of the other for any purpose.
This Agreement shall not be construed as authority for either party to act for the other party in any
agency or other capacity, or to matte commitments of any kind on the account of or on the behalf of
the other; provided, however, that the parties agree that IPS will act as agent for Company hereunder
for the limited purpose of collecting customer payments from the customers of Company.
1
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IN WITNESS WHEREOF, the parties have caused this Agreement
r authorized representative as of the Effective Date.
to be executed by their duly
ACCEPTANCE BY:
CITY Or CORPUS CHRISTI
INC.
INTEGRATED
PAYMENT SYSTEMS,
By: --
Nance:
Tide: C_ c�Y��,( AC rA _
Date: QW,67
B �1J
Name• .
Title• P
Date:
�e snry
S r o
AWMT.
,approved as't��or�ri��`
James R. Bray Jr
City Attorney
By _
A !ar
Lisa g
Assistant City Attorney
fl
7
ADDENDUM I
The Service Area is:
City of Corpus Christi, Texas
IPS and Company will mutually design the Service Area network to ensure proper coverage. IPS will
diligently endeavor to recruit Agents within the Company's Service Area; provided, however, in the
event IPS is unsuccessful in its recruitment efforts, the following out- of-prospect Agent requirements
and conditions shall apply:
(a) If such Agent has no local banking relationship, and
(b) If the population density or Customer base in any given area within the Service Area is not
sufficient to support a minimum of 150 Customer payments per month (established within a period of
90 days after Agent activation), utilizing an existing ("overlay ") IPS Agent, or a minimum of 500
Customer payments per month (established within a period of 90 days after Agent activation), for a new
or stand -alone Agent, Company shall pay IPS a one -time Agent activation fee in the amount of
$1,500.00 for any stand -alone Agent location activated by IPS, or in the amount of $200.00 for an
overlay Agent location activated by IPS. In the event Company requests IPS to close any such activated
stand -alone or overlay Agent location, within one (1) year from the actual date of activation, Company
shall pay IPS a one -time de- activation fee in the amount of $500.00 for any stand -alone Agent location
so-de-activated by IPS, or in the aniount of $100.00 for any overlay Agent location so de- activated by
IPS.
8
Sep 24 07 01:37p Charlie Delahanty
PAYMENT SERVICES AGREEMENT
716-677 -5223 p.2
THIS AGREEMENT is between WESTERN UNION FINANCIAL SERVICES, INC. ( "WU „ ), and CITY
OF CORPUS CHRISTI ("Company'). In consideration of the mutual promises set forth below, WU and Company
agree as follows:
1) WU and Company hereby adopt that certain Service Agreement between Company and WU's farmer affiliate,
Integrated Payment Systems Inc., dated May 21, 2001, and any amendments thereto (the "Service Agreement ")
as the agreement between than with regard to the services described therein (the "Services"), with WU
designated as "IPS" under the Service Agreement, subject to the modifications set forth herein. A copy of the
ScrOce Agrecment is attached hereto as Exhibit A.
2) Section 1.9 of Service Agreement shall be amended as follows:
The second sentence which reads "If the payment is returned a second time, IPS shall notify Company
by facsimile or a mutually agreed upon format of any such returned item and shall mail any returned checks or
money arders received in a paper format to Company. ", shall be replaced in its entirety by the following, "If
the payment is returned a second tithe, WU shall notify Company by facsimile or a mutually agreed upon
format of any such returned item and shall image any returned checks or money orders received in a paper
format and provide Company with access to our website for review and retrieval of the imaged 3tems(s)"
3) Section 2.1 of the Service Agreement shall be deleted in its entirety and a new Section 2.1 shall be added to
and be made a part of the Service Agreement as follows:
"Section 2.1. WU's Agents shall collect a customer payment processing fee from each of
Company's custdmers utilizing the Service in an amount not to exceed $1.00 per transaction. Company shall
not be required to pay WU or its Agents any customer payment processing fee hereunder. Company represents
and warrants that the fee described above does not violate any law, rule, or regulation to which Company is
subject.”
4) Sections 3.I, 3.2, and 3.3 of the Service Agreement shall be do] eted in their entirety and new Sections 3.1, 3.2,
and 3.3 shall be added to and be made a part ofthe Service Agreement as follows:
"Section 3.1. The term of this Agreement shall commence on date of signature by Company' (the
"Commencement hate"), and shall continue for a period of three (3) years after such Commencement Date (the
'Initial Term "). Upon completion of the Initial Temr, this Agreement shall automatically renew for a term of
one (1) additional year unless either party gives the other party at least one hundred twenty (120) days written
notice prior to the expiration of the Initial Term, of its intention not to extend the Agreement (the "Extension
Period ").
Section 3.2. Whether during or after the Initial Term, 1VU may immediately terminate this
Agreement in the event (x} there is a material adverse change in Company's financial condition, business or
prospects as WU may determine; (ii) Company fails to comply with any material term or condition of this
Agreement; or (iii) if it is determined. that WU or Company's involvement in electronic payment processing
facilities is prohibited by law or regulation.
Section 33. Whether during or after the Initial. Term, Company may immediately terminate this
Agreement in the event Q) there is a material adverse change in WUs' financial condition which significantly
impairs its ability to comply with its duties and obligations hereunder; (ii) WU fails to comply with any
material term or condition of this Agreement; or (III) if it is determined Company's or WU involvement in
electronic paymcm processing facilities is prohibited by law or regulation. Company may terminate this
Agreement at any time with or without cause upon providing one hundred twenty (120) days' advance written
notice to IPS."
s} to tfte event of any inconsistency between the teens of this Agreement and the terms of the Service Agreement,
the terms of this Agreement shall control.
6) WU agrees to comply with the insurance provisions on the attached exhibit.
070911 FINAL City otCorpus Christi WU .Payment Services Agreement.doc
Sep 24 07 01:38p Charlie Delahanty 716- 677 -5223 p.3
7) EXCEPT FOR WU`S OBLIGATION TO SEND THE PRINCIPAL AMOUNT OF EACH CUSTOMER
PAYMENT AND NOTWITHSTANDING ANYTEIING IN THIS AGREEMENT TO THE CONTRARY,
WU'S MONETARY LIABILITY TO COMPANY UNDER THIS AGREEMENT SHALL BE LIMITED TO
THE LESSER OF $25 0,004.00 OR THE AMOUNT OF ACTUAL DAMAGES SUFFERED BY COMPANY.
8) IN ANY EVENT EACH PARTY, ITS AFFILIATES OR ANY OF ITS OR THEIR DIRECTORS,
OFFICERS, EMPLOYEES, AGENTS OR SUBCONTRACTORS SHALL NOT BE 3 JABLE UNDER ANY
THEORY OF TORT, CONTRACT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY
FOR LOST PROFITS, CONSEQLBNTIAL, SPECIAL, INDIRECT; EXE_VIPLARY, INCIDENTAL,
PUNITIVE OR ANY OTHER DAMAGES, EACH OF WHliCH IS HEREBY EXCLUDED BY
AGREEMENT OF THE PARTIES REGARDLESS OF WBE.THER SUCH DAMAGES WERE
FORESEEABLE OR WHETHER TITHER PAR'T'Y OR ANY ENTITY IIAS BFEN ADVISED OF �
POSSIBILITY OF SUCH DAMAGES.
4) Section 6.1 of the Agreement shall be amended to replace WU for IPS:
Ifto Western Union:
Western Union Financial Services, Inc,
12500 East Belford Avenue
Mail Stop M22AI
Englewood, Colorado 80112
At= Vice President, General Manager
With a Copy to:
Western Union Financial Services, Inc.
12500 East Belford Avenue
Mail Stop M21A3
Englewood, Colorado 80112
Attn: Counsel
EXECUTED by the Parties on the day and year set forth below.
WESTERN UNION
FUNANCL&L SERVICES, INC
By;
Date: J, e2 a ,�
CITY OF CORPUS CHRIST[
1 1 1 - 1
Approved as to form: �--
Lisa gut ar
Assistant City Attorney
For City Attorney
070911 FINAL City ofCorpus Christi WU Payment Services Ag oment.doc
Sep 24 07 01 :38p Charlie pelahanty 716- 677 -5223 p.4
EXEH BIT'
INSURANCE REQUIREMENTS
I. WESTERN UNIONS LIABILITY INSURANCE
A. WESTERN UNION must not commence work under this agreement until all insurance
required herein has been obtained. WESTERN UNION must not allow any subcontractor to
commence work until all similar insurance required ofthe subcontractor has been obtained.
B. At Company's request, WESTERN UNION will furnish to the Company's Risk Manager a
copy of Certificates of Insurance, showing the following minimum coverage. The City must
be named as an additional insured for the General Liability otic .
TYPE OF INSURANCE I NENJIMM INSURANCE COVERAGE
30 -Day Notice of Cancellation, ma terial change, non.
renewal or termination is required an all certificates
COINBIERCIAL GENERAL LIABILITY including=
I. Commercial Broad Form
2. Premises - Operations
3. Products/ Completed Operations Hazard
4. Contractual Liability
a. Independent Cor&actars
6. Personed Iniury
PROFESSIONAL. LIABILITY to include
1. Errors and Omissions
2. Fiduciary Liability
COMMERCIAL, CRIME COVERAGE to
L Employee Dishonesty
2. Computer fraud
Bodily Injury and Property Damage
Per occurrence / ag&mgatc
$1,000,000 COMBINED SINGLE LL1bIIT
$100,000
C. In the event of claims of any bind, 'WESTERN UNION must furnish the Risk Manager with
copies of all reports of such claims.
E. ADDITIONAL REQUIREMENTS
A. Certificate of Insurance.
* The City of Corpus Christi must be named as an additional insured on the General
liability coverage.
*
If your insurance company uses the standard ACORD form], the cancellation clause
(bottom right) must be amended by adding the worsting "changed or" between "be"
and "canceled ", and deleting the words, "endeavor to ", and deleting the wording
after "loft ", In lieu of modification of the ACORD form, sepa endorsements
addressing the same substantive requirements a mandatory.
The name of the project must be listed. under "Description of Operations"
At a minimum, a 30-day written notice of material change, non - renewal,
termivation or cancellation to the Risk Manager is required.
WESTERN UNION'S ins. req.
8 -14-07 ep Pi* Mgmt
070931 FINAL, City otCorpus Christi WU Payment Services Agreement.doc