PetData, Inc. Contract Renewal 2011THE CITY OF
Dui
Masterpiece on the Mississippi
TO Michael C Van Milligen, City Manager
FROM Mary Rose Corrigan, RN, Public Health Specialist
DATE November 28, 2011
SUBJECT PetData Contract
Dubuque
had
All-America City
'I 1 1 I'
2007
INTRODUCTION
This memorandum presents a renewal agreement with PetData, Inc for the pet licensing service that processes the sale of
all dog and cat licenses in the city
BACKGROUND
In November 2008, the City Council approved the first agreement with PetData Since beginning their services December 1,
2008, annual license revenue has increased over 17% The Crty did not have to hire an additional part -time position to
process the licenses, as was originally planned priorto initiating the outsourcing of pet license sales
DISCUSSION
The only change to the current contract is a 20¢ increase for on -line transactions from $1 75 to $1 95 This is charged directly
to the license purchaser for on -line credit card purchases
Dubuque County is also a part of this agreement and plans to continue However, all sales and revenue for County pet
licenses will be separated from City of Dubuque sales by PetData Partnering with Dubuque County in this agreement will be
beneficial for all parties since both the City and the County will have access to more pet rabies vaccination information from
area veterinarians, resuking in more licenses sold and thus, keeping the PetData costs at a minimum level
RECOMMENDATION
Approve the attached agreement for animal licensing services between the City of Dubuque, Iowa and PetData, Inc
PROJECT COST - BUDGET IMPACT
The FY12 anticipates $146,000 revenue for animal licenses This is a net revenue estimation and does not include fees paid
to PetData for their services
ACTION TO BE TAKEN
Authorize the Crty Manager to sign the agreement on behalf of the City of Dubuque
Prepared by
Chris Johnson, Confidential Secretary
cc
Ken TeKippe, Finance Director
Masterpiece on the Mississippi
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: PetData Contract
DATE: November 28, 2011
Dubuque
kard
All- America City
I
2007
Public Health Specialist Mary Rose Corrigan recommends City Council approval of a
renewal agreement with PetData, Inc. for the pet licensing service that processes the
sale of all dog and cat licenses in the City of Dubuque. The only change to the current
contract is a 20¢ increase for on -line transactions from $1.75 to $1.95. This is charged
directly to the license purchaser for on -line credit card purchases.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
P;-si te9A-
Michael C. Van Milligen
MCVM:jh
Attachment
cc: Barry Lindahl, City Attorney
Cindy Steinhauser, Assistant City Manager
Mary Rose Corrigan, RN, Public Health Specialist
AGREEMENT FOR ANIMAL LICENSING SERVICES
BY, BETWEEN, AND AMONG
THE CITY OF DUBUQUE, IOWA,
DUBUQUE COUNTY, IOWA
AND
PETDATA, INC.
This Agreement, dated for reference purposes the 1st day of December,
2011, is made and entered into by, between, and among the City of Dubuque,
Iowa (City), Dubuque County, Iowa (County), and PetData, Inc., a Texas
corporation (Contractor).
SECTION 1. DESCRIPTION OF WORK.
1.1 For the consideration set forth below, Contractor shall provide to City and
County certain animal licensing services (the Services) described in Exhibit A,
Scope of Services. The Services shall be performed in a good and workmanlike
manner.
1.2 City warrants that all historical data, consisting of licenses older than
ninety (90) days, has been entered into City's database and is available in a
readily importable format. Furthermore, Contractor may be provided with
remaining animal licensing supplies by City and County, and if so, Contractor
shall assume responsibility for the reasonable cost of shipping said supplies.
SECTION 2. OVERSIGHT AND COORDINATION. All Services under this
Agreement shall be coordinated under, and performed to the reasonable
satisfaction of the City Manager of City or his or her designated representative,
and of the County, or its representative.
SECTION 3. CONTRACTOR ACKNOWLEDGEMENT. Contractor
acknowledges that, prior to signing this Agreement, Contractor has become
acquainted with matters relating to the performance of this Agreement and the
terms and conditions of this Agreement.
SECTION 4. CITY FEES.
4.1 Base Fees. Contractor shall receive base fees as follows:
(1) $3.85 per license for a one (1) year license or a replacement tag;
$2.00 for each additional year after year one if there are multi -year
licenses.
(2) $2.50 Collection Service Fee for each late fee and /or citation fee
collected during the term of this Agreement, if applicable.
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4.2 Postal Surcharge. Since postage represents a major expense in
administering animal licenses, Contractor has the right to increase its fees a
corresponding amount in the event that postal rates increase during the Term of
this Agreement.
4.3 Additional Service Fees. The following fee(s) shall only apply if the
Services are requested by City or County.
(1) In the event PetData establishes and /or maintains a separate bank
account on behalf of City or County, City or County, as the case may be,
shall be responsible for the cost of the bank account. Any bank fees will
be paid directly by PetData and PetData will be reimbursed for those fees
on a monthly basis. City and County may request copies of the bank
account statements at any time and PetData shall provide bank
statements within three business days after requests are received by
PetData.
(2) Supply Fee. In the event that City or County requests changes to
supplies which it has previously approved, City or County, as the case
may be, shall be responsible for all reasonable costs associated with
changing, replacing, or discontinuing the use of the previously approved
supplies.
4.4 Charges to Licensees.
(1) Credit Card Transaction Fees (Paid by licensee, not by City and not
by County):
A minimum fee of $1.95 per credit card transaction, online or
offline, shall be charged to licensee.
(2) Bad Check/Payment Fees (Paid by licensee, not by City and not by
County):
If Contractor establishes a depository account on behalf of City or
County, Contractor shall be entitled to charge a fee of $25.00 to
any individual who submits a check or payment which is not valid.
SECTION 5. ADDITIONS /DELETIONS OF SERVICE. City and County
reserve the right to add and /or delete services to this Agreement. Should
additional services be required, prices for such additions will be negotiated
between Contractor and City and County. Should a service requirement be
deleted from this Agreement, no adjustments for such deletions will be made
during the Term of this Agreement.
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SECTION 6. REPORTS. Within fifteen (15) business days after the end of
each calendar month during the Term hereof, Contractor shall submit an animal
licensing summary report to City and County in a form mutually agreed upon.
SECTION 7. PAYMENT. Contractor shall deposit all animal license fees into a
segregated subaccount at its bank set up solely for the purpose of administering
this Agreement. Within 15 business days after the end of each calendar month,
Contractor shall remit all license fees to City and County via check or ACH
transaction, less all fees due Contractor. If in any given month, there are
insufficient funds to cover fees due to PetData, City and County respectively shall
render a payment to PetData in the amount equal to the shortage based upon a
statement from PetData to City and County. In the event any animal license fees
are paid directly to City or County by a citizen or veterinarian, City or County, as
the case may be, shall either forward such fees to Contractor within five business
days of receipt of the fee or deposit such fees into a City or County account and
report the collected fees to Contractor within fifteen days.
SECTION 8. TERM. The Term of this Agreement shall commence on the 1st
day of December, 2011 and shall expire at midnight on the 30th day of
November, 2014, unless this Agreement is sooner terminated in accordance with
the other provisions of this Agreement.
SECTION 9. INFORMATION TO BE PROVIDED BY CITY OF DUBUQUE.
Contractor requires that City provide it with certain supplies, data, feedback,
process information, and approvals for such items as form designs (Deliverables)
in order for Contractor to begin servicing this Agreement in a timely manner.
Contractor requests that the Deliverables be provided as soon as possible after
the date the Agreement is signed or the date the Agreement receives final
approval as necessary. Any delays in providing Deliverables will result in delays
in implementing this Agreement. Regardless of any delays, City will be required
to adhere to all terms of the Agreement, including the payment to Contractor for
the processing of all licenses including those at its own shelters or by its agents,
during the term of the Agreement. Representations made in Exhibit A, Scope of
Services, with regard to processing time for data entry and tag mailings begins
thirty (30) days after all Deliverables have been provided to Contractor.
SECTION 10. PERMITS. Contractor shall obtain the necessary permit(s), if any,
required by City and County for the performance of the Services. City and County
agree to provide Contractor with a list of any and all such permits and to work
with Contractor in good faith to aid it in obtaining any such permits in a timely
fashion.
SECTION 11. DATA OWNERSHIP AND DATA TRANSFER.
11.1 Contractor agrees that animal licensing data at all times belongs to City
and County and that at no point in time does Contractor ever own the data.
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Contractor agrees that it will not use personal data collected on behalf of City or
County for any purposes other than those described in the Scope of Services
unless specifically directed by City or County. Furthermore, Contractor
specifically agrees that it will never sell, transfer, or release personal data it has
collected in fulfilling the terms of this Agreement to a third party. Additionally,
Contractor agrees that any intentional sale, transfer, or release of animal
licensing data represents an event of default and City or County have the right to
terminate this Agreement immediately. Finally, Contractor agrees to return
and /or transfer all animal licensing data to City and County in a timely manner at
the completion of the final term of this Agreement.
11.2 Contractor will provide licensing data to City and to County in an agreed -
upon format.
SECTION 12. INDEMNITY. Contractor agrees to defend, indemnify, and hold
City and County, and their officers, agents, and employees, harmless against any
and all claims, lawsuits, judgments, costs, and expenses for personal injury
(including death), property damage, or other harm for which recovery of damages
is sought, suffered by any person or persons, that may arise out of or be
occasioned by Contractor's negligence, willful misconduct, or strict liability in the
performance of the Services. The provisions of this Section 12 are solely for the
benefit of the parties hereto and not intended to create or grant any rights,
contractual or otherwise, to any other person or entity.
SECTION 13. COMPLIANCE WITH LAW. Contractor shall, during the
performance of the Services, comply with all applicable federal, state, and local
laws, codes, and ordinances.
SECTION 14. INSURANCE REQUIREMENTS. Contractor shall procure, pay
for, and maintain insurance during the term of this Agreement as set forth in the
attached Insurance Schedule.
SECTION 15. ASSIGNMENT. Contractor shall not sell, assign, transfer, or
convey this Agreement, in whole or in part, without the prior written consent of
City and County; and as a condition of such consent, Contractor shall remain
liable for completion of the Services in the event of default by the successor
contractor or assignee.
SECTION 16. TERMINATION. Any party may, at its option and without
prejudice to any other remedy it may be entitled to by law or in equity, or
elsewhere under this Agreement, terminate this Agreement, with or without
cause, provided it gives the other parties not less than ninety (90) days written
notice.
SECTION 17. UNFORSEEN CIRCUMSTANCES. Contractor shall not be
responsible for any delay or omission caused by natural disaster, war, civil
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disturbance, labor dispute, or other cause beyond Contractor's reasonable
control, provided Contractor gives written notice to City and County of the cause
of the delay or omission within ten (10) days after the occurrence of the event
causing such delay or omission.
SECTION 18. NOTICES. Any notice, payment, statement, or demand required
or permitted to be given hereunder by either party to the other parties shall be
effected by personal delivery or by regular mail, postage prepaid. Mailed notices
shall be addressed to the parties at the addresses below, but each party may
change its address by written notice in accordance with this section. Mailed
notices shall be deemed delivered three (3) days after mailing.
Notices for City shall be addressed to:
City Manager
Dubuque, Iowa
City Hall
50 W. 13th Street
Dubuque, IA 52001 -4764
Notices for County shall be addressed to:
County Board of Supervisors
Dubuque County Courthouse
720 Central Avenue
Dubuque, IA 52001
Notices for Contractor shall be addressed to:
Chris Richey, President
PetData, Inc.
PO Box 141929
Irving, TX 75014 -1929
SECTION 19. MISCELLANEOUS.
19.1 Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of Iowa.
19.2 Entire Agreement. This Agreement embodies the complete agreement of
the parties hereto, superseding all oral or written previous and contemporary
agreements between the parties relating to matters herein; and except as
otherwise provided herein, cannot be modified without the written agreement of
the parties.
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19.3 Severabilitv. In case any one or more of the provisions contained in this
Agreement shall for any reason be held to be invalid, illegal, or unenforceable in
any respect, such invalidity, illegality, or unenforceability shall not affect any other
provision thereof and this Agreement shall be considered as if such invalid,
illegal, or unenforceable provision had never been contained in this Agreement.
19.4 Successors and Assigns. This Agreement shall be binding upon and
insure to the benefit of the parties hereto and their respective heirs, executors,
administrators, successors and, except as otherwise provided in this Agreement,
their assigns.
19.5 Captions. The captions to the various clauses of this Agreement are for
information purposes only and shall not alter the substance of the terms and
conditions of this Agreement.
19.6 Authorization. Each of the parties represents and warrants to the other
that this Agreement has been duly authorized by all necessary corporate or
governmental action on the part of the representing party and that this
Agreement is fully binding on such party.
19.7 Counterparts. This Agreement may be executed in any number of
counterparts, each of which shall be deemed an original and all of which together
shall constitute one and the same instrument.
CITY OF DUBUQUE, IOWA
By:
Michael C. Van Milligen
City Manager
6
PETDATA, INC.
By:
Chris Richey, President
DUBUQUE COUNTY, IOWA
By:
Wayne Demmer, Chairperson,
Board of Supervisors
EXHIBIT A — SCOPE OF SERVICES
All of the services described herein shall apply to animals in the City of Dubuque and
the County of Dubuque.
1. Deposit all receipts collected for license fees into a separate sub - account set up
solely for the purpose of managing City and County animal licensing funds.
Contractor shall remit all license fees to City and County via check or ACH
transaction, less all fees due Contractor, within fifteen (15) days after the end of
each calendar month.
2. Provide veterinarians and other authorized registrars with reasonable quantities of
supplies (reporting forms, vaccination certificates, citizen mailing envelopes, etc.)
necessary to sell license tags and /or report information on citizens vaccinating their
animals against rabies to the Animal License Program. Supplies are to be printed in
one color with the design and layout to be determined by PetData.
PLEASE NOTE: City and County are responsible for purchasing license tags and
shipping them to PetData. Contractor recommends that tags be shipped directly
from tag vendor to Contractor to reduce shipping costs.
3. Track monthly vaccination and /or sales reports from all veterinarians participating in
animal licensing program and keep record of all tag inventories at authorized
registrars. Provide this information to City or County as requested. Furthermore,
Contractor will communicate directly with veterinarians as requested by City or
County.
4. Enter all new and renewal licenses into PetData's proprietary database provided that
all information has been submitted to PetData in a complete and accurate format.
5. Process and mail license tags within ten (10) business days after receipt of the
licensing payment and complete documentation as required by local ordinance.
6. Issue replacement tags to citizens whose license tags have been lost, stolen, or
damaged.
7. Process rabies vaccination certificates on behalf of City and County and mail notices
to those pet owners who vaccinated their pet(s) against rabies, but did not purchase
license(s). [NOTE: Rabies vaccination data is owned by the City and County, not by
Contractor. At no time can Contractor ever make the data available to the public or
to any third party without the prior written consent of City and County.]
8. Provide a monthly report of animals licensed. Format of report is to be mutually
agreed upon.
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9. Provide statistical reports as requested within a timely manner. Depending on the
information requested, PetData can provide most reports within five (5) business
days.
10. Respond to and communicate with animal control officer inquiries or animal owners'
requests in a timely fashion.
11. Communicate with citizens by phone, mail, or email as needed.
12. Comply with all state and local laws governing animal licensing.
13. Periodically, review the City and County's databases for errors and duplications and
make appropriate corrections.
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City of Dubuque Insurance Requirements for Tenants and Lessees of City
Property or Vendors (Suppliers, Service Providers)
1.
Insurance Schedule A
shall furnish a signed Certificate of Insurance to the City of Dubuque, Iowa for the
coverage required in Exhibit I prior to contract inception and at the end of the contract if the term of
contract is longer than 60 days. Each Certificate shall be prepared on the most current ACORD form
approved by the Iowa Department of Insurance or an equivalent.
2. All policies of insurance required hereunder shall be with a carrier authorized to do business in Iowa and
all carriers shall have a rating of A or better in the current A M Best's Rating Guide
3 Each Certificate shall be furnished to the contracting department of the City of Dubuque
4 Failure to provide minimum coverage shall not be deemed a waiver of these requirements by the City of
Dubuque. Failure to obtain or maintain the required insurance shall be considered a material breach of
this agreement
5. All required endorsements to various policies shall be attached to Certificate of insurance
6. Whenever a specific ISO form is listed, an equivalent form may be substituted subject to the provider
identifying and listing in writing all deviations and exclusions that differ from the ISO form.
7. Provider shall be required to carry the minimum coverage /limits, or greater if required by law or other
legal agreemenL, in Exlubil I.
Page 1 of 3
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Schedule A, August, 2011 Doc
City of Dubuque Insurance Requirements for Tenants and Lessees of City
Property or Vendors (Suppliers, Service Providers)
Insurance Schedule A (continued)
Exhibit 1
A) COMMERCIAL GENERAL LIABILITY
General Aggregate Limit $2,000,000
Products - Completed Operations Aggregate Limit $1,000,000
Personal and Advertising Injury Limit $1,000,000
Each Occurrence $1,000,000
Fire Damage Limit (any one occurrence) $ 50,000
Medical Payments $ 5,000
a) Coverage shall be written on an occurrence, not claims made, form. All deviations from the
standard ISO commercial general liability form CG 0001, or Business owners form BP 0002,
shall be clearly identified
b) Include ISO endorsement form CG 25 04 "Designated Location(s) General Aggregate Limit "
c) Include endorsement indicating that coverage is primary and non - contributory
d) Include endorsement to preserve Governmental Immunity (Sample attached)
e) Include additional insured endorsement for.
The City of Dubuque, including all its elected and appointed officials, all its employees
and volunteers, all its boards, commissions and /or authorities and their board members,
employees and volunteers
using ISO form CG 20 10. Ongoing operations
B) WORKERS' COMPENSATION & EMPLOYERS LIABILITY
Coverage A
Coverage B
Statutory—State of Iowa
Employers Liability
Each Accident $100,000
Each Employee - Disease $100,000
Policy Limit- Disease $500,000
a) Policy shall include an endorsement providing a waiver of subrogation to the City of
Dubuque
Page 2 of 3 Schedule A, August, 2011 Doc
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City of Dubuque Insurance Requirements for Tenants and Lessees of City
Property or Vendors (Suppliers, Service Providers)
Preservation of Governmental Immunities Endorsement
1 Nonwaiver of Governmental immunity. The insurance carrier expressly agrees and states that the
purchase of this policy and the including of the City of Dubuque, Iowa as an Additional Insured does
not waive any of the defenses of governmental immunity available to the City of Dubuque, Iowa
under Code of Iowa Section 670.4 as it is now exists and as it may be amended from time to time
2 Claims Coverage. The insurance carrier further agrees that this policy of insurance shall cover only
those claims not subject to the defense of governmental immunity under the Code of Iowa Section
670.4 as it now exists and as it may be amended from time to time Those claims not subject to
Code of Iowa Section 670 4 shall be covered by the terms and conditions of this insurance policy
3 Assertion of Government Immunity. The City of Dubuque, Iowa shall be responsible for asserting any
defense of governmental immunity, and may do so at any time and shall do so upon the timely
written request of the insurance carrier.
4 Non - Denial of Coverage. The insurance carrier shall not deny coverage under this policy and the
insurance carrier shall not deny any of the rights and benefits accruing to the City of Dubuque, Iowa
under this policy for reasons of governmental immunity unless and until a court of competent
jurisdiction has ruled in favor of the defense(s) of governmental immunity asserted by the City of
Dubuque, Iowa
No Other Change in Policy The above preservation of governmental immunities shall not otherwise
change or alter the coverage available under the policy
SPECIMEN
Page 3 of 3 Schedule A, August, 2011 Doc
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