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HomeMy WebLinkAboutTRANSFIRST, LLC. - 2017INSURANCE ON FILa WORT( MAY PROCEED UNTIL INSUNfE EXPIRE F C , CLERK OFC, U IL oA;E: JAN 0 8 2019 THIRD AMENDMENT TO AGREEMENT pt�) THIS THIRD AMENDMFNT TO AGREEMENT, is entered into on this 6a, day, of June 2017, by and between TransFirst, I.LC, (hereinafter "Consultant"), and the City ni\ \�00-of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS: A. The parties entered into a payment processing service agreement (Agreement #A- 2014-071) dated April 18, 2014 (hereinafter "said Agreement") by which Consultant has provided payment processing services to the City. B. The subsequently entered into a First Amendment to said Agreement (A-2015- 1.17) on ,lune 17, 2015 to increase the Compensation and Term of said Agreement. C. The parties subsequently entered into a Second Amendment to said Agreement (A- 2016-148) on June 21, 2016 to increase the Compensation of said Agreement, D. In accordance with the terms and conditions of said Agreement, the parties wish to amend the Term of said Agreement to provide for a one (1) year extension beginning July 1, 2017 and ending June 30, 2018, E. The parties also wish to amend and add Compensation for the extended Term. WITEREFORE, in consideration of the covenants contained in said Agreement, and subject to all the terms and conditions of said Agreement, except those amended in the aforementioned First and Second Amendments to said Agreement, the parties agree as follows: 1. The parries hereto now desire to amend Section 3, of said Agreement (TERM). This Third Amendment to Agreement shall commence on July 1, 2017 and terminate on ,lune 30, 2018, or unless terminated earlier in accordance with Section 12 of said Agreement. 2. The parties hereto now desire to amend Section 2. of said Agreement (COMPENSATION) to extend the increase in annual compensation agreed to by the parties pursuant to the Second Amendment to Agreement to include the one (1) year extended term of this Third Amendment to Agreement. The total sum to be expended under theamended term of said Agreement shall not exceed $165,000. 3. This Third Amendment to said Agreement must be signed below and may be signed in counterpart and delivered by fax, emailed as a PDF (Parable Document Format) file attachment, or by other means that displays the original or a copy of the signatures. Any subsequent amendments may be signed and delivered in the same manner. A-2017.135 IN WITNESS WHEREOF, the parties hereto have executed this Third Amendment to Agreement on the date and year first written above. APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney Hy' —r Lisa Storck Assistant City Attorney RECOMMENDED FOR APPROVAL: Francisca Gutierrez, Executive Director Finance & Management Services Agency CITY OF SANTA ANA RA L GOD1N II City Manager TRANSFIRST, LLC, SL -3 Title: Tax IDN � �f if i 0 �' CERTIFICATE OF LIABILITY INSURANCE DATE 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 MSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: if the certificate holder Is an ADDITIONAL INSURED, the policy(les) must he endorsed. If SUBROGATION IS WAIVED, suhfoct to the terms and. conditions of the Palley, certain policies may requirean endorsement. A statement on this certificate does not confor rights to the certificate holder In lieu of such ndorsement s . I Lanier & Co. Columbus )okstone Centre Parkway 18 )us GA 31904 INSURED 30TOTALSYSTE Total 5ystam Services, Inc. Attn: Donna Weeks, Corporate Risk Ins. One'TSYS Way; C-4 Columbus GA 31901 envFanaca rentmtrn ry e,i,nav 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 REOUIREMENT,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, LLT TYPE OF INSURANCE --ADO" D POLICY NUMBER MMIDpY EPF Yj POIDD�YEYIN LIMITS A X COMMERCIAL. GENERAL LIABILITY CLAIM$ -MADE 51 OCCUR Y 36810708 4/1/2017 4/1/2018 EACH OCCURRENCE $1,000,000 _ D U P EMISES„(@gpr ro ce $1 000,000 X ..AC ICAfr.WRL.�IUh,.,.._,.._.�._.._,� MEDEXP(Anyene ereon _ $10,000. PERSONAL& ADV INJURY_ &1,000,000 GEN'LAOCREGATELIMITAPPLIESPER: POLICY ❑ JECT LOC GCNERAL AGGREGATE $2,000,000 _ PRODUCTS-COMP/OP AGG _ -S OTHER: Gen Agg Cap S26,000,000 B AUTOMOBILE LIABILITY _ X ANY AUTO r ALL rED f— SCHEpULEO AUT�S AUT7OS X.- HIRED AUTOS NoN-0VJNED. ,AUTOS X Hired Comp X iHired Coli 73550131 4/112017 4/1@Ot8 SEzecciden0 S1,OW000 BODILY INJURY (Pot person) _ $ BODILY INJURY (Per amden) $ PRUPE Y AMA (Para midant_ $ Hired P Dam -ACV 61,000 DedS A X UMBRELLA LIAR X OCCUR 70825231 4/1/2017 4!1/2018 EACH OCCURRENCE $25,000,000 'EXCESS I"ITAB' _ CLAIMS•MADE AGGREGATE $25,000,000 GED I RETENTION 6 $ A WORKERS AND EMPLOY RSELIA I�Y YIN ANY PROPRIETORIPARTNER/EXECUTIVE OFFICERIMEMBER EXCLUDED? 5-1 NIA 71715933 4/112917 4/1/2018 X I STRT ORH- E.L, EACH AGCIUENT $1,000,000 E.L. DISEASE - EA EMPLOYE 31,000,000 Mandatory In NH)OF If yyes tlesctlbe and F N OF DESCRIPTIOORERATION5 below E.L. DISEASE -POLICY LIMIT $1,400,900 DESCRIPTION OF OPERATION$ I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, maybe Cftschad if maro space la ra0uired) Additional Named Insured: TransFirst HoldingS Corp, (GL Additional Insured per form;. 80.02-2367 Additional Insured Scheduled Person or Organization (GL� Primary and Noncontributory per form: 80-02-2653 Conditions — Other Insurance — Primary, Noncontrilluto Insurance Scheduled Person or Organization i/� Z r` City of Santa Ana 20 Civic 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 988.2014 ACORD CORPORATION. AUUKU Ze tZU14/U1) The ACORD name and logo are registered marks of ACORD Ac �® CERTIFICATE OF LIABILITY INSURANCE DAM(MM/DD/YYYYI 3/26/2018 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 J Smith Lanier & Co. Columbus 200 Brookstone Centre Parkway Suite 118 CONTACT NAME: Connie Whltmer PHONE . 70624-6671 ac No :706-576-5607 E-MAIL AODREss: cwhitmer ismithlanier.com Columbus GA 31904 INSURERS AFFORDING COVERAGE NAIC# INSURER A: Federal Insurance A++ XV 20281 EACH OCCURRENCE $1,000,000 INSURED 30TOTALSYSTE Total System Services, Inc. Attn: Donna Weeks, Corporate Risk Ins. INSURER B: Great Northern Insurance A++XV 20303 INSURER C: INSURER D: AGGREGATE LIMIT APPLIES PER: POLICY [:] JECOT � LOC OTHER One TSYS Way; C-4 INSURER E: Dan Agg Cap $25,000,000 Columbus GA 31901 INSURER F: COVERAGES CERTIFICATE NUMBER: 312636182 REVISION NUMBER: 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 TR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER MM/DDYEFF IYYY( MMIDDIYYVY LIMITS A X COMMERCIALGENERAL LIABILITY CLAIMS -MADE Xj OCCUR Contractual Liab Y 35810796 I 4/12018 4/1/2019 EACH OCCURRENCE $1,000,000 DAMAGE TO RENTED PREMISES flEa occurrence $1,00,000 X GEN'L MED EXP (Any one person) $10,000 _ PERSONAL& ADV INJURY $1,000,000 AGGREGATE LIMIT APPLIES PER: POLICY [:] JECOT � LOC OTHER GENERALAGGREGATE $2,000,000 PRODUCTS - COMP/OP AGG $Included Dan Agg Cap $25,000,000 B AUTOMOBILE LIABILITY X ANY AUTO ALL OWNEDSCHEDULED X AUTOS AUTOS NON.OWNED HIRED AUTOS AUTOS X Hired Comp X Hired Coll 73550131 4/1/2018 4/1/2019 COMBINED SINGLE LIMIT $ Eaacadent 1000000 _ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE $ Per accident _ Hired Phy Dam -ACV $1,000 Deds A X UMBRELLA LIARX EXCESS LIAR OCCUR CLAIMS -MADE 79825231 4/12018 4/1/2019 EACH OCCURRENCE $25.000,000 AGGREGATE $25,000,000 DED I RETENTION$ $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETORIPARTNEWEXECUTIVE FN OFFICEWMEMBER EXCLUDED? (Mandatary In NH) I( yes, describe under DE SCRIPTION OF OPERATIONS below N/A 71715993 4/1/2018 4/1/2019 X STATUTE I ETH 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, maybe attached If more space Is required) Additional Named Insured: TransFirst Holdings Corp. & TSYS Merchant Solutions LLC (GL) Additional Insured per form: 80-02-2367 Additional Insured Scheduled Person or Organization (GL) Primary and Noncontributory per form: 80-02-2653 Conditions — Other Insurance — Primary, Noncontributory Insurance Scheppled Pe,Sson qL „r,� Organization jj LL L "PPRO D City of Santa Ana 20 Civic 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 © 1988-2014 ACORD CORPORATION.. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD ACO 6 CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDOIYYYY) �""�1 312 612 01 8 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 Ilou of such endorsement s). PRODUCER J Smith Lanier &Co. Columbus 200 Brookstone Centre Parkway Suite 118 Columbus GA 31904--'- NAMEp Connie whitmer _ ND No'Extk706-324-6671 �_ FAX No: 706-576-5607 ADoaess• cw1vtmeLGjaMLthIaqIerjom 1NSURER(SIAFFORDINGCOVEFAGE NAICY _ INSURERA: Federal Insurance A++ XV 20281 _ INSURED 3OT07ALSYSTE TotalSystem SON as, Inc. '---` INSURER a: Gi eat Nonhem Insurance A++XV 20303 INSURER C: Attn: Donna Weeks, Corporate Risk Ins. One TSYS Way; C-4 Columbus GA 31901 _ INSURER D: -- INSURER E INSURER F: X _ COVERAGES CERTIFICATE NIIMRFR• 119R3R1A9 oev,e,na, •n lege cn. 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.. INCT ryPE OF INSURANCE AOOLISUBR VIVPOLICY ��7 NUMBER POLICY EFF MMIDDIYYYY POLICY E%P'ry DDIM � "-- LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE � OCCUR Contractual Liab .,�,_._._..._..� Y 35810798 4/12018 4/112019 EACH OCCURRENCE 11A00,00a DAMAGE TD REi ED MIS�S(�iL cggu lenw 51,000,000 X _ MED EXP lAny.one perawl SIDODO PERSONAL &ADV INJURY 52K800_0_ GEN'L AGGREGATE LIMIT APPLIEj S PER: . I A POLICY 0 JPERCoT _I LOC GENERAL AGGREGATE_ 52,000,000 PRODUCT -COMP/OP AGO 1lnclutletl Gap Arn, Cap _ 525,000,000 OTHERS B AUTOMOBILE LIABILITY K ANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS X NON-OWTIED HIRED AUTOS AUTOS X Hired Com X Hired Coil i 73550131 41V2018 4/112019 COMBINEDSINGLB LIMIT Ea aLY $�Og0000 IN�e�,_-__ eOULLY IN.IURY (Per porsan) _ 1 BODILY INJURY Per accident ( 1 PftOPERTf pAMAGE Per acclpgBlj��_A Hired Phy DI 5 5 �_ S 1,000 Detls A I X I UMBRELLA LIAR— X OCCUR 79825231 4P2018 4/112019 EACHHOOCCURRENCE 126000.000 EXCESS LIAR CLAIM&MADE: AGGREGATE 525,000,000 OED RETENTIOt4S 5 A WORKERS COMPENSATION YIN! '•. 71T15993 4/1/2018 4/112019 X FART SAT Tr_�EB E. L. EACH ACCNENi' ---y--------_.__ 11,000,000 ANY PROPRIETOR/PARTNCRIEXECUTIVE OFFICERIMEMaER EXCLUDED' NIA _ E.L. DISEASE -EA EMPLOYEE 1i_000,WO (Mandatory In NH) If yes, descbbe under DESCRIPTION OF OPERATIONS below E. L. DISEASE -POLICY LIMIT 11000.000 I DESCRIPTION OF OPERATIONS I LOCATIONS IVEHICLE$ (ACORO 101, Atltlltlonal RomarNe Sehotlule, maybe aHachaO 11 more apace le required! Additional Named Insured: TransFirst Holdings Corp. & TSYS Merchant Solutions LLC (GL) Additional Insured per form: 80-02-2367 Additional Insured Scheduled Person or Organization (GL) Primary and Noncontributory per form: 80-02-2653 Conditions –Other Insurance –Primary, Noncontributory Insurance Sche Lied Pe son .r,�?f (�P Organization1411 City of Santa Ana 20 Civic 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, ACORD CORPORATION. All rights reserved ACORD 25 (2014101) The ACORD name and logo are registered marks of ACORD Liability Insurance Endorsement Policy Period APRIL 1, 2018 TO APRIL 1, 2019 Effective Data APRIL 1, 2018 Policy Number 3581.07-96 ATL Insured TOTAL SYSTEM SERVICES, INC. Name of Company FEDERAL INSURANCE COMPANY Date Issued MAY 22, 2018 This Endorsement applies to the following forms: GENERAL LIABILITY EMPLOYEE BENEFITS ERRORS OR OMISSIONS STOP GAP STOP GAP • OHIO Conditions Under Conditions, the following provision is added to the condition titled Other Insurance. Other Insurance - If you are obligated, pursuant to awritten contract or agreement, to provide the person or Primary, Noncontributwy organization described in the Schedule (that is also included in the Who Is An Insured section of this Insurance - Scheduled contract) with primary insurance such as is afforded by tats policy, then this insurance is primary and Person Or Organization we will not seek contribution from Insurance available to such person or organization. Schedule AS REQUIRED BY WRITTEN CONTRACT All other terms and conditions remain unchanged, Authorized Representable Usbitily Insurance Condgons - Other Insurance - Primary, Noncontributory insurance - Scheduled Person Or Organization toot page Fam 90.022653 (Rev. 7.09) Endomemant Page 1 C H U B B° Liability Insurance Endorsement Policy Period APRIL 1, 2018 TO APRIL 1, 2019 Effective Date APRIL 1, 2018 Policy Number 3581.07-96 ATL Insured TOTAL SYSTEM SERVICES, INC. Name of Company FEDERAL INSURANCE COMPANY Date Issued MAY 22,2018 This Endorsement applies to the following forms: GENERAL LIABILITY Under Who Is An Insured, the following provision is added, Who /s An Insured Additional Insured - Persons or organizations shown in the Schedule are insureds; but they are insureds only if you are Scheduled Person obligatedparsuant to a contract or agreement to provide them with such insurance as is afforded by Or Organization this policy. However, the person or organization is an insured only: • if and then only to the extent the person or organization is described in the Schedule; • to the extent such contract or agreement requires the person or organization to be afforded status as an insured; • for activities that did not occur, is whole or in part, before the execution of the contract or agreement; and • with respect to damages, toss, cost or expense for injury or damage to which this insurance applies. No person or organization is an insured under this provision: • that is more specifically identifledunder any other provision of the Who Is An Insured section (regardless of any limitation applicable thereto). • with respect to any assumption of liability (of another person or organization) by them in a contract or agreement. This limitation does not apply to the liability for damages, loss, cost or expense for injury or damage, to which this insurance applies, that the person or organization would have in the absence of such contract or agreement. LIablllty Insurance AddNanat )neurad • Scheduled Parson Or Organl2ation contrued Form 80-OR2367(Rev.5.07) Endomament Page i Liability Under Conditions, the following provision is added to the condition titled Other Insurance, Conditions Other Insurance — If you am obligated, pursuant to a contract or agreement, to provide the person or organization Primaly, /Noncontributory shown in the Schedule with primary insurance such as is afforded by this policy, then in such case Insurance — Scheduled oris insurance is primary and we will not seek contribution from Insurance available to such person Person Or Organization or organization. Schedule PERSONS OR ORGANIZATIONS THAT YOU ARE OBLIGATED, PURSUANT TO A CONTRACT OR AGREEMENT, TO PROVIDE WITH SUCH INSURANCE AS IS AFFORDED BY THIS POLICY. All other terms and conditions remain unchanged, Authorizod Rapragontativa tnsuranco AddKonal lnsurad• schadulad Parson Or Organizedon last page