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Contract - 07-18-2017 - 8840 - Contract with Point and Pay for credit card services.
AS -8840 Motion Items 2. BOCC Agenda Meeting Date: Contract with P( Submitted For: Submitted By: Department: 07/18/2017 int & Pay for credit card services Matt Hanson, Purchasing Services Matt Hanson, Purchasing Services Purchasing Services Information Subject and Summary Statement Offender Services will now be accepting payment from both credit and ATM cards. The County partners with Point & Pay in order to offer better options to the taxpayers of Cowlitz County. The rate for credit card payments is at 2.5% of payment total, with a minimum charge of $1.50 per transaction (see attached agreement), and the flat rate for e— checks is $2.00. The credit card readers for the department are free through Point & Pay. Offender Services will now be accepting payments at the counter in about a month, this option has been asked for many times by the taxpayers. In addition Point & Pay has much more robust reporting options that aid our accounting and banking processing. Will Staff Attend Y / N Cowlitz County Corrections Program Manager and Purchasing Manager will attend. Department Recommendation Cowlitz County Corrections Program Manager and Purchasing Manager recommend approval of this contract. Fiscal Impact Expenditure Required $: 0.00 Budget Sufficient Y -N: y Amendment Required Y -N: y Source of Funds - Fund /Dept. : Grant Y -N: n Attachments PNP contract PNP Application Form Review Inbox Reviewed By Date Dana Gigler Dana Gigler 07/1012017 10:15 AM Chad Williams Chad Williams 0711012017 12:13 PM Matt Hanson (Originator) Matt Hanson 07/10/2017 12:14 PM POINT & PAY, LLC E- PAYMENT SERVICES AGREEMENT Parties: Point & Pay, LLC ( "PNP ") [Cowlitz County Offender Services, WA]( "Client") A subsidiary of NAB, doing business in Delaware Terms SECTION 1 E- PAYMENT SERVICES 1.1 Access to Payment Modules 1.1.1 Pursuant to this E- Payment Services Agreement (this Agreement "), PNP grants Client a limited, non - exclusive, non- transferable and terminable license for the duration of the Term to use the electronic payment services (the "Services ") and payment modules (each, a "Module ") chosen in the attached product application ( "Product Application ") to enable Client's customers ( "Customers') to make payments to Client using a Payment Device. "Payment Device" means the payment type(s) chosen by Client on the Product Application. A description of all Modules, Services, training and support offered by PNP is attached as Exhibit A (the "Services Description "). 1.1.2 At the time of Client's execution of this Agreement, Client shall also return the completed Client Application to PNP. Subject to the terms and conditions of this Agreement, the Services may be also be used by the affiliated offices, bureaus, agencies or departments of Client ( "Affiliates "). Each Affiliate shall complete a Client Application prior to commencement of the Services. 1.2 Client Representatives PNP will provide Client's authorized representatives with a logon and password to access the Counter Module. Client shall be solely responsible for maintaining the confidentiality and security of the logons and passwords provided by PNP. Client will cause each of its representatives to change the initial password, keep the passwords confidential, refrain from sharing passwords and /or logon information with any unauthorized user, and use no other password to access the Counter Module. PNP shall be entitled to rely on any communications it receives under Client's passwords, logon information, and /or account number as having been sent by Client, without conducting any further checks as to the identity of the user of such information. PNP will not be responsible for the operability or functionality of any of Client's computer equipment, system, browser or Internet connectivity. 1.3 Payment Device Transactions All Payment Device transactions using the Services will be processed through a secured link. The parties to each Payment Device transaction will be the Customer cardholder, the Client and PNP. PNP E- Payment Services Agreement v2.0 rev 071008 1.4 Service Promotion Client will use reasonable efforts to promote the Services and build awareness of the Services with its customers through various media including, but not limited to: Print: Bill inserts, counter displays, and announcements in Client's newsletter Online: Home page announcements with an easily accessible, one -click link to payments page. Phone /IVR: Pre - recorded message with the ability to transfer to payments IVR (e.g., "Press 2 to make a payment ") or provide the IVR phone number to call. Joint Press Releases: The parties shall mutually agree upon press releases announcing the availability of electronic payment services and the partnering of Client and PNP. 1.5 Trademark License PNP grants Client a limited, non - exclusive, non - transferable license to use the PNP trademarks, service marks and logos provided by PNP to Client (the "Trademarks ") solely in connection with Client's promotion of the Services to Customers. Client shall not alter the Trademarks nor use the Trademarks in any way which is disparaging, dilutive or otherwise adversely affects the reputation of PNP. 1.6 Client Logo License Client grants PNP a limited, non - exclusive, non - transferable license to use its applicable logos, copyrighted works and trademarks ( "Client Marks ") solely in connection with the Services provided to Client. Client shall provide the Client Marks to PNP for use with the Services. Client represents that it has all intellectual property rights required for Client's and PNP's use of Client Marks, and shall indemnify PNP against any third party claims that the Client Marks infringe the intellectual property rights of a third party. SECTION 2 COMPENSATION 2.1 Services Transaction Fee PNP will charge the transaction fee to use the Services set forth on the Product Application. If Services fees are charged directly to Customers by PNP, Customers will receive a notice each time they use the Services stating that the Services are provided by PNP and that a convenience fee is charged for use of the Services. PNP may change the amount of such fee by notifying Client of such new amount at least thirty (30) days prior to such change. 2.2 Activation Fee If applicable, Client shall pay the one -time Activation Fee set forth on the Product Application. If the Activation Fee or any portion of the Activation Fee is waived by PNP and the Client does not implement the Service under this Agreement within six months after the Effective Date, other than due to a material breach by PNP, the waived portion of the Activation Fee shall become immediately due and payable. 2.3 Charge -backs and Returns Unless otherwise specified in the Product Application, PNP will set off (a) the amount of any charge- backs, refusals to pay and returns from any amounts otherwise owing by PNP to Client and b) a transaction handling fee for charge -backs and non - sufficient funds (NSF) as specified in the Product Application. 2.4 ACH Debit of Fees Client hereby authorizes PNP, and any subsidiary or successor thereof, solely with respect to amounts due pursuant to this Agreement and any subsequent agreements between Client and PNP, including but not limited to service fees, transaction fees, charge -backs and returns as set forth in Sections 21 and 2.3 of this Agreement, to initiate Automated Clearing House ( "ACH ") Authorizations to credit and debit Client's bank account as set forth on the Banking Authorization Form attached hereto as Exhibit B or otherwise provided by Client. Client acknowledges that it will be subject to a $25 reject fee if items are returned for insufficient funds. SECTION 3 INTELLECTUAL PROPERTY; CONFIDENTIALITY 3.1 No Transfer or License Except for the rights expressly granted to Client in this Agreement, no PNP Intellectual Property Right is transferred or licensed to Client pursuant to this Agreement, by implication or otherwise. PNP reserves and retains all rights, title and interests in and to the PNP Intellectual Property Rights, and all copies, revisions, modifications, updates, and upgrades thereof. Client agrees not to remove, alter or destroy any copyright, patent notice, trademark or other proprietary markings or confidential legends placed on or within any portion of the PNP Intellectual Property Rights. For purposes of this Agreement, "Intellectual Property Rights" means all the intellectual property, industrial PNP E- Payment Services Agreement v2o rev 071008 and other proprietary rights, protected or protectable, under the laws of the United States, any foreign country, or any political subdivision thereof, including (a) all trade names, trade dress, trademarks, service marks, logos, brand names and other identifiers, (b) copyrights, moral rights (including rights of attribution and rights of integrity), (c) all trade secrets, inventions, discoveries, devices, processes, designs, techniques, ideas, know -how and other confidential or proprietary information, whether or not reduced to practice, (d) all domestic and foreign patents and the registrations, applications, renewals, extensions and continuations (in whole or in part) thereof, and (e) all goodwill associated with any of the foregoing and (f) all rights and causes of action for infringement, misappropriation, misuse, dilution or unfair trade practices associated with (a) through (d) above. 3.2 Ownership and Use of PNP Materials Any software developed by or on behalf of PNP for use in connection with the Services remains the exclusive property of PNP. Client will not sell, transfer, barter, trade, license, modify or copy any such software. Web pages accessible through use of the Services are the copyrighted intellectual property of PNP and may not be copied in whole or part by anyone. Any training materials (including, but not limited to, webinars and manuals) provided to Client by PNP shall remain the exclusive property of PNP. PNP grants Client and Client's personnel a limited, non- exclusive, non - transferrable license to use and to make copies of the training materials with its personnel solely in connection with the Services. Training materials may not be modified by Client or its personnel or disclosed to any third party, including Client's end -user customers. Client shall ensure all personnel shall complete and review all training materials prior to using the Services. 3.3 Reverse Engineering Client will not reverse engineer, reverse assemble, decompile or disassemble any of PNP's intellectual property, nor will Client attempt to do so or enable any third party to do so or otherwise attempt to discover any source code, modify the Service in any manner or form, or use unauthorized modified versions of the Service, including (without limitation) for the purpose of building a similar or competitive product or service or for the purpose of obtaining unauthorized access to the Service. Client is expressly prohibited from sublicensing use of the Service to any third parties. If Client becomes aware that any person has engaged or is likely to have engaged in any of the activities described in this Section 33, Client will promptly notify PNP. 3.4 Confidential Information 3.4.1 Any Confidential Information provided by PNP to Client pursuant to this Agreement will remain the exclusive property of PNP. Client will disclose such Confidential Information only to those of its representatives and employees who need to know such Confidential Information for purposes of performing this Agreement, who are informed of the confidential nature of the Confidential Information and who agree, for the benefit of PNP, to be bound by the terms of confidentiality in this Agreement. Client will, and will cause each of its representatives and employees, to keep confidential and not to disclose in any manner whatsoever any Confidential Information provided by PNP pursuant to this Agreement, and not to use such Confidential Information, in whole or in part, directly or indirectly, for any purpose at any time other than for the purposes contemplated by this Agreement. Notwithstanding the foregoing, if Client is a city, county, township or similar entity, or government agency or department thereof, Client may disclose Confidential Information as necessary to comply with applicable public records laws. 3.4.2 For purposes of this Agreement, "Confidential Information" means all nonpublic or proprietary information of PNP, including proprietary, technical, development, marketing, sales, operating, performances, cost, know -how, business and process information, computer programs and programming techniques, security features (including, without limitation, multi- level access and log -in features, audit trail setup, interfaces between the Counter Module and the Internet or IVR Modules), all record bearing media containing or disclosing such information and techniques, and anything marked confidential, that is disclosed by PNP to Client pursuant to this Agreement. Confidential Information also includes the terms and conditions of this Agreement. 3.5 Exclusions The term Confidential Information will not apply to information that: (a) is or becomes generally available to the public other than as a result of a disclosure by Client in breach of this Agreement; b) was within Client's possession prior to its disclosure by or on behalf of PNP, provided that the discloser of such information was not known by Client to be bound by a confidentiality agreement with, or other contractual, legal or fiduciary obligation of confidentiality to, PNP with respect to such information; (c) becomes available to Client on a non - confidential basis from a source other than PNP, provided that such source is not known by Client to be bound by a confidentiality agreement with, or other contractual, legal or fiduciary obligation of confidentiality to, PNP with respect to such information; or (d) is developed independently by Client, as demonstrated by the written records of Client, without use of such information. The confidentiality obligations of Client pursuant to this Agreement will not apply to any Confidential Information of PNP that Client is legally compelled to disclose. In the event Client becomes legally compelled to disclose any Confidential Information provided pursuant to this Agreement, Client will provide PNP with prompt written notice so that PNP may seek a protective order or other PNP E- Payment Services Agreement v2.0 rev 071008 appropriate remedy or waive compliance with the confidentiality provisions of this Agreement. 3.6 Failure to Comply If Client fails to comply with any of its obligations pursuant to this Section 3, PNP will have the right to immediately terminate this Agreement by providing written notice of such termination to Client. 3.7 Survival The rights and obligations of the parties provided for in this Section 3 will survive any expiration or termination of this Agreement or its term. SECTION 4 WARRANTIES; DISCLAIMER 4.1 Warranties 4.1.1 Each party represents and warrants that it has the full legal right, authority and power to enter into this Agreement and perform its obligations hereunder. 4.1.2 PNP represents and warrants that the Services will be provided in a professional, workman -like manner consistent with industry standards. 4.2 Disclaimers 4.2.1 PNP does not represent that Client's or its Customers use of the Services will be uninterrupted or error -free, or that the system that makes the Services available will be free of viruses or other harmful components resulting from the Internet or any third party providers or products outside the control of PNP. 4.2.2 EXCEPT FOR THE WARRANTIES EXPRESSLY SET FORTH IN THIS SECTION 4, PNP DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON- INFRINGEMENT. THE SERVICE IS PROVIDED TO CLIENT ON AN "AS IS" AND "AS AVAILABLE" BASIS, AND IS FOR COMMERCIAL USE ONLY. SECTION 5 LIMITATIONS OF LIABILITY AND OBLIGATION 5.1 Damages and Liability Limit IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY OR ANY THIRD PARTY IN CONNECTION WITH THIS AGREEMENT FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, RELIANCE, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING DAMAGES FOR LOST PROFITS, EVEN IF THE OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EACH PARTY RELEASES THE OTHER PARTY AND ALL OF THE OTHER PARTY'S AFFILIATES, EMPLOYEES, AND AGENTS FROM ANY SUCH DAMAGES. IN NO EVENT WILL PNP HAVE OR INCUR ANY LIABILITY TO CLIENT OR ANY THIRD PARTY IN EXCESS OF THE AGGREGATE COMPENSATION RECEIVED BY PNP FOR THE SIX -MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO A CLAIM FOR SUCH LIABILITY. THE FOREGOING EXCLUSIONS AND LIMITATIONS WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE, 5.2 Refusals of Payment PNP will not be liable for charge -backs or other refusals of payment initiated by any Customer. All such charge -backs and other refusals of payment will be refunded by PNP to the Customer and Client will mark and otherwise treat the related Customer account as "unpaid." 5.3 Errors and Omissions PNP will not be liable for any errors or omissions in data provided by Client or Customers. Client will be responsible for the accuracy of data provided to PNP for use in providing the Services. 5.4 Bank Actions PNP will not be liable for any errors, omissions or delays attributable to the acts or omissions of any bank or other third party involved in the processing of any Payment Device payment. SECTION 6 CARDHOLDER DATA SECURITY To the extent applicable, each of the parties shall be required to comply at all times with the Payment Card Industry Data Security Standard Program ( "PCI -DSS ") in effect and as may be amended from time to time during the term of the Agreement. The current PCI -DSS specifications are available on the PCI Security Standards Council website at https://www.peisecuritystandards.org, SECTION 7 EXCLUSIVITY Client agrees that PNP will be the exclusive provider of fee -based electronic payment services and that Client will not procure similar such services from any other party. PNP E- Payment Services Agreement vM rev 071008 SECTION 8 TERM AND TERMINATION 8.1 Term The initial term of this Agreement will commence on the Effective Date and will end on the third (3rd) anniversary of the Effective Date (the "Initial Term "). This Agreement will automatically renew for successive one (1) -year terms (each, a "Renewal Term," and the Initial Term and any Renewal Term may be referred to as a "Term "). The term of this Agreement will terminate at the end of the Initial Term or any subsequent Renewal Term if either party provides written notice of such termination to the other party at least sixty (60) days prior to the expiration of the applicable Term. 8.2 In the Event of Breach; Effect on Affiliates 8.2.1 Subject to the opportunity to cure set forth below, either party may terminate this Agreement upon sixty (60) days written notice to the other party in the event of a material, uncured breach of any provision of this Agreement by the other party. Such notice by the complaining party shall expressly state all of the reasons for the claimed breach in sufficient detail so as to provide the alleged breaching party a meaningful opportunity to cure such alleged breach ( "Notice "). 8.2.2 Following receipt of Notice, the alleged breaching party shall have sixty (60) days to cure such alleged breach. Upon termination or expiration of this Agreement, Client shall have no rights to continue use of the Service or the Modules. Expiration or termination of the Agreement by Client or PNP shall also terminate the Affiliates' rights under the Agreement unless otherwise agreed by the parties in writing. PNP may terminate the Agreement solely with respect to an individual Affiliate without affecting the rights and obligations of Client and other Affiliates under the Agreement. 8.2.3 Termination for Default. If the Contractor defaults by failing to perform any of the obligations of the contract or becomes insolvent or is declared bankrupt or makes an assignment for the benefit of creditors, the County may, by depositing written notice to the Contractor in the U.S. Mail, postage prepaid, terminate the contract, and at the County's option, obtain performance of the work elsewhere. If the contract is terminated for default, the Contractor shall not be entitled to receive any further payments under the contract. Any extra cost or damage to the County resulting from such default(s) shall be deducted from any money due or coming due to the Contractor. The Contractor agrees to bear any extra expenses incurred by the County in completing the work, including all increased costs for completing the work, and all damage sustained, or which may be sustained by the County by reason of such default. If a notice of termination for default has been issued and it is later determined for any reason that the Contractor was not in default, the rights and obligations of the parties shall be the same as if the notice of termination had been issued pursuant to the Termination for Public Convenience paragraph hereof. 8.2.4 Termination for Public Convenience. The County may terminate the contract in whole or in part whenever the County determines, in its sole discretion that such termination is in the interests of the County. Whenever the contract is terminated in accordance with this paragraph, the Contractor shall be entitled to payment for actual work performed for completed items of work. An equitable adjustment in the contract price for partially completed items of work will be made, but such adjustment shall not include provision for loss of anticipated profit on deleted or uncompleted work. Termination of this contract by the County at any time during the term, whether for default or convenience, shall not constitute a breach of contract by the County. 8.2.5 Termination Procedure. The following provisions apply in the event that this Agreement is terminated: a) The Contractor shall cease to perform any services required hereunder as of the effective date of termination and shall comply with all reasonable instructions contained in the notice of termination, if any. b) The Contractor shall provide the County with an accounting of authorized services provided through the effective date of termination. c) If the Agreement has been terminated for default, the County may withhold a sum from the final payment to the Contractor that the County determines necessary to protect itself against loss or liability. 8.3 Modification to or Discontinuation of the Service PNP reserves the right at any time and from time to time to modify, temporarily or permanently, the Service (or any part thereof). In addition, PNP will have the right to discontinue accepting any Payment Device by providing not less than ten (10) days' written notice to Client. In the event that PNP modifies the Service in a manner which removes or disables a feature or functionality on which Client materially relies, PNP, at Client's request, shall use commercially reasonable efforts to substantially restore such functionality to Client. In the event that PNP is unable to substantially restore such functionality within sixty (60) days, Client shall have the right to terminate the Agreement. Client acknowledges that PNP reserves the right to discontinue offering the Service and any support at the conclusion of Client's then - current Term. Client agrees that PNP shall not be liable to Client nor to any third party for any modification of the Service as described in this Section. PNP E- Payment Services Agreement v2.0 rev 071008 SECTION 9 PAYMENT DEVICE TRANSACTION DEPOSITS The exact amount of each approved Payment Device transaction will be electronically deposited into the Client bank account identified on the Client Application. PNP shall initiate such deposits as specified on the attached Client Application. PNP will provide Client's authorized employees with access to PNP's online transaction reports for reconciliation purposes. SECTION 10 FORCE MAJEURE PNP will not be responsible for its failure to perform under this Agreement due to causes beyond its reasonable control, including acts of God, wars, riots, revolutions, acts of civil or military authorities, terrorism, fires, floods, sabotage, nuclear incidents, earthquakes, storms, or epidemics. If the provision of Services under this Agreement is delayed by such an event or condition, PNP will promptly notify Client thereof. PNP will use commercially reasonable efforts to overcome any such cause for delay as soon as is reasonably practicable. SECTION 11 GOVERNING LAW This Agreement will be interpreted, construed and enforced in all respects in accordance with the laws of the State of (Washington, Cowlitz County here) without reference to its conflicts of law principles. SECTION 12 NOTICES All notices or other communications required or permitted by this Agreement must be in writing and will be deemed to have been duly given when delivered personally to the party for whom such notice was intended, or upon actual receipt if sent by facsimile or delivered by a nationally recognized overnight delivery service, or at the expiration of the third day after the date of deposit if deposited in the United States mail, postage pre -paid, certified or registered, return receipt requested, to the respective parties at: If to Client: See Merchant Application If to PNP: Point & Pay, LLC 110 State St. E, Suite D Oldsmar. FL 34677 MISCELLANEOUS The headings of sections and subsections of this Agreement are for convenience of reference only and will not be construed to alter the meaning of any provision of this Agreement. PNP is an independent contractor and nothing in this Agreement will be deemed to create any agency, employee -employer relationship, partnership, franchise or joint venture between the parties. Except as otherwise specifically provided in this Agreement, neither party will have, or represent that it has the right, power or authority to bind, contract or commit the other party or to create any obligation on behalf of the other party. Each of the parties will have any and all rights and remedies available to them under all applicable laws. The remedies provided for in this Agreement will be deemed to be non - exclusive and in addition to any other available remedy at law or in equity. All rights and remedies are cumulative and may be exercised singularly or concurrently. Client may not assign or transfer any of its rights or delegate any of its obligations under this Agreement to any third party, by operation of law or otherwise, without the prior written consent of PNP. Any attempted assignment or transfer in violation of the foregoing will be void. This Agreement will be binding upon, and inure to the benefit of, the successors and permitted assigns of the parties. Client shall comply with all applicable laws, rules, treaties, and regulations in its performance of this Agreement. If any provision of this Agreement is held by a court of law to be illegal, invalid or unenforceable, the remaining provisions of this Agreement will not be affected and the illegal, invalid, or unenforceable provision will be deemed modified such that it the intention of the parties to the fullest extent possible. No amendment or modification of this Agreement will be effective unless it is in writing and executed by both of the parties. Nothing contained in this Agreement establishes, creates, or is intended to or will be construed to establish or create, any right in or obligation to any third party. This Agreement, the Exhibit(s) and the Client Application set forth the entire agreement and understanding of the parties with respect to the subject matter hereof and supersedes any and all prior or contemporaneous understandings and agreements, whether written or oral, between the parties with respect to such subject matter. The parties h #e duly executed this Agreement as of the date of the last signature below (the "Effective Date "). Point & P LC 9y. 61Name: Title't' Vb 1 onw Date: 11 1-7 PNP E- Payment Services Agreement v2.0 rev 071008 Cowlitz County Offender Services, WA] : Name: Joe a-VOL. Title: _ e' i y' ci` F rK cs5'e rs Date: 7 —j —17 C'•4 Lii D Lie- g o e_ -C{ MISCELLANEOUS The headings of sections and subsections of this Agreement are for convenience of reference only and will not be construed to alter the meaning of any provision of this Agreement. PNP is an independent contractor and nothing in this Agreement will be deemed to create any agency, employee - employer relationship, partnership, franchise or joint venture between the parties. Except as otherwise specifically provided in this Agreement, neither party will have, or represent that it has the right, power or authority to bind, contract or commit the other party or to create any obligation on behalf of the other party. Each of the parties will have any and all rights and remedies available to them under all applicable laws. The remedies provided for in this Agreement will be deemed to be non - exclusive and in addition to any other available remedy at law or in equity. All rights and remedies are cumulative and may be exercised singularly or concurrently. Client may not assign or transfer any of its rights or delegate any of its obligations under this Agreement to any third party, by operation of law or otherwise, without the prior written consent of PNP. Any attempted assignment or transfer in violation of the foregoing will be void. This Agreement will be binding upon, and inure to the benefit of, the successors and permitted assigns of the parties. Client shall comply with all applicable laws, rules, treaties, and regulations in its performance of this Agreement. If any provision of this Agreement is held by a court of law to be illegal, invalid or unenforceable, the remaining provisions of this Agreement will not be affected and the illegal, invalid, or unenforceable provision will be deemed modified such that it the intention of the parties to the fullest extent possible. No amendment or modification of this Agreement will be effective unless it is in writing and executed by both of the parties. Nothing contained in this Agreement establishes, creates, or is intended to or will be construed to establish or create, any right in or obligation to any third party. This Agreement, the Exhibit(s) and the Client Application set forth the entire agreement and understanding of the parties with respect to the subject matter hereof and supersedes any and all prior or contemporaneous understandings and agreements, whether written or oral, between the parties with respect to such subject matter. The parties have duly executed this Agreement as of the date of the last signature below (the "Effective Date "). Point & Pay, LLC By: Name: Title: Date: PNP E- Payment services Agreement v2.0 rev 071008 Cowlitz County Offender Services, WA] By: ()F C00,1, ame: JCie- er o -7 r 0 W A," / Q2IV, Title: 00.yd 9f ltrmWC[5 Joel Date: -7'1 G.t 0 f't QO. cC Exhibit A Services Description The following is a description of all Services and Modules offered by PNP. PNP shall provide the Services to Client and its end -user customers via the specific Modules and Payment Devices chosen by Client in the Client Application. Applicable fees, if any, for Client's elections are set forth on the Client Application. The Services include support and training outlined below at no additional charge to Client. Service Modules Counter Module. The Counter Module allows customers to make payments to Client in a face -to -face environment or over the phone using a Payment Device. PNP will issue unique confirmation numbers to customers who have completed a payment transaction using the Counter Module. The Counter Module also enables Client's staff to access reports via the web. The Counter Module is required to access the PNP Services. The Counter Module may be used in conjunction with or independently of point - of -sale (POS) terminals. Web Module. The Web Module allows customers to make payments to Clients online using a Payment Device via a secure website hosted by PNP. Customers who elect to make payments via the Internet can follow a link from the Client website to the Client- branded, PNP- hosted web pages to submit a payment. PNP will issue unique confirmation numbers to customers who have completed a payment transaction using the Web Module. Client may elect bill presentment and account validation functionality for the one -time set -up fee set forth on the Client Application under "Data File Integration." Interactive Voice Response (IVR) Module. The IVR Module allows Customers to make payments to Clients over the phone using a Payment Device. The Customer calls a toll -free phone number provided and managed by PNP to access the Client branded IVR. The IVR system recognizes Customer instructions through making a payment; the phone keypad is used to enter Payment Device numbers. The IVR system is configured and tested by PNP. PNP will issue unique confirmation numbers to customers who have completed a payment transaction using the IVR Module. Election of the IVR Module includes a Client- branded IVR environment and, if applicable, Client shall pay the one -time IVR set -up fee for the IVR Module set forth on the Client Application. In addition, Client may elect to have bill presentment and account validation functionality enabled through the IVR for the one -time set -up fee on the Client Application under "Data File Integration." Customer Payment Devices Each of the Modules can provide the Customer with the ability to pay by Credit Card, Debit Card and /or Electronic Check. Training PNP shall provide instruction manuals and up to four (4) hours of webinar training to Client and Client personnel in connection with the Modules chosen by Client. Support The following support shall be provided to Client and Client's customers at no additional charge during the term of the Services: First Level Support. PNP shall provide first -level support to Customers via PNP's call center. Customer service representatives shall be available 8 a.m. EST to 10 p.m. EST M -F, to handle customer inquiries. Second Level Support. PNP shall provide first -level support to Client via telephone. Second level support shall be available Monday through Friday during normal business hours. Support availability shall be exclusive of downtime due to scheduled maintenance or events out of PNP's control. Support for the Products may be modified, suspended or terminated in PNP's sole discretion upon prior written notice. PNP E- Payment Services Agreement v2.0 rev 071008 Exhibit B Client Application PNP E- Payment Services Agreement vH rev 071008 CC, Point Shaded areas are for internal use only) Pag Client Application Partner Code: Account Representative: Mark Ruis Submission Date: 3/31/17 Card Readers Quantity: 1 Price: $ 0.00 Target Live Date: 8/1/17 k lient Profile _ Client Legal Name as filed with the IRS: Federal Tax ID: Cowlitz County 91- 6001310 DBA: Cowlitz County Corrections - Offender Services Address: 312 SW 1st Ave City: Kelso State: WA Zip: 98626 Website Address: Phone # to display on customer receipts: 360- 577 -3118 Con - Primary Contact Name: Primary Phone #: Primary Email: Chad Williams 360 - 577 - 3118 #3 williamsc @co.cowlitz.wa.us Accounting Contact: Accounting Phone #: Accounting Email: Cim Cogburn 360 -414 -5545 Cogbum @co.cowlitz.wa.us e fn mart' UA Fee $20.00 Insurance Fee (if passed UA) $10.50 EHM set up fees (vary) Software Partner: Total Annual Average Highest Collections for Payment Payment Product Name Payment Type Amount Amount 1 Urinalysis Fee 15,000 20 20 2 Work Crew /Community Service Insurance Fee 6,000 10.50 10.50 3 Electronic Home Monitoring Fees 40,000 600 2500 4 5 $ $ $ 09inkirig'summin"y- Deposit Structure: Net Settlement ®Debit Product Name or # from above Bank Name Routing # Account # Acct Type All US BANK 125000105 45350330325 Check. Savings Check. Savings Check. Savings Check. []Savings Check. Savings Notes Transaction fees would be 2.5 %, with $1.50 min for all card types t Fby..i.nY Signature The undersigned agrees to abide by the Terms and ConditiWotthe Global-Merch" jnt& vices Agreement, viewable at www.pointandpay.com/ agreement. O -- ko-t v- W " o croN DttYA ©T Ct9'WtWt I S.S I O e--V- CO 0 Title 7 - 116 Print Name Date