HomeMy WebLinkAboutRECALL TOTAL INFORMATION MANAGEMENT, INC. 1B -2016INGURANOF ON 1=111
WORK MAY PROCEED
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CLERK OF COUNCIL
DATE;
AMENDMENT NO, 1 TO THE
DATA PROTECTION SERVICES AGREEMENT
A-2016-040
THIS AMENDMENT NO. 1 (this "Amendment") to the Data Protection Services Agreement by and between Recall Total
Information Management, Inc. (hereinafter referred to as "Recall") and City of Santa Ana (hereinafter referred to as "Customer")
dated February 9, 2010 (the "Agreement") is effective as of the 15th day of March, 2016 (the "Amendment Effective Date"), and is
by and between Recall and the Customer.
WHEREAS, Recall and Customer have previously entered into the Agreement, whose initial term was from February 9, 2010
through February 9, 2012;
AND WHEREAS the Customer elected to extend the Agreement for a 24 -month period, through February 9, 2014, after which
Recall has continued to provide services to Customer on a month-to-month basis under the terms of the Agreement;
AND WHEREAS, Customer desires to again extend the term of the Agreement for a fixed term;
AND WHEREAS Customer desires to receive secure destruction services from Recall Secure Destruction Services, Inc., an
affiliate of Recall Total Information Management, Inc. (hereinafter also referred to as "Recall");
AND WHEREAS, Recall and Customer desire to amend the Agreement as set forth herein.
NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, and for other good and
valuable consideration the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
1. Section B2, Term, of the Agreement Is hereby amended by extending the term of the Agreement for an additional two (2)
years, effective March 15, 2016 through March 14, 2018. Thereafter, the term of the Agreement may be extended for three (3)
additional one-year terms (each a "Renewal Term") on the same terms and conditions by a writing executed by Customer's City
Manager and City Attorney. Notwithstanding the foregoing, should a writing not be executed between the parties at the end of the
third additional one year term, the Agreement term will continue on a month to month basis until terminated In writing by either
party with thirty (30) days written notice.
2. The total annual expenditures for the services rendered by Recall under the Agreement, as amended by this Amendment,
shall not exceed $16,900.
3. The Agreement shall be amended by adding the following provisions, specific to secure destruction services, to section
131 of the Agreement, and such terms and conditions, in conjunction with the Agreement, shall govern the provision of secure
destruction services to Customer:
1.1, Recall Secure Destruction Services, Inc. agrees to provide to Customer certain secure destruction services
("SDS Services") with respect to records, documents and media items provided to Recall by Customer for
destruction ("SDS Materials" and/or "Customer Materials"),
1.2. Services Description. Recall agrees to: (a) furnish containers to Customer at the locations specified in the
Schedule 1, to be used exclusively for the deposit of the SDS Materials, and (b) collect the SDS Materials from
the containers in material accord with Recall's schedules, which may be modified from time to time upon notice
to Customer and (c) cause the SDS Materials to be destroyed by shredding equipment so as to render the
contents unreadable. If requested by Customer, Recall shall provide a Certificate of Destruction along with
Customer's invoice.
1.3. Containers and Materials. Recall shall at all times retain title to and all rights of possession of the containers
provided pursuant to Section 1 above. Recall's containers shall not be used by Customer for the disposal of
other types of materials unless opproved by Recall in writing prior to collection. In no event shall Recall's
containers be used for the disposal of any hazardous or toxic materials, or non -paper materials, metals, solids,
plastic, liquid, food, medical waste, or other materials (collectively referred to herein as "Contaminants") which
could damage or contaminate Recall's containers, vehicles, machinery, or equipment, or cause injury or death to
any of its employees or agents. In the event Customer deposits any Contaminant in a Recall container,
Customer shall be charged the then -current Recall Contamination Fee. Furthermore, to the extent any Customer
Contaminant results in either: (1) damage to Recall equipment, vehicles or machinery; and/or (2) Injury or harm
to any Recall personnel, employees and/or agents, then Customer shall be fully responsible for reimbursing
and/or Indemnifying Recall for such damage, harm and/or injury, Recall may remove the containers, along with
any Customer Materials contained therein, upon any termination or expiration of this Agreement. Recall shall
have title to and all rights of possession to the Customer Materials following its destruction, including, without
limitation, the right to recycle such material. Customer shall (a) maintain Recall's containers in a secure location
that is readily and safely accessible to Recall personnel and equipment and (b) exercise reasonable care to
1 of 2
avoid theft, vandalism or other damage or loss to the containers. In no event shall Recall be responsible or liable
to Customer for any theft of Customer Materials from the containers which are on Customer's premises.
Customer shall reimburse Recall the cost to repair or replace any of Recall's containers that are lost, stolen, or
damaged. After delivery of the containers to Customer, Customer shall be responsible for safekeeping the keys
to Recall's containers. If the keys are lost or not returned with the containers, Customer shall pay Recall's then -
current replacement fee for each key that is lost or not returned.
1.4. Term of SDS Services. The Initial Term for SDS Services ("Initial SDS Term") is two (2) years commencing
on March 15, 2016 and expiring on March 14, 2018. Thereafter the SDS Services may be extended for three (3)
additional one-year terms (each a "SDS Renewal Term") on the same terms and conditions by a writing executed
by Customer's City Manager and City Attorney . Notwithstanding the foregoing, should a writing not be executed
between the parties at the end of the third additional one year term, the Agreement term will continue on a month
to month basis until terminated in writing by either party with thirty (30) days written notice.
1.5. Customer shall be responsible for making payment to Recall for all bin retrieval fees and account closing
fees, as set forth in Schedule 1 (the "Permanent Removal Fees"), Except as set forth in this Section 1.5, should
Customer terminate or cancel this Amendment No. 1; for any reason other than those specifically provided for In
Section 12 of the Agreement, then prior to the expiration of the then -current Term, In addition to Customer's
obligation to make payment of any Permanent Removal Fees, Customer shall also pay to Recall fifty percent
(50%) of the monthly minimum volume (the "Payout Fee') due for the remainder of the then -current Term. The
Payout Fee shall be due and payable to Recall within thirty (30) days from the date Customer provides Recall
with notice of its intent to terminate or cancel the Agreement. Notwithstanding the forgoing, or anything else to
the contrary herein, nothing contained herein shall in any way waive or disclaim Recall's right to pursue any and
all other remedies, both at law and in equity, available to it for Customer's termination or cancellation of this
Agreement.
1.6. Minimum Volume Within 2 months of the Effective Date, Customer will maintain a monthly minimum of 50%
of the volume of Services described in Schedule 1 attached hereto ("Minimum Volume Percentage"). In the event
that Customer shall, at any time, maintain less than the Minimum Volume Percentage, together with any other
service fee ("Minimum Volume Revenue Fee") each month, Customer will be liable for and shall pay to Recall an
amount equal to the Minimum Volume Revenue Fee multiplied by the service frequency, multiplied by the
Minimum Volume Percentage. For example, if the per bin fee is $30.00, the number of bins to be placed with
Customer described in Schedule 1 is 50, the service frequency is to be every 4 weeks, the service fee Is $20,
and the Minimum Volume Percentage is 80%, then the total Minimum Volume Revenue Fees payable by
Customer would be $1,216 per month, even if the number of bins on site is 35. The Minimum Volume Revenue
Fee shall exclude all applicable federal, state, local, use and other taxes relating to this Agreement.
1.7. Fees. The initial fees for SDS Services are set forth in the Schedule 1 attached hereto.
4. Customer represents and warrants that the Customer Materials do not contain (a) Protected Health Information (as defined
by the Health Insurance Portability and Accountability Act of 1996 and implementing regulations) and (b) Nonpublic Information (as
defined by the Gramm Leach Bliley Act and implementing regulations).
5. All other terms and conditions of the Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, Recall and Customer have executed this Amendment as of the date first noted above.
Da
City of Santa Ana Reca I Total Information M nagement Inc.
Name: (Print) Dt) t Clododt 7.05 Name: (Print)
Title: m¬cCe Title:
Signature:j Signature:
a..
ATTEST
J.4 M ria D. Huizar
Clerk of Council
APPROVED AS TO
FORM
J61in Ii. Funk
Assistant City Attorney
2of2
Recall Secure Destruction Services, Inc.
Name: (Print) c d (i L Cij�
Title: (�
Signature:
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Your lnformutlon. 5ecumiy Managed
Schedule 1
Opportunity # Deal Close pate
I
SC Slotted
Storage -Slotted Media
304
$0.1500 Monthly
SC—CS
Storage -Case Small
19
$3.0000 Monthly
SC_CM
Storage -Case Medium
51
$7.0000 Monthly
SC—CL
Storage -Case Large
1
$9.5000 Monthly
PC Slotted
Process Charge- Slotted Media (Routine)
1
$0.1500
As Needed
PC Slotted Non-
�
1
Process Charge -Slotted Media (Non -Routine)
$0.7000
As Needed
Routine
CusComer Initials
iM
Your Information. Securely M1,49,1.
Gustomerinitfals
SP D
Service Priority Upcharge (scheduled service windows less
1
$4.5000
!AsFNeeded
than 4 hours) (Daily)
SP MO
Service Priority Upcharge (scheduled service windows less
1
$4.5000
As Needed
than 4 hours) (Monthly)
SP W
Service Priority Upcharge (scheduled service windows less
$4.5000
As Needed
than 4 hours) (Weekly)
DYTR
Routine Courier (Daily) - pricing applies to locations
1
$20.0000
As Needed
serviced within 50 miles .,Round Trip
WKTR
Routine Courier (Weekly) -pricing applies to locations
2
$25.0000
Per Week
serviced within 50 miles - Round Trip
MOTR
Routine Courier (Monthly) -pricing applies to locations
1
$28.0000
As Needed
serviced within 50 miles - Round Trip
NA
Routine Courier After Hours/Weekends -pricing applies
1
$50.0000
As Needed
to locations serviced within 50 miles - Round Trip
UO
Courier Unscheduled (4hrs) Business Hours - pricing
1
$75.0000
As Needed
applies to locations serviced within 50 miles - Round Trip
RO
Courier Urgent (2hrs) Business Hours - pricing applies to
1
$100.0000
As Needed
locations serviced within 50 miles - Round Trip
Courier Unscheduled (4hrs) After
1
UA
Hours/Holidays/Weekends - pricing applies to locations
$100.0000
As Needed
serviced within 50 miles - Round Trip
Gustomerinitfals
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CERTIFICATE OF LIABILITY INS ANCE
DATE(MWDDIYYYY)
06/3012015
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must be endorsed. If SUBROGATION IS WAIVED, subject to
the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsement(s).
PRODUCER
MARSH USA, INC.
TWO ALLIANCE CENTER
CONTACT
NAME:
PHONE FAx
A/C No:
EMAIL
ADDRESS:
3560 LENOX ROAD, SUITE 2400
ATLANTA, GA 30326
06130/2015
0613012016
INSURERS AFFORDING COVERAGE NAIC M
INSURER A: XL Insurance America, Inc. 24554
454687-Recal-GAWU-15-16
INSURED RECALL CORPORATION, INCIRECALL SECURE
DESTRUCTION SERVICES INC (RECALL DOCUMENT
INSURER a: Travelers Property Casualty Company Of America 25674
INSURER c :Travelers Indemnity Co Of America 25666
INSURER D: NIA NIA
MANAGEMENT SERVICES INC/RECALL DATA PROTECTION SERVICES INCIRECALL
TOTAL INFORMATION INC
$
180 TECHNOLOGY PARKWAY
IURER E:
INSNSURERF:
NORCROSS, GA 30092
COVERAGES CERTIFICATE NUMBER: ATL.003409781-11 REVISION NUMBER: 16
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
/NSR
LTR
OF INSURANCE
ADDLTYPE
'NqD
WVn SUER
POLICYNUMBEft
MMIOI�IVYYY
POLICY
LIMITS
A
X COMMERCIAL GENERAL LIABILITY
CLAIMS -MADE 171OCCUR
US00066304LI15A
06130/2015
0613012016
EACH OCCURRENCE $ 2,000,000
DAMAGE TO RETED
PREMISES Ea occurrence) $ 1,000,000
MED EXP (Any one arson) $ 25,000
PERSONAL &ADV INJURY $ 2,000,000
GEN'L AGGREGATE LIMIT APPLIES PER:
X POLICY ❑ PRO LOC
JECT
OTHER:
GENERAL AGGREGATE $ 4,000,000
PRODUCTS - COMPIOP AGO $ 4,000,000
$
B
AUTOMOBILE LIABILITY
X ANY AUTO
ALL OWNED SCHEDULED
AUTOS AUTOS
X X NON -OWNED
HIRED AUTOS AUTOS
TC2JCAP9523B7305
06130/2015
0613012016
COMBINED SINGLE LIMIT $ 5,000,000
Ea accident
BODILY INJURY (Per person) $
BODILY INJURY (Per accident) $
PROPERTY DAMAGE $
Per accitled
UMBRELLA LIAR
EXCESS LIAR
OCCUR
CLAIMS -MADE
EACH OCCURRENCE $
AGGREGATE $
OED RETENTION$
_
$
B
C
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY
ANY PROPRIETOR/PARTNER/EXECUTIVE YIN
OFFICER/MEMBER EXC W DED?
(Mandatory in NH)
If yes DESCRIPTION OF
DESCRIPTION n OPERATIONS below
NIA
TC2JUB9523B746-1 5 (ADS)
TRKUB9523B756-15 (AZ, MA)
06130/2015
06/3012015
06130/2016
0613012016
X PER oTH-
STATUTE ER
E.L, EACH ACCIDENT $ 1,000,000
E.L. DISEASE - EA EMPLOYEE $ 1,000,000
E.L DISEASE -POLICY LIMIT $ 1,000,000
DESCRIPTION OF OPERATIONS / LOCATIONS /VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If mare space Is required)
THE CITY OF SANTA ANA, 20 CIVIC CENTER PLAZA, SANTA ANA, CALIFORNIA 92701; ITS OFFICERS, EMPLOYEES, AGENTS, VOLUNTEERS AND REPRESENTATIVES ARE INCLUDED AS ADDITIONAL
INSURED (EXCEPT WORKER'S COMPENSATION) WHERE REQUIRED BY WRITTEN CONTRACT BUT ONLY AS RESPECTS OPERATIONS OF THE NAMED INSURED, THE GENERAL LIABILITY
COVERAGE IS PRIMARY AND NOT CONTRIBUTORY WITH ANY OTHER INSURANCE AVAILABLE TO THE CERTIFICATE HOLDER.
THE CITY OF SANTA ANA
ATTN: LYNDA KELLY
20 CIVIC CENTER PLAZA
SANTA ANA, CA 92701
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORIZED REPRESENTATIVE
of Marsh USA Inc.
Manashi Mukherjee ._T•t,.n.w+.wc>e.:
reserved.
ACORD 25 (2014101) The ACORD name and logo are registered marks of ACORD
A►CC>R" CERTIFICATE OF LIABILITY INSURANCE
DATE (MMIDDIYYYY)
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
1 012 81201 6
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to
the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsement(s).
PRODUCER
CONTACT'
NAME:
Marsh USA, Inc.
PRONE IFAX
1156 Avenue of the Americas
/C ,No. Exit �..,�..._I fAjc,No):
New York, NY 10036
E-MAIL
aoDl6ss:
Attn: Nolwalk.certrequest@marsh•com Fax: 212-948-0929
EACH OCCURRENCE
$ 1,000,000
INSURER(S) AFFORDING COVERAGE NAIC ##
849434 -GAIN --16-17
INSURER A . ACE American Insurance Company 22667
INSURED
INSURER B ; Indemnity Insurance Company of North America 43575
Iron Mountain Inc.
One Federal Street
_._.__..
INSURER c : ACE Fire Underwriters Ins. Co.
20702
INSURER D : Agri General Insurance Company
42757
Boston, MA 02110
INSURERE_,'..
CLAIMS -MADE OCCUR
INSURER F:
COVERAGES CERTIFICATE NUMBER: NYC -008041915-13 REVISION NUMBER:O
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR
LTR
TYPE OF INSURANCE .�..m._
ADDL8t1BR�'.
POLICY NUMBER
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MMI0IDiYYYY_.
MCY LICY EXP
MIDDIYYYY
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A
X
COMMERCIAL GENERAL LIABILITY
HDO627859596
1110112015...
1110112017
EACH OCCURRENCE
$ 1,000,000
]
�AMAGE-TZD FiENTE�
1,000,000
CLAIMS -MADE OCCUR
PREMISES Ea occurrencej, _.._,_.........
MEd EXP (Any one person)
$ 25,000
INJURY
$ 1,006,000
GEN'L
AGGREGATE LIMIT APPLIES PER:
GENERAL. AGGREGATE
`& 2,000,000
X
POLICY PRO -
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1_._.m..
PRODUCTS - COMPIOP AGG
$ 1,000,000
OTHER
$
A
AUTOMOBILE LIABILITY
ISAH0905188D
1110112015
1110112017
COMBINED SINGLE LIMIT
{Ea accident
$ 2,000,000
X ANY AUTO
BODILY INJURY (Per person)
$
'.... BODILY INJURY (Per accident)
$
ALL OWNED SCHEDULED
AUTOS AUTOS
PROPERTY DAMAGE
a
$
NON -OWNED
HIRED AUTOS AUTOS
'.... Per accident
UMBRELLA LIAROCCUR
H
'..EACH OCCURRENCE
',.. AGGREGATE
$
EXCESS LIAR
CLMMS-MADE
J-1
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B
WORKERS COMPENSATION
WLRC4910554A (AOS)
1110112016
1110112017
X PER OTH-
STATUTE,,,
A'
AND EMPLOYERS' LIABILITY
ANY PROPRIETOR/PARTNER/EXECUTIVE YIN
VVLRC49105563 (AZ,CA,MA)
1110112016
1110112017
_,_„_, „ER
E.L. EACH ACCIDENT
-.
1,000,000
$
D
OFFICER/MEMBER EXCLUDED' [-N
(Mandatory in NH)
WLRC49105575 TN
( }
1140112016
1110112017
E.L. DISEASE - EA. EMPLOYEE
Wmm ,
$ 1,000,000
C
If yes, describe under
DESCRIPTION OF OPERATIONS below
SCFC49105(551 WI
1110112016
1110112017
E.L. DISEASE - POLICY LIMIT
$ 1,000,000
A
EXCESS WC 8
CUC49105587(OH a1 WA)
1110112015
11/0112017
Each Accident/Emp for Disease 1,000,000
EMP. LIABILITY
SIR 500,000
DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)
City of Santa Ana/CH-Mainframe, its officers, agents, volunteers and employees are added as an additional insured (excluding workers c ompensatien), but only as relales to
services and limits of insurance required by written contract or agreement.
CERTIFICATE HOLDER
City of Santa Ana/CH-Mainframe
Attn: Lynda Kelly
20 Civic Center Plaza M12
Santa Ana, CA 92702
ACORD 25 ('2014%01 )
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORIZED REPRESENTATIVE
of Marsh USA Inc.
Sam Badge
iD 1988-2014 ACORD CORPORATION. All rights reserved..
The ACORD name and logo are registered marks of ACORD
0004933 SP 0676 -G01-P04935-1
City of Santa Ana/CH-Mainframe
Attn: Lynda Kelly
20 Civic Center Haza M12
Santa Ana, CA 92702