2019-22 GovOS (former MuniRevs, dba LodgingRevs) - STVR Programta 0�a
-- GEM oftbe DESERT —
MEM0RANQUM
TO: Jon McMillen, City Manager
FROM: Missy Mendoza, Management Specialist
DATE: November 18, 2019
RE: Lodging Revs/STVR Program Contract Services
Attached for your signature is the Agreement for LogdgingRevs.
Please sign the attached agreement and return to the City Clerk for processing and
distribution.
R&gjuestinqdepartment shall check and attach the items below as
appro riate:
x _ Contract payments will be charged to account number: 101-6006-60103
x Amount of Agreement, Amendment, Change Order, etc.: $ $131,840.00
N/A A Conflict of Interest Form 700 Statement of Economic Interests from Consultant(s) is
attached with
no reportable interests in LQ or reportable interests
x__ A Conflict of Interest Form 700 Statement of Economic Interests is not required because this
Consultant does not meet the definition in FPPC regulation 18701(2).
Authority to execute this agreement is based uuon:
x Approved by the City Council on October 15, 2019
N/A City Manager's signature authority provided under Resolution No. 2019-021 for budgeted
expenditures of $50,000 or less. This expenditure is $ and authorized by
Director
x Initial to certify that 3 written informal bids or proposals were received and considered in
selection
The following required documents are attached to the agreement:
x Insurance certiy tes as required by the agreement (approved by Risk Manager on
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N/A Performance bonds as required by the agreement (originals)
x City of La Quinta Business License number Lic-767350 exp date 11/30/2020
x A requisition for a Purchase Order has been prepared (amounts over $5,000)
Revised May 2017
AGREEMENT FOR CONTRACT SERVICES
THIS AGREEMENT FOR CONTRACT SERVICES (the "Agreement") is made
and entered into by and between the CITY OF LA QUINTA, ("City"), a California
municipal corporation, and MuniRevs, Inc DBA: LodgingRevs, a Corporation
("Contracting Party"). The parties hereto agree as follows:
1. SERVICES OF CONTRACTING PARTY.
1.1 Scope of Services. In compliance with all terms and conditions of
this Agreement, Contracting Party shall provide those services related to Short
Term Vacation Rental Services, as specified in the "Scope of Services"
attached hereto as "Exhibit A" and incorporated herein by this reference (the
"Services"). Contracting Party represents and warrants that Contracting Party
is a provider of first-class work and/or services and Contracting Party is
experienced in performing the Services contemplated herein and, in light of
such status and experience, Contracting Party covenants that it shall follow
industry standards in performing the Services required hereunder, and that
all materials, if any, will be of good quality, fit for the purpose intended. For
purposes of this Agreement, the phrase "industry standards" shall mean those
standards of practice recognized by one or more first-class firms performing
similar services under similar circumstances.
1.2 Compliance with Law. All Services rendered hereunder shall be
provided in accordance with all ordinances, resolutions, statutes, rules,
regulations, and laws of the City and any Federal, State, or local governmental
agency of competent jurisdiction.
1.3 Wage and Hour Compliance, Contracting Party shall comply with
applicable Federal, State, and local wage and hour laws.
1.4 Licenses_ Permits Fees and Assessments. Except as otherwise
specified herein, Contracting Party shall obtain at its sole cost and expense
such licenses, permits, and approvals as may be required by law for the
performance of the Services required by this Agreement, including a City of
La Quinta business license. Contracting Party and its employees, agents, and
subcontractors shall, at their sole cost and expense, keep in effect at all times
during the term of this Agreement any licenses, permits, and approvals that
are legally required for the performance of the Services required by this
Agreement. Contracting Party shall have the sole obligation to pay for any
fees, assessments, and taxes, plus applicable penalties and interest, which
may be imposed by law and arise from or are necessary for the performance
of the Services required by this Agreement, and shall indemnify, defend (with
counsel selected by City), and hold City, its elected officials, officers,
employees, and agents, free and harmless against any such fees,
assessments, taxes, penalties, or interest levied, assessed, or imposed
against City hereunder. Contracting Party shall be responsible for all
subcontractors' compliance with this Section.
1.5 Familiarity with Work. By executing this Agreement, Contracting
Party warrants that (a) it has thoroughly investigated and considered the
Services to be performed, (b) it has investigated the site where the Services
are to be performed, if any, and fully acquainted itself with the conditions
there existing, (c) it has carefully considered how the Services should be
performed, and (d) it fully understands the facilities, difficulties, and
restrictions attending performance of the Services under this Agreement.
Should Contracting Party discover any latent or unknown conditions materially
differing from those inherent in the Services or as represented by City,
Contracting Party shall immediately inform City of such fact and shall not
proceed except at Contracting Party's risk until written instructions are
received from the Contract Officer, or assigned designee (as defined in
Section 4.2 hereof).
1.6 Standard of Care. Contracting Party acknowledges and
understands that the Services contracted for under this Agreement require
specialized skills and abilities and that, consistent with this understanding,
Contracting Party's work will be held to an industry standard of quality and
workmanship. Consistent with Section 1.5 hereinabove, Contracting Party
represents to City that it holds the necessary skills and abilities to satisfy the
industry standard of quality as set forth in this Agreement. Contracting Party
shall adopt reasonable methods during the life of this Agreement to furnish
continuous protection to the Services performed by Contracting Party, and the
equipment, materials, papers, and other components thereof to prevent losses
or damages, and shall be responsible for all such damages, to persons or
property, until acceptance of the Services by City, except such losses or
damages as may be caused by City's own negligence. The performance of
Services by Contracting Party shall not relieve Contracting Party from any
obligation to correct any incomplete, inaccurate, or defective work at no
further cost to City, when such inaccuracies are due to the negligence of
Contracting Party.
1.7 Additional Services. In accordance with the terms and conditions
of this Agreement, Contracting Party shall perform services in addition to
those specified in the Scope of Services ("Additional Services") only when
directed to do so by the Contract Officer, or assigned designee, provided
that Contracting Party shall not be required to perform any Additional Services
without compensation. Contracting Party shall not perform any Additional
Services until receiving prior written authorization (in the form of a written
change order if Contracting Party is a contractor performing the Services) from
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the Contract Officer, or assigned designee, incorporating therein any
adjustment in (i) the Contract Sum, and/or (ii) the time to perform this
Agreement, which said adjustments are subject to the written approval of
Contracting Party. It is expressly understood by Contracting Party that the
provisions of this Section shall not apply to the Services specifically set forth
in the Scope of Services or reasonably contemplated therein. It is specifically
understood and agreed that oral requests and/or approvals of Additional
Services shall be barred and are unenforceable. Failure of Contracting Party
to secure the Contract Officer's, or assigned designee's written authorization
for Additional Services shall constitute a waiver of any and all right to
adjustment of the Contract Sum or time to perform this Agreement, whether
by way of compensation, restitution, quantum meruit, or the like, for
Additional Services provided without the appropriate authorization from the
Contract Officer, or assigned designee. Compensation for properly
authorized Additional Services shall be made in accordance with Section 2.3
of this Agreement.
1.8 Special Requirements. Additional terms and conditions of this
Agreement, if any, which are made a part hereof are set forth in "Exhibit D"
(the "Special Requirements"), which is incorporated herein by this reference
and expressly made a part hereof. In the event of a conflict between the
provisions of the Special Requirements and any other provisions of this
Agreement, the provisions of the Special Requirements shall govern.
2. COMPENSATION.
2.1 Contract Sum. For the Services rendered pursuant to this
Agreement, Contracting Party shall be compensated in accordance with
"Exhibit B" (the "Schedule of Compensation") in a total amount not to exceed
Forty -Nine Thousand Four Hundred and Forty Dollars ($49,440) per
fiscal year for the life of the Agreement, encompassing the initial and any
extended terms. (the "Contract Sum"), except as provided in Section 1.7. The
method of compensation set forth in the Schedule of Compensation may
include a lump sum payment upon completion, payment in accordance
with the percentage of completion of the Services, payment for time and
materials based upon Contracting Party's rate schedule, but not exceeding the
Contract Sum, or such other reasonable methods as may be specified in the
Schedule of Compensation. The Contract Sum shall include the
attendance of Contracting Party at all project meetings reasonably deemed
necessary by City; Contracting Party shall not be entitled to any additional
compensation for attending said meetings. Compensation may include
reimbursement for actual and necessary expenditures for reproduction
costs, transportation expense, telephone expense, and similar costs and
expenses when and if specified in the Schedule of Compensation.
Regardless of the method of
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compensation set forth in the Schedule of Compensation, Contracting Party's
overall compensation shall not exceed the Contract Sum, except as provided
in Section 1.7 of this Agreement.
2.2 Method of Billing & Payment. Any month in which Contracting
Party wishes to receive payment, Contracting Party shall submit to City no
later than the tenth (loth) working day of such month, in the form approved
by the City's Finance Director, an invoice for Services rendered prior to the
date of the invoice. Such invoice shall be in a form and include sufficient detail
of services rendered in a form approved by the City's Finance Director, and
may be required to be certified by a principal member of Contracting Party if
requested by the City's Finance Director. Upon approval in writing by the
Contract Officer, or assigned designee, and subject to retention pursuant to
Section 8.3, City will pay Contracting Party for all items stated thereon which
are approved by City pursuant to this Agreement no later than thirty (30) days
after invoices are received by the City's Finance Department.
2.2 Compensation for Additional Services. Additional Services
approved in advance by the Contract Officer, or assigned designee, pursuant
to Section 1.7 of this Agreement shall be paid for in an amount agreed to in
writing by both City and Contracting Party in advance of the Additional
Services being rendered by Contracting Party. Any compensation for
Additional Services amounting to five percent (5%) or less of the Contract
Sum may be approved by the Contract Officer, or assigned designee. Any
greater amount of compensation for Additional Services must be approved by
the La Quinta City Council, the City Manager, or Department Director,
depending upon City laws, regulations, rules and procedures concerning public
contracting. Under no circumstances shall Contracting Party receive
compensation for any Additional Services unless prior written approval for the
Additional Services is obtained from the Contract Officer, or assigned
designee, pursuant to Section 1.7 of this Agreement.
3. PERFORMANCE SCHEDULE.
3.1 Time of Essence. Time is of the essence in the performance of
this Agreement. If the Services not completed in accordance with the
Schedule of Performance, as set forth in Section 3.2 and 'Exhibit C", it is
understood that the City will suffer damage.
3.2 Schedule of Performance. All Services rendered pursuant to this
Agreement shall be performed diligently and within the time period
established in "Exhibit C" (the "'Schedule of Performance"). Extensions to the
time period specified in the Schedule of Performance may be approved in
writing by the Contract Officer or assigned designee.
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3.3 Force Majeure. The time period specified in the Schedule of
Performance for performance of the Services rendered pursuant to this
Agreement shall be extended because of any delays due to unforeseeable
causes beyond the control and without the fault or negligence of Contracting
Party, including, but not restricted to, acts of God or of the public enemy,
fires, earthquakes, floods, epidemic, quarantine restrictions, riots, strikes,
freight embargoes, acts of any governmental agency other than City, and
unusually severe weather, if Contracting Party shall within ten (10) days of
the commencement of such delay notify the Contract Officer, or assigned
designee, in writing of the causes of the delay. The Contract Officer, or
assigned designee, shall ascertain the facts and the extent of delay, and
extend the time for performing the Services for the period of the forced delay
when and if in the Contract Officer's judgment such delay is justified, and the
Contract Officer's determination, or assigned designee, shall be final and
conclusive upon the parties to this Agreement. Extensions to time period in
the Schedule of Performance which are determined by the Contract Officer, or
assigned designee, to be justified pursuant to this Section shajl not entitle
the Contracting Party to additional compensation in excess of the Contract
Sum.
3.4 Term. Unless earlier terminated in accordance with the provisions
in Article 8.0 of this Agreement, the term of this agreement shall commence
on October 16, 2019, and terminate on June 30, 2022 ("Initial Term"). This
Agreement may be extended for two (2) additional year(s) upon mutual
agreement by both parties ("Extended Term").
4. COORDINATION OF WORK.
4.1 Representative of Contracting Party. The following principals of
Contracting Party ("Principals") are hereby designated as being the principals
and representatives of Contracting Party authorized to act in its behalf with
respect to the Services specified herein and make all decisions in connection
therewith:
(a) Name:
Tyler Fischer
Tel No.
970-769-4121
E-mail:
tyler@lodgingrevs.com
(b) Name
Haleigh Lyon
Tel No. 888-315-2844
Email: haleigh@lodgingrevs.com
It is expressly understood that the experience, knowledge, capability,
and reputation of the foregoing Principals were a substantial inducement for
City to enter into this Agreement. Therefore, the foregoing Principals shall be
responsible during the term of this Agreement for directing all activities of
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Contracting Party and devoting sufficient time to personally supervise the
Services hereunder. For purposes of this Agreement, the foregoing Principals
may not be changed by Contracting Party and no other personnel may be
assigned to perform the Services required hereunder without the express
written approval of City.
4.2 Contract Officer. The "Contract Officer", otherwise known as
the Tommi Sanchez, HUB Manager, or assigned designee may be
designated in writing by the City Manager of the City. It shall be Contracting
Party's responsibility to assure that the Contract Officer, or assigned
designee, is kept informed of the progress of the performance of the Services,
and Contracting Party shall refer any decisions, that must be made by City to
the Contract Officer, or assigned designee. Unless otherwise specified
herein, any approval of City required hereunder shall mean the approval of
the Contract Officer, or assigned designee. The Contract Officer, or
assigned designee, shall have authority to sign all documents on behalf of
City required hereunder to carry out the terms of this Agreement.
4.3 Prohibition Against Subcontracting ❑r Assignment. The
experience, knowledge, capability, and reputation of Contracting Party, its
principals, and its employees were a substantial inducement for City to enter
into this Agreement. Except as set forth in this Agreement, Contracting Party
shall not contract or subcontract with any other entity to perform in whole or
in part the Services required hereunder without the express written approval
of City. In addition, neither this Agreement nor any interest herein may be
transferred, assigned, conveyed, hypothecated, or encumbered, voluntarily or
by operation of law, without the prior written approval of City. Transfers
restricted hereunder shall include the transfer to any person or group of
persons acting in concert of more than twenty five percent (25%) of the
present ownership and/or control of Contracting Party, taking all transfers into
account on a cumulative basis. Any attempted or purported assignment or
contracting or subcontracting by Contracting Party without City's express
written approval shall be null, void, and of no effect. No approved transfer
shall release Contracting Party of any liability hereunder without the express
consent of City.
4.4 Independent Contractor. Neither City nor any of its employees
shall have any control over the manner, mode, or means by which Contracting
Party, its agents, or its employees, perform the Services required herein,
except as otherwise set forth herein. City shall have no voice in the selection,
discharge, supervision, or control of Contracting Party's employees, servants,
representatives, or agents, or in fixing their number or hours of service.
Contracting Party shall perform all Services required herein as an independent
contractor of City and shall remain at all times as to City a wholly independent
9.1
contractor with only such obligations as are consistent with that role.
Contracting Party shall not at any time or in any manner represent that it or
any of its agents or employees are agents or employees of City. City shall not
in any way or for any purpose become or be deemed to be a partner of
Contracting Party in its business or otherwise or a joint venture or a member
of any joint enterprise with Contracting Party. Contracting Party shall have
no power to incur any debt, obligation, or liability on behalf of City.
Contracting Party shall not at any time or in any manner represent that it or
any of its agents or employees are agents or employees of City. Except for
the Contract Sum paid to Contracting Party as provided in this Agreement,
City shall not pay salaries, wages, or other compensation to Contracting Party
for performing the Services hereunder for City. City shall not be liable for
compensation or indemnification to Contracting Party for injury or sickness
arising out of performing the Services hereunder. Notwithstanding any other
City, state, or federal policy, rule, regulation, law, or ordinance to the
contrary, Contracting Party and any of its employees, agents, and
subcontractors providing services under this Agreement shall not qualify for
or become entitled to any compensation, benefit, or any incident of
employment by City, including but not limited to eligibility to enroll in the
California Public Employees Retirement System ("PERS") as an employee of
City and entitlement to any contribution to be paid by City for employer
contributions and/or employee contributions for PERS benefits. Contracting
Party agrees to pay all required taxes on amounts paid to Contracting Party
under this Agreement, and to indemnify and hold City harmless from any and
all taxes, assessments, penalties, and interest asserted against City by reason
of the independent contractor relationship created by this Agreement.
Contracting Party shall fully comply with the workers' compensation laws
regarding Contracting Party and Contracting Party's employees. Contracting
Party further agrees to indemnify and hold City harmless from any failure of
Contracting Party to comply with applicable workers' compensation laws. City
shall have the right to offset against the amount of any payment due to
Contracting Party under this Agreement any amount due to City from
Contracting Party as a result of Contracting Party's failure to promptly pay to
City any reimbursement or indemnification arising under this Section.
4.5 Identity of Persons Performing Work. Contracting Party
represents that it employs or will employ at its own expense all personnel
required for the satisfactory performance of any and all of the Services set
forth herein. Contracting Party represents that the Services required herein
will be performed by Contracting Party or under its direct supervision, and
that all personnel engaged in such work shall be fully qualified and shall be
authorized and permitted under applicable State and local law to perform such
tasks and services.
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4.6 City Cooperation. City shall provide Contracting Party with any
plans, publications, reports, statistics, records, or other data or information
pertinent to the Services to be performed hereunder which are reasonably
available to Contracting Party only from or through action by City.
5. INSURANCE.
5.1 Insurance. Prior to the beginning of any Services under this
Agreement and throughout the duration of the term of this Agreement,
Contracting Party shall procure and maintain, at its sole cost and expense,
and submit concurrently with its execution of this Agreement, policies of
insurance as set forth in "Exhibit E" (the "Insurance Requirements") which is
incorporated herein by this reference and expressly made a part hereof.
5.2 Proof of Insurance. Contracting Party shall provide Certificate of
Insurance to Agency along with all required endorsements. Certificate of
Insurance and endorsements must be approved by Agency's Risk Manager
prior to commencement of performance.
6. INDEMNIFICATION.
6.1 Indemnification. To the fullest extent permitted by law,
Contracting Party shall indemnify, protect, defend (with counsel selected by
City), and hold harmless City and any and all of its officers, employees,
agents, and volunteers as set forth in "Exhibit F" ("Indemnification") which is
incorporated herein by this reference and expressly made a part hereof.
7. RECORDS AND REPORTS.
7.1 Reports. Contracting Party shall periodically prepare and submit
to the Contract Officer, or assigned designee, such reports concerning
Contracting Party's performance of the Services required by this Agreement
as the Contract Officer, or assigned designee, shall require. Contracting
Party hereby acknowledges that City is greatly concerned about the cost of
the Services to be performed pursuant to this Agreement. For this reason,
Contracting Party agrees that if Contracting Party becomes aware of any facts,
circumstances, techniques, or events that may or will materially increase or
decrease the cost of the Services contemplated herein or, if Contracting Party
is providing design services, the cost of the project being designed,
Contracting Party shall promptly notify the Contract Officer, or assigned
designee, of said fact, circumstance, technique, or event and the estimated
increased or decreased cost related thereto and, if Contracting Party is
providing design services, the estimated increased or decreased cost estimate
for the project being designed.
7.2 Records. Contracting Party shall keep, and require any
subcontractors to keep, such ledgers, books of accounts, invoices, vouchers,
canceled checks, reports (including but not limited to payroll reports), studies,
or other documents relating to the disbursements charged to City and the
Services performed hereunder (the "Books and Records"), as shall be
necessary to perform the Services required by this Agreement and enable the
Contract Officer, or assigned designee, to evaluate the performance of such
Services. Any and all such Books and Records shall be maintained in
accordance with generally accepted accounting principles and shall be
complete and detailed. The Contract Officer, or assigned designee, shall
have full and free access to such Books and Records at all times during normal
business hours of City, including the right to inspect, copy, audit, and make
records and transcripts from such Books and Records. Such Books and
Records shall be maintained for a period of three (3) years following
completion of the Services hereunder, and City shall have access to such
Books and Records in the event any audit is required. In the event of
dissolution of Contracting Party's business, custody of the Books and Records
may be given to City, and access shall be provided by Contracting Party's
successor in interest. Under California Government Code Section 8546.7. if
the amount of public funds expended under this Agreement exceeds Ten
Thousand Dollars ($10,000.00), this Agreement shall be subject to the
examination and audit of the State Auditor, at the request of City or as part
of any audit of City, for a period of three (3) years after final payment under
this Agreement.
7.3 Ownership ❑f Documents. All drawings, specifications, maps,
designs, photographs, studies, surveys, data, notes, computer files, reports,
records, documents, and other materials plans, drawings, estimates, test
data, survey results, models, renderings, and other documents or works of
authorship fixed in any tangible medium of expression, including but not
limited to, physical drawings, digital renderings, or data stored digitally,
magnetically, or in any other medium prepared or caused to be prepared by
Contracting Party, its employees, subcontractors, and agents in the
performance of this Agreement (the "Documents and Materials") shall be the
property of City and shall be delivered to City upon request of the Contract
Officer, or assigned designee, or upon the expiration or termination of this
Agreement, and Contracting Party shall have no claim for further employment
or additional compensation as a result of the exercise by City of its full rights
of ownership use, reuse, or assignment of the Documents and Materials
hereunder. Any use, reuse or assignment of such completed Documents and
Materials for other projects and/or use of uncompleted documents without
specific written authorization by Contracting Party will be at City's sole risk
and without liability to Contracting Party, and Contracting Party's guarantee
and warranties shall not extend to such use, revise, or assignment.
Contracting Party may retain copies of such Documents and Materials for its
own use. Contracting Party shall have an unrestricted right to use the
concepts embodied therein. All subcontractors shall provide for assignment
to City of any Documents and Materials prepared by them, and in the event
Contracting Party fails to secure such assignment, Contracting Party shall
indemnify City for all damages resulting therefrom.
7.4 In the event City or any person, firm, or corporation authorized
by City reuses said Documents and Materials without written verification or
adaptation by Contracting Party for the specific purpose intended and causes
to be made or makes any changes or alterations in said Documents and
Materials, City hereby releases, discharges, and exonerates Contracting Party
from liability resulting from said change. The provisions of this clause shall
survive the termination or expiration of this Agreement and shall thereafter
remain in full force and effect.
7.5 Licensing of Intellectual Property. This Agreement creates a non-
exclusive and perpetual license for City to copy, use, modify, reuse, or
sublicense any and all copyrights, designs, rights of reproduction, and other
intellectual property embodied in the Documents and Materials. Contracting
Party shall require all subcontractors, if any, to agree in writing that City is
granted a non-exclusive and perpetual license for the Documents and
Materials the subcontractor prepares under this Agreement. Contracting Party
represents and warrants that Contracting Party has the legal right to license
any and all of the Documents and Materials. Contracting Party makes no such
representation and warranty in regard to the Documents and Materials which
were prepared by design professionals other than Contracting Party or
provided to Contracting Party by City. City shall not be limited in any way in
its use of the Documents and Materials at any time, provided that any such
use not within the purposes intended by this Agreement shall be at City's sole
risk.
7.6 Release of Documents. The Documents and Materials shall not be
released publicly without the prior written approval of the Contract Officer, or
assigned designee, or as required by law. Contracting Party shall not
disclose to any other entity or person any information regarding the activities
of City, except as required by law or as authorized by City.
7.7 Confidential or Personal Identifying Information. Contracting
Party covenants that all City data, data lists, trade secrets, documents with
personal identifying information, documents that are not public records, draft
documents, discussion notes, or other information, if any, developed or
received by Contracting Party or provided for performance of this Agreement
are deemed confidential and shall not be disclosed by Contracting Party to any
person or entity without prior written authorization by City or unless required
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by law. City shall grant authorization for disclosure if required by any lawful
administrative or legal proceeding, court order, or similar directive with the
force of law. All City data, data lists, trade secrets, documents with personal
identifying information, documents that are not public records, draft
documents, discussions, or other information shall be returned to City upon
the termination or expiration of this Agreement. Contracting Party's covenant
under this section shall survive the termination or expiration of this
Agreement.
8. ENFORCEMENT OF AGREEMENT.
8.1 California Law. This Agreement shall be interpreted, construed,
and governed both as to validity and to performance of the parties in
accordance with the laws of the State of California. Legal actions concerning
any dispute, claim, or matter arising out of or in relation to this Agreement
shall be instituted in the Superior Court of the County of Riverside, State of
California, or any other appropriate court in such county, and Contracting
Party covenants and agrees to submit to the personal jurisdiction of such court
in the event of such action.
8.2 ❑isputes. In the event of any dispute arising under this
Agreement, the injured party shall notify the injuring party in writing of its
contentions by submitting a claim therefore. The injured party shall continue
performing its obligations hereunder so long as the injuring party commences
to cure such default within ten (10) days of service of such notice and
completes the cure of such default within forty-five (45) days after service of
the notice, or such longer period as may be permitted by the Contract Officer,
or assigned designee; provided that if the default is an immediate danger to
the health, safety, or general welfare, City may take such immediate action
as City deems warranted. Compliance with the provisions of this Section shall
be a condition precedent to termination of this Agreement for cause and to
any legal action, and such compliance shall not be a waiver of any party's right
to take legal action in the event that the dispute is not cured, provided that
nothing herein shall limit City's right to terminate this Agreement without
cause pursuant to this Article 8.0. During the period of time that Contracting
Party is in default, City shall hold all invoices and shall, when the default is
cured, proceed with payment on the invoices. In the alternative, City may, in
its sole discretion, elect to pay some or all of the outstanding invoices during
any period of default.
8.3 Retention of Funds. City may withhold from any monies payable
to Contracting Party sufficient funds to compensate City for any losses, costs,
liabilities, or damages it reasonably believes were suffered by City due to the
default of Contracting Party in the performance of the Services required by
this Agreement.
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8.4 Waiver. No delay or omission in the exercise of any right or
remedy of a non -defaulting party on any default shall impair such right or
remedy or be construed as a waiver. City's consent or approval of any act by
Contracting Party requiring City's consent or approval shall not be deemed to
waive or render unnecessary City's consent to or approval of any subsequent
act of Contracting Party. Any waiver by either party of any default must be in
writing and shall not be a waiver of any other default concerning the same or
any other provision of this Agreement.
8.5 Rights and Remedies are Cumulative. Except with respect to
rights and remedies expressly declared to be exclusive in this Agreement, the
rights and remedies of the parties are cumulative and the exercise by either
party of one or more of such rights or remedies shall not preclude the exercise
by, it, at the same or different times, of any other rights or remedies for the
same default or any other default by the other party.
8.6 Legal Action. In addition to any other rights or remedies, either
party may take legal action, at law or at equity, to cure, correct, or remedy
any default, to recover damages for any default, to compel specific
performance of this Agreement, to obtain declaratory or injunctive relief, or
to obtain any other remedy consistent with the purposes of this Agreement.
8.7 Termination Prior To Expiration of Term. This Section shall govern
any termination of this Agreement, except as specifically provided in the
following Section for termination for cause. City reserves the right to
terminate this Agreement at any time, with or without cause, upon thirty
(30) days' written notice to Contracting Party. Upon receipt of any notice of
termination, Contracting Party shall immediately cease all Services hereunder
except such as may be specifically approved by the Contract Officer, or
assigned designee. Contracting Party shall be entitled to compensation for
all Services rendered prior to receipt of the notice of termination and for any
Services authorized by the Contract Officer, or assigned designee, thereafter
in accordance with the Schedule of Compensation or such as may be approved
by the Contract Officer, or assigned designee, except amounts held as a
retention pursuant to this Agreement.
8.8 Termination for Default of Contracting Party. If termination is due
to the failure of Contracting Party to fulfill its obligations under this Agreement,
Contracting Party shall vacate any City -owned property which Contracting
Party is permitted to occupy hereunder and City may, after compliance with
the provisions of Section 8.2, take over the Services and prosecute the same
to completion by contract or otherwise, and Contracting Party shall be liable
to the extent that the total cost for completion of the Services required
hereunder exceeds the compensation herein stipulated (provided that City
shall use reasonable efforts to mitigate such damages), and City may withhold
-12-
any payments to Contracting Party for the purpose of setoff or partial payment
of the amounts owed City.
8.9 Attorneys` Fees. If either party to this Agreement is required to
initiate or defend or made a party to any action or proceeding in any way
connected with this Agreement, the prevailing party in such action or
proceeding, in addition to any other relief which may be granted, whether
legal or equitable, shall be entitled to reasonable attorneys' fees; provided,
however, that the attorneys' fees awarded pursuant to this Section shall not
exceed the hourly rate paid by City for legal services multiplied by the
reasonable number of hours spent by the prevailing party in the conduct of
the litigation. Attorneys' fees shall include attorneys' fees on any appeal, and
in addition a party entitled to attorneys' fees shall be entitled to all other
reasonable costs for investigating such action, taking depositions and
discovery, and all other necessary costs the court allows which are incurred in
such litigation. All such fees shall be deemed to have accrued on
commencement of such action and shall be enforceable whether or not such
action is prosecuted to judgment. The court may set such fees in the same
action or in a separate action brought for that purpose.
9. CITY OFFICERS AND EMPLOYEES; NONDISCRIMINATION.
9.1 Non -liability of City Officers and Employees. No officer, official,
employee, agent, representative, or volunteer of City shall be personally liable
to Contracting Party, or any successor in interest, in the event or any default
or breach by City or for any amount which may become due to Contracting
Party or to its successor, or for breach of any obligation of the terms of this
Agreement.
9.2 Conflict of Interest. Contracting Party covenants that neither it,
nor any officer or principal of it, has or shall acquire any interest, directly or
indirectly, which would conflict in any manner with the interests of City or
which would in any way hinder Contracting Party's performance of the
Services under this Agreement. Contracting Party further covenants that in
the performance of this Agreement, no person having any such interest shall
be employed by it as an officer, employee, agent, or subcontractor without
the express written consent of the Contract Officer, or assigned designee.
Contracting Party agrees to at all times avoid conflicts of interest or the
appearance of any conflicts of interest with the interests of City in the
performance of this Agreement.
No officer or employee of City shall have any financial interest, direct
or indirect, in this Agreement nor shall any such officer or employee
participate in any decision relating to this Agreement which effects his financial
interest or the financial interest of any corporation, partnership or association
-13-
in which he is, directly or indirectly, interested, in violation of any State statute
or regulation. Contracting Party warrants that it has not paid or given and will
not pay or give any third party any money or other consideration for obtaining
this Agreement.
9.3 Covenant against ❑iscrimination. Contracting Party covenants
that, by and for itself, its heirs, executors, assigns, and all persons claiming
under or through them, that there shall be no discrimination against or
segregation of, any person or group of persons on account of any
impermissible classification including, but not limited to, race, color, creed,
religion, sex, marital status, sexual orientation, national origin, or ancestry in
the performance of this Agreement. Contracting Party shall take affirmative
action to ensure that applicants are employed and that employees are treated
during employment without regard to their race, color, creed, religion, sex,
marital status, sexual orientation, national origin, or ancestry.
10. MISCELLANEOUS PROVISIONS.
10.1 Notice. Any notice, demand, request, consent, approval, or
communication either party desires or is required to give the other party or
any other person shall be in writing and either served personally or sent by
prepaid, first-class mail to the address set forth below. Either party may
change its address by notifying the other party of the change of address in
writing. Notice shall be deemed communicated forty-eight (48) hours from
the time of mailing if mailed as provided in this Section.
To City:
CITY OF LA QUINTA
Attention: Tommi Sanchez
78495 Calle Tampico
La Quinta, California 92253
To Contracting Party:
LODGINGRevs
Attention:Tyler Fischer
900 Main Avenue Ste 10
Durango, CO 81301
10.2 Interpretation. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed
for or against either party by reason of the authorship of this Agreement or
any other rule of construction which might otherwise apply.
-14-
10.3 Section Headings and Subheadings. The section headings and
subheadings contained in this Agreement are included for convenience only
and shall not limit or otherwise affect the terms of this Agreement.
10.4 Counterparts. This Agreement may be executed in counterparts,
each of which shall be deemed to be an original, and such counterparts shall
constitute one and the same instrument
10.5 Integrated Agreement. This Agreement including the exhibits
hereto is the entire, complete, and exclusive expression of the understanding
of the parties. It is understood that there are no oral agreements between
the parties hereto affecting this Agreement and this Agreement supersedes
and cancels any and all previous negotiations, arrangements, agreements,
and understandings, if any, between the parties, and none shall be used to
interpret this Agreement.
10.6 Amendment. No amendment to or modification of this Agreement
shall be valid unless made in writing and approved by Contracting Party and
by the City Council of City. The parties agree that this requirement for written
modifications cannot be waived and that any attempted waiver shall be void.
10.7 Severability. In the event that any one or more of the articles,
phrases, sentences, clauses, paragraphs, or sections contained in this
Agreement shall be declared invalid or unenforceable, such invalidity or
unenforceability shall not affect any of the remaining articles, phrases,
sentences, clauses, paragraphs, or sections of this Agreement which are
hereby declared as severable and shall be interpreted to carry out the intent
of the parties hereunder unless the invalid provision is so material that its
invalidity deprives either party of the basic benefit of their bargain or renders
this Agreement meaningless.
10.8 Unfair Business Practices Claims. In entering into this Agreement,
Contracting Party offers and agrees to assign to City all rights, title, and
interest in and to all causes of action it may have under Section 4 of the
Clayton Act (15 U.S.C. § 15) or under the Cartwright Act (Chapter 2,
(commencing with Section 16700) of Part 2 of Division 7 of the Business and
Professions Code), arising from purchases of goods, services, or materials
related to this Agreement. This assignment shall be made and become
effective at the time City renders final payment to Contracting Party without
further acknowledgment of the parties.
10.9 No Third -Parma Beneficiaries. With the exception of the specific
provisions set forth in this Agreement, there are no intended third -party
beneficiaries under this Agreement and no such other third parties shall have
any rights or obligations hereunder.
-15-
10.10Authority. The persons executing this Agreement on behalf of
each of the parties hereto represent and warrant that (i) such party is duly
organized and existing, (ii) they are duly authorized to execute and deliver
this Agreement on behalf of said party, (iii) by so executing this Agreement,
such party is formally bound to the provisions of this Agreement, and (iv) that
entering into this Agreement does not violate any provision of any other
Agreement to which said party is bound. This Agreement shall be binding
upon the heirs, executors, administrators, successors, and assigns of the
parties.
[SIGNATURES ON FOLLOWING PAGE]
-16-
IN WITNESS WHEREOF, the parties have executed this Agreement as of
the dates stated below.
CITY OF LA QUINTA,
a California Municipal Corporation
JON_�4CMILLEN, City Manager
.C-ffy of La Quinta, California
Dated: IZ/31 Vt
ATTEST:
—Pt +
MONIKA RAD VA, ity Clerk
La Quinta, California
APPROVED AS TO FORM:
WILLIAM H. IHRK , City Attorney
City of La Quinta, California
-17-
CONTRACTING PARTY:
By: '�Z�
-
Name: Erin Neer
Title: CEO
By:
Name:
Title:
Exhibit A
Task 1: Detailed description of the methodology of the vendor's STVR monitoring services. A
description of the tools used to discover new unregistered STVR properties should be
included.
The entire expert LODGINGRevs team is available as a resource for City staff. We couple our experience with our
powerful solution to deliver short-term vacation rental regulation compliance rates above 90%, creating responsive &
safer communities.
Implementing the LODGINGRevs solution provides City staff with readily available live data dashboards and property
status insight. The community gains proactive engagement and adherence to policies & regulations. Our identification,
reconciliation, and notifications are leveraged for targeted enforcement. The processes and systems that are deployed
to track compliance statuses create the greatest opportunity to increase compliance and result in compliance rates as
high as 98.5%.
Monitoring Short Term Vacation Rentals
Our platform will process listings from 31 different sites, including the elusive Craigslist. While there are another —25
major sites available on the internet that offer STVR bookings, these sites are international listings exclusively and as our
focus is currently on compliance in the United States, we do not currently process these sites. LODGINGRevs processes
data twice a week, and all listing compliance statuses are updated each week so that we can issue timely Notifications as
often as weekly.
Once our system imports all listings, the data is either updated on existing listings, or new records are inserted into our
database for each client. The system then performs unique jobs for each client to assist our team in matching listings to
unique property records. For example, one job searches the text in the title and description of an advertisement against
the list of condominium complexes for that client and pulls out specific unit numbers as well. Please see the next
section, which describes our Accurate Parcel Identification process.
LODGINGRevs processes advertisement data twice each week from all thirty platforms for our clients. We time this
frequency to ensure that data is processed no longer than three days apart. However, we have worked closely with
clients to also ensure that we run the listings at the most opportune time to capture new evasive rentals. For example,
currently, our listings are processed on Tuesday and Friday mornings. The Saturday morning process helps ensure we
capture the rentals who list only on the weekend.
Accurately Identifying Parcels for Each Ad Listing
Through a blend of automation and expert review, LODGINGRevs has the tools and knowledge to accurately match
advertisements to properties. We have successfully completed similar scale identification census for Maui County, who
had 18,000 listings when we first started our contract. Maui now has close to 32,000 active listings. Not only have we
completed a large scale identification census, but we are experts in the nuances of parcel data and have enhanced the
LODGINGRevs system to include features specifically applicable the specific needs of La Quinta.
Exhibit A
Page 1 of 11
LODGINGRevs staff have experience with the tough to identify properties. In Maui, we frequently see advertisements
with just a few photos, and only one of them being of the outside of the house. Our first step in tackling the property
matching, and is something that we do on all listings, is to review the reverse geocode address. When the property
owner creates their listing, they make a "pinpoint" where they say their property is located. When we bring the listing
into our system, we take the longitude and latitude of that pinpoint and come up with an address of where we think the
property is located. On the screenshot below, the Advertised Street Address is the reverse geo code address (from the
property owner), and the Business Address is the confirmed address (confirmed by our team.) The reverse geocode
address and confirmed address are just a few houses off:
An important thing to consider is that in addition to identifying the correct property, the ownership records need to be
up to date so that the correct owner is notified. LODGINGRevs updates ownership records monthly, and in the case of
the County of Maui, does so with no City staff time. The monthly update ensures that no time is wasted by incorrectly
notifying the previous owner.
The project will be assigned a conversion manager who will work with City staff on the data and compliance
requirements. There is no learning curve with our team as we have extensive experience with all aspects of parcel data
and property review.
Task 2: Detailed description of how the vendor can effectively monitor existing STVRP
properties for monthly TOT remittance, expired City Business Licenses and/or City Short Term
Rental Permits. Vendor will need to provide a description of the tools or methodology that will
be used to attain 90 % to 95% compliance.
Monitoring Monthly STVRPs TOT Remittance
The system keeps remittance and delinquency top of mind for City staff. We have all transactions stored within the
specific business information, and we have multiple reports to identify TOT remitters and delinquent accounts.
The assessment reconciliation report sample below displays the filers according to the parameters chosen. Staff can
also click directly into the completed TOT remittance form and the receipt.
Completed ■ in the peritad T AUOUSt - -_-
Account
3at6h ID r_rn M Type pa y—t I7 Cart IC Bus:oast
Bus nass A— s'ata Bu.m—
T,pa City Bus oast
Typa I:im
Typa status od Tcta' pa�!
012636
S191026 5207326 50817S3 hlcuntam
2
2
Sales Tax
Assessment Completed ACH 56000
Chalet
Credit
by the
Sea
008078
5190948 5'.07320 5081752 h1y
2 1
2
Sales Tax-
Assessment Completed ACH $1.81
Col oradv
W age
Credit
Va- on
aanr�r
—
012636
5191020
Results 1 - 9 of 9
012636
5191020 C-eated By pe-iod
Due Deposot
Cempieted By
_iabirty Date
Issued Daze Closed Data =imil Return
08./12,/19 Tyler 08/12/19 08/23.%19 08/12;'19
08/12/19 Tyler
2017-01-26
2017-01-26
012636
5191024
012636 5191006 08/09/19 Haleigh 07/31/19 08/11!19 08/09/19 08/09/19 Haleigh L
08/09,/19 Haleigh 08./09,/19 08,/20/19 08;09,/19 08/09/19 Haleigh 2017-01-26 2017-01-26 L
08/09/19
Haleigh
08/09/19
08/20/19
08/09/19
08i09/19
Haleigh
2017-01-26
2017-01-26
08/09/19
Hale-gh
08,'09/19
081%20.!19
08y109/19
38/09/19
Hale�gh
2017-01-26
2017-01-26 2-
Exhibit A
Page 2 of 11
Our Delinquency System (to
the right) populates
accounts that are delinquent
in TOT remittance and/or
business license tasks. With
this report (right) you can
also close a business if they
are no longer active or
responsive and also send out
email notifications right
from within the report.
shoe: Cpal Task
Show Open Ta.c {
Open Task
QV0V2D00 07j:4RM
Show Filters
Search
Show Account Balance Pending .. Show No Active
Show Account Balance Completed 4.
Open Tax
01/01j2D00 07/14/2019
Per Page 15 Cupy • Excel CSV
Open Tax
Date of Last Transaction Paid
Sales Tax, Due:
2018-12-20, Completed: 2018-12-19
Sales and Utilities Tax Form (Dec 2018) Due:01-22-2019
Accommodations
Tax , Due: 2018-12-20, Completed: 2018-12-19
Accommodations Tax ;Dec 2018) Due:01-22-2019
Payment, Due:
2019-12-20, Completed: 2018-12-19
Accommodations Tax, Due: 2018-12-20, Completed: 2018-12-20
Accommodations Tax (Dec 2019) Due:01-22-2019
Sales Tax, Due:
2018-12-20, Completed: 2018-12-20
Sales and Utilities Tax Form ;Dec 2013) Due:01-22-2019
Payment, Due:
2019-12-20, Completed: 2018-12-20
Sales Tax, Due:
2016-12-20, Completed: 2018-12-20
Accommodations Tax (Dec 2019) Due:01-22-2019
Accommodations Tax , Due: 2018-12-20, Completed: 2018-12-20
Sales and Utilities Tax Form (Dec 2018) Due:01-22-2019
Payment, Due:
2019-12-20, Completed: 2018-12-20
Monitoring and Manage City STVRP Permit or Business License Expiration
The La Quinta solution includes access to our Site Configuration
tools, which are simple and easy to use. Our team sets up the
Editing License: Vacation Rental Registration
parameters, but know that your staff can customize the process
Lfeensestatus
for each license, permit or inspection, or just reach out to our
Active
support staff and our team can do it for you. These tools allow
Name
our platform to be nimble to change with you as new
Vacation Rental Registration
Ordinances or compliance requirements are necessary. For
i Description t
example, to the right you can see the automation settings
Vacation Rental Registration
regarding business license and STVR permit expiration and
Which worklow should run to renew this license?
renewal settings. These settings automatically create the STVRP
11064] Business License - Short Term Rental
tasks for renewals with reminders according to the custom
Does this license Expire?
needs of the City. Also, the delinquency report mentioned
Yes •
When does this license expire?
above can filter to open tasks, providing City staff the capability
Annually at the end of next year.
to filter to delinquent/expired business licensing and registration
Annually at the end of this year.
tasks; which enables direct notifications to be sent form the
Bi-Annually at the end of the year.
report.
- 0 days from Current License Expiration Date
Licensing
The licensing module includes the ability to manage as many
licenses as required. We have a jurisdiction that manages
fourteen different licenses in the system. And again, if you decide
to legislate a new license in the system in the future, the tools are
available to do so quickly.
Permitting
In our platform, permitting and inspections are part of the
workflow process required for a business approval of a license.
They become part of the required steps for your team to review
and collaborate on as you are considering the approval process.
• Last day of the month of the current expiration date + 1 year?
0 days from today
Flee- not==-: the oe.,:d dare Is —al to the f,rst Jake m-- license
When should the license renewal process begin?
6D days before the current license expires.
For renewals, when is the workflow due?
On xxx (Month/Day) after the due date of the renewal workflow.
• Last day of the month of the current expiration date + 30 _ Days
Do you need to set an Occupancy Group for this license?
- Yes. • No.
Occupancy Group Choices:
A-3 "
A-4 X
Add Choice:
Code:
Name:
Description:
Add
Exhibit A
Page 3 of 11
Compliance Process Insight
The City of La Quinta LODGINGRevs solution will utilize proprietary data mining technology to extract all relevant data
for short-term vacation rental listings from listing platforms and populate the data as listing records within the
LODGINGRevs system. We reverse geocode the address from each listing across all major STVR websites and cross-
reference that with our records and City records to ensure the address of the property is accurate as well as the contact
information for the owner/manager of that property
(new listing sample to the right). April
Our identification rate for listings with our existing
clients is 98%. For that remaining 2% we work with the
jurisdiction to use utility records and other means to
identify contact information for the owner of the
property for each listing.
All listings have their own page in our system where you
can view audit logs, notes, compliance status,
notifications sent and click through to the advertisement
associated with that property.
Your dashboard will be on a customized
URL with all of the data and functions you
need to monitor compliance (sample to
the right), and send notifications. With a
filterable map, you can see properties
and/or listings by various compliance
types and click through to the page for
each listing or property. Reports are all
there for you to view and customize.
Comoliant
Management Company
AlrBnB FlipKey VRBO Other Total
Total Advertisements
135
33
59
20 247
Unique Properties
63
23
48
18 152
New Advertisements
3
8
4
16 31
New Properties
2
6
4
11 22
Removed 16 0
Advertisements
Removed Prooertles 9 0
Outreach and Review Status
Subtotal Compliant, Managed or Revenue Neutral
12 14 42
3 9 19
VRBO
FllpKey
AtrBnB
Other
All
%
Properties
860
600
496
1,221
3,177
83.72
788
73
55
187
32
347
9.14
144
5
6
21
83
115
1 •-•
103
938
661
704
1,336
3,639
95.89
8
6
4
8
26
,..
0
2
0
25
0
27
_
1
38
3
56
6
103
2 -i
29
You will have access to the database of all Subtotal Non -Compliant 46 9 85 14 156 4.11
short-term vacation rental ads and the TOTAL 986 670 789 1.350 3,795 100.00
connected property data via a login to the
No compliance status 0 0 0
system to use our intuitive click through
design to view and pull any reports, 11 0 23
including click through capability to read audit logging, notes, photos, maps, links to listings, etc. Outreach to all
properties can be done through our customized notification system with The City of La Quinta branded. The Notification
Module (detailed on page 28) enables to City to have unlimited notification templates, so that we can clearly
communicate to property owners in various states of compliance for you.
Our system runs - 1vidence _-anfuon all listings for your community each week. The evidence includes all text on the
page (including items under "show more' links), every single page of reviews and every single photo. Evidence is
archived on our server, and is easily accessible through our archive menu which is stored on our secure server. All data
is backed up twice daily on our server, including one back up copy in an offsite location — providing you with complete
redundancy. Your team can even export an entire batch of PDF's for a single property or date range to provide to your
attorney's office or for other compliance use outside our system.
In addition, our Listing Tracker runs every five minutes on non -compliant properties. This automated tool finds those
problematic property owners who may list their advertisement on Friday night to capture a booking, and remove it by
Monday morning when your staff is in the office. The minute our Listing Tracker sees the listing is active, we capture
evidence on the listing and store it in our system as a PDF with a time and date stamp of when we saw the active listing.
This evidence, coupled with the Listing Tracker to the minute technology, is a crucial tool in identifying, monitoring,
notifying and documenting court evidence to problematic properties that claim they are not renting their home.
Exhibit A
Page 4 of 11
Task 3A: Detailed description of the vendor's compliance program
Our distinctive process and services create the environment necessary to achieve the highest possible compliance rate.
Our refined process and ever enhancing services start with our delivery of a customized and branded LODGINGRevs
compliance website. We will implement technology to build, update, and maintain the City of La Quinta's short-term
STVR inventory database. The compliance parameters established during our collaborative kickoff meeting, will be
defined and implemented in our compliance process. The City's authorized users are provided with unlimited access
and unlimited user licenses to the dashboard, reporting, and all other aspects of the system. Our system and our expert
review team reconcile all discovered ad listings to the TMK parcel numbers, determination of allowed and prohibited
land use zones, and property owner/manager contact information.
The compliance services provide the necessary tracking and enforcement documentation of all ad listings and all
properties. The evidence capture system will capture all ad listing photos, descriptions, reviews, and owner information
from advertisements and put it into an archived PDF format with a capture time & date stamp for non -compliant ad
listings. This documentation feature is leveraged with our listing tracker solution; where the system tracks, every 10
minutes, advertisements that are removed and re -activated, and then creates the evidence capture to archive and
document these properties. These features combine to identify and document specific short-term vacation rental
operators that are trying to avoid detection and obtain bookings.
Targeted notification solutions are a key to achieving the highest compliance rates possible, and this is achieved through
our notifications module that contains "smart fields." Through our compliance process and multistage status reports
our team or City staff can mail or email (if we have the e-mail address from the permit records) property
owners/managers to address the specific problem or task that is resulting in non-compliance. These notifications are
completely customized to the City's language and branding
Notification Module: Our Notification System allows each
destination to have an unlimited number of Notification
Templates. The tool provides an easy to use way to write
notices, much like any word processing application and
allows you to insert our "smart fields" where appropriate.
Don't worry though — our team creates the Notification
templates for you, but the tool is easy to use if you ever
want to make an adjustment yourself.
The combined power of our unique compliance statuses and
Notification Templates allows our team to generate
notifications, on your desired frequency, with custom
language specific to the deficiency for each property. So, if
a property is only missing the Business License, they can
receive a Notification that provides that deficiency and
instructions on how to become licensed. If another property
is advertising 1 night minimum stays and are in a zone that
requires a minimum of 3 night turnovers, their letter can
include those specific issues.
Notice Delivery Methods: Notifications can be delivered
either via email or via mail upon registration.
Yxltrw V'•agaLZ ftol +fv Val- Nrr, L'wir..
Edit Add Na. T mplate
Name
Register for MR- New Business
"aft
Fl"
Town of Mountain Village- License Requirement for Vacation Rental
active
ad e ess
Field TV"AddressCheck
advertlsedllrense
Aavemiaenent
'u.' Advertisement Compliance Status Id
_
advertlsenn id
Media Llbrary
adverticememremovaldace
advert lsementsta rtda to
adve rtlsementstatu sid
assessoraccountnumber
Pill
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f $advertlsement_I Istings]
The Town of Mountain Village requires that all advertised short term
rental obtain a business license. You can
;obtain your license online at [56usiness_center_url]. After registering
your email and selecting a password, you
will be prompted to utilize the following information to link to your property:
'Account Number: (ibusiness_accountnumber]
Activation Cade: [sbusiness_code]
Once you obtain an active license, you are required to include the license number on all advertisements per
Town Ordlnanct,
If you have any questions, feel free to reach out to our team at supoort0loegingrevs.00m.
� [$dlsclalmer]
Save Close
Exhibit A
Page 5 of 11
Email Delivery: Emails are
delivered automatically by our
integrated email system. The
Notifications Archive can be
viewed 1) by property, 2) by
listing or 3) in aggregate on the
Notifications report. All views
allow you to see not only when
the email was delivered but
also when the email user
opened the email. Email
notices can also be delivered to
more than one user per property.
Notifications
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Note that with our integrated registration, licensing and tax collection system, every user first enters an email address in
order to gain access to the system. This provides us with a valid email for every property user for notification delivery.
Paper Delivery: Notices can also be mailed. Simply print the single batch of PDF's that our system produces. We can
also help you utilize a third party mailing house by transmitting the PDF to them for printing & mailing.
Support: In addition, our Notifications can include the contact information for our support team as well as your staff.
Our team helps over 50,000 users nationally and we can assist with the initial questions from your owner or managers if
you'd like. Our average response time for support questions is 37 minutes and 88% of tickets are resolved on the first
contact since our experts know how to help them quickly!
As your records custodian, we believe it is paramount that you have on demand access to marketing and operational
documentation of all ad listing and property data. Our staff user interface and intuitive reporting tools are the best in
the industry. We strive to not only provide the best documentation with cutting edge technology and process, but to
also achieve ease of use for City staff.
Evidence Capture —Available 24/7
The LODGINGRevs evidence capture system will automatically capture screenshots of all active short-term vacation
rental listings operating within the City. These ad listing screenshots create a full page PDF that includes all data posted
in the ad listing, including the sections where it is necessary to "click for more information." The PDF that is created and
stored in our system includes all posted information without any cut offs. Our system runs evidence capture on all
listings for your community each week. The listing "URL" and time and date is stamped on each evidence PDF allows
you to determine the dates their advertisement was active. You can also filter to a particular property and export all
evidence for that property into a single PDF.
The evidence includes all text on the page (including items under "show more" links), every single page of reviews and
every single photo. Below, you can see an excerpt of 5 of the photos we captured in the PDF Evidence Capture for a
particular property on May 7th, 2019 at 7:22:18 PM. All of the 15 photos are archived in a single PDF for proof of rental if
ever needed by your staff. You'll also see an excerpt for the same property of the reviews that we capture in the PDF of
the evidence capture. The PDF contains all 45 reviews in this single PDF, again for proof of rental activity.
All evidence is archived on our server, and is easily accessible through our archive menu. You can even export an entire
batch of PDF's for a single property or date range to provide to your attorney's office or for other compliance use
outside our system. a tull PDF example of our evidence capture documentation hera.
Exhibit A
Page 6 of 11
Listing Tracker
Our Listing Tracker is a service that leverages the evidence capture. It also runs every 10 minutes on non -compliant
properties so we can capture Evidence as soon as one of these properties has an active listing, unless the evidence was
already captured within the last 24 hours. As shown below, you can filter to include notifications previously sent — our
clients find this really helpful if a property has been sent a "cease & desist" letter to stop renting, but our evidence is
showing that they are still advertising.
E Capture Tracker
Search Unk Status Good
Batch Created Link Date
Before Status JU
Template
Has Capture YES (j
6
# of Notifications Sent Notifications Date
RIM
After Status
SelrCtt
• . .�'_•I_:.
Z
3 4�7
I...1$7 Next
!D Adverbsement(Adv) 1D
RPS Number
Before Comp Status Id
Ayer Comp Status 10
City
state
County
Batch Id
Batch Created
t.rk =noes
LSk LMM
[Capture Process M
2389060
6037302
18-0002129
Listing Removed
Listing Reactivated
Hana
HI
Maui County
2507
2019-04-21 22:10:03
good
2019-04-21 22:15:46
3646
2389072
6038030
18-0002179
Listing Removed
Listing Reactivated
Lahaina
HI
Maul County
2507
2019-04-21 22:10:03
good
2019-04-21 22:16:45
3647
2309118
5052008
16-0001667
Listing Removed
Listing Reactivated
Lahaina
HI
Maul County
2507
2019-04-21 22:10:03
good
2019-DA-21 22:20:48
3648
2389128
6052674
18-0001682
Listing Removed
Listing Reactivated
Wailuku
HI
Maul County
2507
2019-04-21 22:10:03
good
2019-04-21 22:22:09
3649
2368100
6009366
18-0001882
Listing Removed
Listing Reactivated
Wailuku
HI
Maul County
2506
2019-04-21 21:10:03
good
2019-04-21 21:13:27
3642
2388170
6038848
18-0001783
t)s31nd Ranmved
Listlna Reactivated
Lnhalna
HI
Maul County
2506
2019-04-21 21:10:03
000d
2019-04-21 21:18:08
3643
We also track all dates that a listing was active
and allow you to report on this for disputes
about rental activity. For example, to the right,
you can see that this property has 4 active
listings and you can see all the dates that we
found those listings in the month of April. We
provide this data in an easy to export format for
court reporting documentation, and can show
more than 6 months of capture dates as well.
Details Owner / Manager (1) Advertisement(4) Rental Activity (3) Notes(4) N
Registration Number [017574] : Etta Place Too #110
Adv 10 = URL eompllance Steozs Start Das C p ' O t
uxv-4 mte
' 6088264 https:!/www.600king.co m/hotel/us/etta- Outreach- i
place-too-130.en-gh.html License Not
posted
6022116 https://vmw.tripz.com/vacation- Compliant 11-01- D4-13-2018 2018-04-13,2010-04-13 L
rentals/usa/colorado/telluride/ski-inski-out- 2017
2nd-floor-n ewly-remodel ed-s kl Co ndo-
1012662
2656610 https://w Mpkey rom/properties/9084419/ Compliant 11-01- D4-13-2018 2018-04-13,2018-04-13,
2017 2018-04-13,2018-04-13 7
2656520 https://www.vrbo.com/1189438 Compliant 10-25- 04-13-201B 2018-04-13,2018-04-13 L
2017
Task 3B-: Two Formal Notices, initial contact and follow-up
The notification module is a defining example of our best practice efficiencies as we target specific compliance statuses
and direct the STVRP to an already established account with outlined tasks. The following two pages have the initial
contact and follow-up notification samples. Note that the City of La Quinta letters would be specific to your language
and action items.
Exhibit A
Page 7 of 11
ADDENDUM TO AGREEMENT
Re: Scope of Services
If the Scope of Services include construction, alteration, demolition,
installation, repair, or maintenance affecting real property or structures or
improvements of any kind appurtenant to real property, the following apply:
1. Prevailing Wage Compliance. If Contracting Party is a contractor
performing public works and maintenance projects, as described in this
Section 1.3, Contracting Party shall comply with applicable Federal, State, and
local laws. Contracting Party is aware of the requirements of California Labor
Code Sections 1720, et seq., and 1770, et seq., as well as California Code of
Regulations, Title 8, Sections 16000, et seq., (collectively, the 'Prevailing
Wage Laws"), and La Quinta Municipal Code Section 3.12.040, which require
the payment of prevailing wage rates and the performance of other
requirements on "Public works" and 'Maintenance" projects. If the Services
are being performed as part of an applicable "Public works" or "Maintenance"
project, as defined by the Prevailing Wage Laws, and if construction work over
twenty-five thousand dollars ($25,000.00) and/or alterations, demolition,
repair or maintenance work over fifteen thousand dollars ($15,000.00) is
entered into or extended on or after January 1, 2015 by this Agreement,
Contracting Party agrees to fully comply with such Prevailing Wage Laws
including, but not limited to, requirements related to the maintenance of
payroll records and the employment of apprentices. Pursuant to California
Labor Code Section 1725.5, no contractor or subcontractor may be awarded
a contract for public work on a "Public works" project unless registered with
the California Department of Industrial Relations ("DIR") at the time the
contract is awarded. If the Services are being performed as part of an
applicable "Public works" or "Maintenance" project, as defined by the
Prevailing Wage Laws, this project is subject to compliance monitoring and
enforcement by the DIR. Contracting Party will maintain and will require all
subcontractors to maintain valid and current DIR Public Works contractor
registration during the term of this Agreement. Contracting Party shall notify
City in writing immediately, and in no case more than twenty-four (24) hours,
after receiving any information that Contracting Party's or any of its
subcontractor's DIR registration status has been suspended, revoked, expired,
or otherwise changed. It is understood that it is the responsibility of
Contracting Party to determine the correct salary scale. Contracting Party
shall make copies of the prevailing rates of per diem wages for each craft,
classification, or type of worker needed to execute the Services available to
interested parties upon request, and shall post copies at Contracting Party's
principal place of business and at the project site, if any. The statutory
Exhibit A
Page 8 of 11
hour laws will be enforced. Contracting Party must forfeit to City TWENTY-
FIVE DOLLARS ($25.00) per day for each worker who works in excess of the
minimum working hours when Contracting Party does not pay overtime. In
accordance with the provisions of Labor Code Sections 1810 et seq., eight
(8) hours is the legal working day. Contracting Party also shall comply with
State law requirements to maintain payroll records and shall provide for
certified records and inspection of records as required by California Labor Code
Section 1770 et seq., including Section 1776. In addition to the other
indemnities provided under this Agreement, Contracting Party shall defend
(with counsel selected by City), indemnify, and hold City, its elected officials,
officers, employees, and agents free and harmless from any claim or liability
arising out of any failure or alleged failure to comply with the Prevailing Wage
Laws. It is agreed by the parties that, in connection with performance of the
Services, including, without limitation, any and all "Public works" (as defined
by the Prevailing Wage Laws), Contracting Party shall bear all risks of payment
or non-payment of prevailing wages under California law and/or the
implementation of Labor Code Section 1781, as the same may be amended
from time to time, and/or any other similar law. Contracting Party
acknowledges and agrees that it shall be independently responsible for
reviewing the applicable laws and regulations and effectuating compliance
with such laws. Contracting Party shall require the same of all subcontractors.
2. Retention. Payments shall be made in accordance with the
provisions of Article 2.0 of the Agreement. In accordance with said Sections,
City shall pay Contracting Party a sum based upon ninety-five percent (95%)
of the Contract Sum apportionment of the labor and materials incorporated
into the Services under this Agreement during the month covered by said
invoice. The remaining five percent (5%) thereof shall be retained as
performance security to be paid to Contracting Party within sixty (60) days
after final acceptance of the Services by the City Council of City, after
Contracting Party has furnished City with a full release of all undisputed
payments under this Agreement, if required by City. In the event there are
any claims specifically excluded by Contracting Party from the operation of the
release, City may retain proceeds (per Public Contract Code § 7107) of up to
one hundred fifty percent (150%) of the amount in dispute. City's failure to
deduct or withhold shall not affect Contracting Party's obligations under the
Agreement.
3. Utility Relocation. City is responsible for removal, relocation, or
protection of existing main or trunk -line utilities to the extent such utilities
were not identified in the invitation for bids or specifications. City shall
reimburse Contracting Party for any costs incurred in locating, repairing
damage not caused by Contracting Party, and removing or relocating such
unidentified utility facilities. Contracting Party shall not be assessed liquidated
Exhibit A
Page 9 of 11
unidentified utility facilities. Contracting Party shall not be assessed liquidated
damages for delay arising from the removal or relocation of such unidentified
utility facilities.
4. Trenches or Excavations. Pursuant to California Public Contract
Code Section 7104, in the event the work included in this Agreement requires
excavations more than four (4) feet in depth, the following shall apply:
(a) Contracting Party shall promptly, and before the following
conditions are disturbed, notify City, in writing, of any: (1) material that
Contracting Party believes may be material that is hazardous waste, as
defined in Section 25117 of the Health and Safety Code, that is required to be
removed to a Class I, Class II, or Class III disposal site in accordance with
provisions of existing law; (2) subsurface or latent physical conditions at the
site different from those indicated by information about the site made
available to bidders prior to the deadline for submitting bids; or (3) unknown
physical conditions at the site of any unusual nature, different materially from
those ordinarily encountered and generally recognized as inherent in work of
the character provided for in the Agreement.
(b) City shall promptly investigate the conditions, and if it finds
that the conditions do materially so differ, or do involve hazardous waste, and
cause a decrease or increase in Contracting Party's cost of, or the time
required for, performance of any part of the work shall issue a change order
per Section 1.8 of the Agreement.
(c) in the event that a dispute arises between City and
Contracting Party whether the conditions materially differ, or involve
hazardous waste, or cause a decrease or increase in Contracting Party's cost
of, or time required for, performance of any part of the work, Contracting
Party shall not be excused from any scheduled completion date provided for
by this Agreement, but shall proceed with all work to be performed under this
Agreement. Contracting Party shall retain any and all rights provided either
by contract or by law which pertain to the resolution of disputes and protests
between the contracting Parties.
5. Safety. Contracting Party shall execute and maintain its work so
as to avoid injury or damage to any person or property. In carrying out the
Services, Contracting Party shall at all times be in compliance with all
applicable local, state, and federal laws, rules and regulations, and shall
exercise all necessary precautions for the safety of employees appropriate to
the nature of the work and the conditions under which the work is to be
performed. Safety precautions as applicable shall include, but shall not be
limited to: (A) adequate life protection and lifesaving equipment and
Exhibit A
Page 10 of 11
bridges, gang planks, confined space procedures, trenching and shoring,
equipment and other safety devices, equipment and wearing apparel as are
necessary or lawfully required to prevent accidents or injuries; and
(C) adequate facilities for the proper inspection and maintenance of all safety
measures.
Exhibit A
Page 11 of 11
Exhibit B
Schedule of Compensation
With the exception of compensation for Additional Services, provided for
in Section 2.3 of this Agreement, the maximum total compensation to be paid
to Contracting Party under this Agreement is not to exceed Forty -Nine
Thousand Four Hundred and Forty Dollars ($49,440) per fiscal year for the
life of the agreement encompassing the initial and any extended terms
("Contract Sum"). The Contract Sum shall be paid to Contracting Party
for time and materials based upon Contracting Party's rate schedule on a
monthly basis and in an amount identified in Contracting Party's schedule
of compensation attached hereto for the work tasks performed and
properly invoiced by Contracting Party in conformance with Section 2.2 of
this Agreement.
"'Not to exceed" Year 1 (pro -rated Initial Term:
for eight months = $32,960): $49,440.00
"Not to exceed" Year 2: $49,440.00
"'Not to exceed" Year 3: $49,440.00
Possible Extended Term:
"Not to exceed" Year 4: $49,440.00
"Not to exceed" Year 5: $49,440.00
Exhibit B
Page 1 of 3
122
Attachment 1
Short Term Vacation Rental Compliance and Automated Licensing and Tax Collection Systems.
From the initial implementation through any future month, our quoted price for this RFP response covers all aspects of
the deliveralbes and tasks outlined by the City of La Quinta in the RFP. Our automated systems includes the following:
1. Initial and ongoing census of short-term vacation rental ad listings in your compliance system
2. Customized, branded and integrated Licensing System. This allows us to connect readily with owners and
managers to help them update and maintain compliance.
3. Customization of the tax form and licensing module, including automatic late fee calculation.
4. Unlimited email & phone support for all owners and managers.
5. Unlimited user logins.
6. Software hosting & license fees
7. Server & IT Infrastructure, including 365x7x24 maintenance and support
8. Daily data backup, managed by our expert IT team
9. Enhancements released to all similar versions
*Jurisdiction contracts directly with gateway and payment processor and fees of — $.40 per echeck, plus statement &
gateway fees of $20.00 / month. Credit Card fees are paid via properly sized credit card convenience fees paid by
business owners/managers if they choose this payment method.
Exhibit B
Page 2 of 3
Item
Short Term Vacation Rental Detection, Monitoring, and Compliance
Initial Census, including reconciliation, by our team of experts, to each registration
and initial registration compliance notices. Also includes training of City staff on
utilizing the platform and accessing reports.
Vacation Rental Census Monitoring & Discovery, and Ongoing Compliance
Database. Includes reconciliation by our team of experts,
Non -Compliant Evidence Capture
Listing Tracker — Evidence Capture Every 5 Minutes on Non -Compliant Properties
Online Complaint Form and Call Center During Business Hours
Fax Remittance Audit Tool w/Audit Workflow
4otifications Module — Unlimited Notification Templates, Targeted & Customized
Jotices by Compliance Status
.omplaint Hotline
!4/7 Bilingual Compliant Hotline and bilingual online complaint web -form 1
lusiness Licensing & Tax Collection
Automated Online Business License and Payment System
(https://LaQuinta.munirevs.com)
Integrated Notification & Delinquency System
Automated Online TOT Remittance and Reporting System
(https://La Quinta.munirevs,com)
Jurisdiction contracts directly with gateway and payment processor and fees are approximately —$.40
per e-check plus statement & gateway fees of $20 / month. Credit Card fees are also competitive
rates, and we can implement a credit card convenience fee if desired that is automatically collected
to offset these fees.
Licensing Module API Interface with State System
Unlimited Ongoing Staff and User Support
Total
Attachment 2
=ME
Monthly Cost
Previously Mentioned Promotion
"No Implementation Fees"
$1,785 / Month
Included
Included
Included
Included
Included
$300 / Month
$745 / Month
$545 / Month
$745 / Month
Included
i
Included
$4,120 / Month
Or
$49,440 / Year
Exhibit B
Page 3 of 3
Exhibit C
Schedule of Performance
Contracting Party shall complete all services identified in the Scope of
Services, Exhibit A of this Agreement, within the time allowed by the total
contract sum and contract term.
Exhibit C
Page 1 of 1
None
Exhibit D
Special Requirements
Exhibit D
Page 1 of 1
Exhibit E
Insurance Requirements
E.1 Insurance. Prior to the beginning of and throughout the duration of
this Agreement, the following policies shall be maintained and kept in full force
and effect providing insurance with minimum limits as indicated below and
issued by insurers with A.M. Best ratings of no less than A -VI:
Commercial General Liability (at least as broad as ISO CG 0001)
$1,000,000 (per occurrence)
$2,000,000 (general aggregate)
Must include the following endorsements:
General Liability Additional Insured
General Liability Primary and Non-contributory
Commercial Auto Liability (at least as broad as ISO CA 0001)
$1,000,000 (per accident)
Personal Auto Declaration Page if applicable
Errors and Omissions Liability
$1,000,000 (per claim and aggregate)
Workers' Compensation
(per statutory requirements)
Must include the following endorsements:
Workers Compensation with Waiver of Subrogation
Workers Compensation Declaration of Sole Proprietor if applicable
Cyber Liability
$1,000,000 (per occurrence)
$2,000,000 (general aggregate)
Contracting Party shall procure and maintain, at its cost, and submit
concurrently with its execution of this Agreement, Commercial General
Liability insurance against all claims for injuries against persons or damages
to property resulting from Contracting Party's acts or omissions rising out of
or related to Contracting Party's performance under this Agreement. The
insurance policy shall contain a severability of interest clause providing that
the coverage shall be primary for losses arising out of Contracting Party's
performance hereunder and neither City nor its insurers shall be required to
contribute to any such loss. An endorsement evidencing the foregoing and
naming the City and its officers and employees as additional insured (on the
Commercial General Liability policy only) must be submitted concurrently with
Exhibit E
Page 1 of 7
the execution of this Agreement and approved by City prior to commencement
of the services hereunder.
Contracting Party shall carry automobile liability insurance of
$1,000,000 per accident against all claims for injuries against persons or
damages to property arising out of the use of any automobile by Contracting
Party, its officers, any person directly or indirectly employed by Contracting
Party, any subcontractor or agent, or anyone for whose acts any of them may
be liable, arising directly or indirectly out of or related to Contracting Party's
performance under this Agreement. If Contracting Party or Contracting
Party's employees will use personal autos in any way on this project,
Contracting Party shall provide evidence of personal auto liability coverage for
each such person. The term "automobile" includes, but is not limited to, a
land motor vehicle, trailer or semi -trailer designed for travel on public roads.
The automobile insurance policy shall contain a severability of interest clause
providing that coverage shall be primary for losses arising out of Contracting
Party's performance hereunder and neither City nor its insurers shall be
required to contribute to such loss.
Professional Liability or Errors and Omissions Insurance as
appropriate shall be written on a policy form coverage specifically designed to
protect against acts, errors or omissions of the Contracting Party and "Covered
Professional Services" as designated in the policy must specifically include
work performed under this agreement. The policy limit shall be no less than
$1,000,000 per claim and in the aggregate. The policy must "pay on behalf
of" the insured and must include a provision establishing the insurer's duty to
defend. The policy retroactive date shall be on or before the effective date of
this agreement.
Contracting Party shall carry Workers' Compensation Insurance in
accordance with State Worker's Compensation laws with employer's liability
limits no less than $1,000,000 per accident or disease.
If coverage is maintained on a claims -made basis, Contracting Party shall
maintain such coverage for an additional period of three (3) years following
termination of the contract.
Contracting Party shall procure and maintain Cyber Liability insurance with
limits of $1,000,000 per occurrence/loss which shall include the following
coverage:
a. Liability arising from the theft, dissemination and/or use of
confidential or personally identifiable information; including
credit monitoring and regulatory fines arising from such theft,
Exhibit E
Page 2 of 7
dissemination or use of the confidential information.
b. Network security liability arising from the unauthorized use of,
access to, or tampering with computer systems.
c. Liability arising from the failure of technology products
(software) required under the contract for Consultant to
properly perform the services intended.
d. Electronic Media Liability arising from personal injury, plagiarism
or misappropriation of ideas, domain name infringement or
improper deep -linking or framing, and infringement or violation
of intellectual property rights.
e. Liability arising from the failure to render professional services.
Contracting Party shall provide written notice to City within ten
(10) working days if: (1) any of the required insurance policies is terminated;
(2) the limits of any of the required polices are reduced; or (3) the deductible
or self -insured retention is increased. In the event any of said policies of
insurance are cancelled, Contracting Party shall, prior to the cancellation date,
submit new evidence of insurance in conformance with this Exhibit to the
Contract Officer. The procuring of such insurance or the delivery of policies
or certificates evidencing the same shall not be construed as a limitation of
Contracting Party's obligation to indemnify City, its officers, employees,
contractors, subcontractors, or agents.
E.2 Remedies. In addition to any other remedies City may have if
Contracting Party fails to provide or maintain any insurance policies or policy
endorsements to the extent and within the time herein required, City may, at
its sole option:
a. Obtain such insurance and deduct and retain the amount of the
premiums for such insurance from any sums due under this Agreement.
b. Order Contracting Party to stop work
and/or withhold any payment(s) which become du
hereunder until Contracting Party demonstrates
requirements hereof.
c. Terminate this Agreement.
under this Agreement
e to Contracting Party
compliance with the
Exhibit E
Page 3 of 7
Exercise of any of the above remedies, however, is an alternative to
any other remedies City may have. The above remedies are not the exclusive
remedies for Contracting Party's failure to maintain or secure appropriate
policies or endorsements. Nothing herein contained shall be construed as
limiting in any way the extent to which Contracting Party may be held
responsible for payments of damages to persons or property resulting from
Contracting Party's or its subcontractors' performance of work under this
Agreement.
E.3 General Conditions Pertaining to Provisions of Insurance Coverage
by Contracting Party. Contracting Party and City agree to the following with
respect to insurance provided by Contracting Party:
1. Contracting Party agrees to have its insurer endorse the third
party general liability coverage required herein to include as additional
insureds City, its officials, employees, and agents, using standard ISO
endorsement No. CG 2010 with an edition prior to 1992. Contracting Party
also agrees to require all contractors, and subcontractors to do likewise.
2. No liability insurance coverage provided to comply with this
Agreement shall prohibit Contracting Party, or Contracting Party's employees,
or agents, from waiving the right of subrogation prior to a loss. Contracting
Party agrees to waive subrogation rights against City regardless of the
applicability of any insurance proceeds, and to require all contractors and
subcontractors to do likewise.
3. All insurance coverage and limits provided by Contracting Party
and available or applicable to this Agreement are intended to apply to the full
extent of the policies. Nothing contained in this Agreement or any other
agreement relating to City or its operations limits the application of such
insurance coverage.
4. None of the coverages required herein will be in compliance with
these requirements if they include any limiting endorsement of any kind that
has not been first submitted to City and approved of in writing.
5. No liability policy shall contain any provision or definition that
would serve to eliminate so-called ""third party action over" claims, including
any exclusion for bodily injury to an employee of the insured or of any
contractor or subcontractor.
6. All coverage types and limits required are subject to approval,
modification and additional requirements by the City, as the need arises.
Contracting Party shall not make any reductions in scope of coverage (e.g.
Exhibit E
Page 4of7
elimination of contractual liability or reduction of discovery period) that may
affect City's protection without City's prior written consent.
7. Proof of compliance with these insurance requirements, consisting
of certificates of insurance evidencing all the coverages required and an
additional insured endorsement to Contracting Party's general liability policy,
shall be delivered to City at or prior to the execution of this Agreement. In
the event such proof of any insurance is not delivered as required, or in the
event such insurance is canceled at any time and no replacement coverage is
provided, City has the right, but not the duty, to obtain any insurance it deems
necessary to protect its interests under this or any other agreement and to
pay the premium. Any premium so paid by City shall be charged to and
promptly paid by Contracting Party or deducted from sums due Contracting
Party, at City option.
8. It is acknowledged by the parties of this agreement that all
insurance coverage required to be provided by Contracting Party or any
subcontractor, is intended to apply first and on a primary, non-contributing
basis in relation to any other insurance or self-insurance available to City.
9. Contracting Party agrees to ensure that subcontractors, and any
other party involved with the project that is brought onto or involved in the
project by Contracting Party, provide the same minimum insurance coverage
required of Contracting Party. Contracting Party agrees to monitor and review
all such coverage and assumes all responsibility for ensuring that such
coverage is provided in conformity with the requirements of this section.
Contracting Party agrees that upon request, all agreements with
subcontractors and others engaged in the project will be submitted to City for
review.
10. Contracting Party agrees not to self -insure or to use any self -
insured retentions or deductibles on any portion of the insurance required
herein (with the exception of professional liability coverage, if required) and
further agrees that it will not allow any contractor, subcontractor, Architect,
Engineer or other entity or person in any way involved in the performance of
work on the project contemplated by this agreement to self -insure its
obligations to City. If Contracting Party's existing coverage includes a
deductible or self -insured retention, the deductible or self -insured retention
must be declared to the City. At that time the City shall review options with
the Contracting Party, which may include reduction or elimination of the
deductible or self -insured retention, substitution of other coverage, or other
solutions.
11. The City reserves the right at any time during the term of this
Agreement to change the amounts and types of insurance required by giving
Exhibit E
Page 5 of 7
the Contracting Party ninety (90) days advance written notice of such change.
If such change results in substantial additional cost to the Contracting Party,
the City will negotiate additional compensation proportional to the increased
benefit to City.
12. For purposes of applying insurance coverage only, this Agreement
will be deemed to have been executed immediately upon any party hereto
taking any steps that can be deemed to be in furtherance of or towards
performance of this Agreement.
13. Contracting Party acknowledges and agrees that any actual or
alleged failure on the part of City to inform Contracting Party of non-
compliance with any insurance requirement in no way imposes any additional
obligations on City nor does it waive any rights hereunder in this or any other
regard.
14. Contracting Party will renew the required coverage annually as
long as City, or its employees or agents face an exposure from operations of
any type pursuant to this agreement. This obligation applies whether the
agreement is canceled or terminated for any reason. Termination of this
obligation is not effective until City executes a written statement to that effect.
15. Contracting Party shall provide proof that policies of insurance
required herein expiring during the term of this Agreement have been renewed
or replaced with other policies providing at least the same coverage. Proof
that such coverage has been ordered shall be submitted prior to expiration.
A coverage binder or letter from Contracting Party's insurance agent to this
effect is acceptable. A certificate of insurance and an additional insured
endorsement is required in these specifications applicable to the renewing or
new coverage must be provided to City within five (5) days of the expiration
of coverages.
16. The provisions of any workers' compensation or similar act will not
limit the obligations of Contracting Party under this agreement. Contracting
Party expressly agrees not to use any statutory immunity defenses under such
laws with respect to City, its employees, officials, and agents.
17. Requirements of specific coverage features, or limits contained in
this section are not intended as limitations on coverage, limits or other
requirements nor as a waiver of any coverage normally provided by any given
policy. Specific reference to a given coverage feature is for purposes of
clarification only as it pertains to a given issue and is not intended by any
party or insured to be limiting or all-inclusive.
Exhibit E
Page 6of7
18. These insurance requirements are intended to be separate and
distinct from any other provision in this Agreement and are intended by the
parties here to be interpreted as such.
19. The requirements in this Exhibit supersede all other sections and
provisions of this Agreement to the extent that any other section or provision
conflicts with or impairs the provisions of this Exhibit.
20. Contracting Party agrees to be responsible for ensuring that no
contract used by any party involved in any way with the project reserves the
right to charge City or Contracting Party for the cost of additional insurance
coverage required by this agreement. Any such provisions are to be deleted
with reference to City. It is not the intent of City to reimburse any third party
for the cost of complying with these requirements. There shall be no recourse
against City for payment of premiums or other amounts with respect thereto.
21. Contracting Party agrees to provide immediate notice to City of
any claim or loss against Contracting Party arising out of the work performed
under this agreement. City assumes no obligation or liability by such notice,
but has the right (but not the duty) to monitor the handling of any such claim
or claims if they are likely to involve City.
Exhibit E
Page 7of7
Exhibit F
Indemnification
F.1 Indemnity for the Benefit of City.
a. Indemnification for Professional Liability. When the law
establishes a professional standard of care for Contracting Party's Services, to
the fullest extent permitted by law, Contracting Party shall indemnify, protect,
defend (with counsel selected by City), and hold harmless City and any and
all of its officials, employees, and agents (""Indemnified Parties") from and
against any and all claims, losses, liabilities of every kind, nature, and
description, damages, injury (including, without limitation, injury to or death
of an employee of Contracting Party or of any subcontractor), costs and
expenses of any kind, whether actual, alleged or threatened, including,
without limitation, incidental and consequential damages, court costs,
attorneys' fees, litigation expenses, and fees of expert consultants or expert
witnesses incurred in connection therewith and costs of investigation, to the
extent same are caused in whole or in part by any negligent or wrongful act,
error or omission of Contracting Party, its officers, agents, employees or
subcontractors (or any entity or individual that Contracting Party shall bear
the legal liability thereof) in the performance of professional services under
this agreement. With respect to the design of public improvements, the
Contracting Party shall not be liable for any injuries or property damage
resulting from the reuse of the design at a location other than that specified
in Exhibit A without the written consent of the Contracting Party.
b. Indemnification for Other Than Professional Liability. Other
than in the performance of professional services and to the full extent
permitted by law, Contracting Party shall indemnify, defend (with counsel
selected by City), and hold harmless the Indemnified Parties from and against
any liability (including liability for claims, suits, actions, arbitration
proceedings, administrative proceedings, regulatory proceedings, losses,
expenses or costs of any kind, whether actual, alleged or threatened,
including, without limitation, incidental and consequential damages, court
costs, attorneys' fees, litigation expenses, and fees of expert consultants or
expert witnesses) incurred in connection therewith and costs of investigation,
where the same arise out of, are a consequence of, or are in any way
attributable to, in whole or in part, the performance of this Agreement by
Contracting Party or by any individual or entity for which Contracting Party is
legally liable, including but not limited to officers, agents, employees, or
subcontractors of Contracting Party.
c. Indemnity Provisions for Contracts Related to Construction
(Limitation on Indemnity). Without affecting the rights of City under any
Exhibit F
Page 1 of 3
provision of this agreement, Contracting Party shall not be required to
indemnify and hold harmless City for liability attributable to the active
negligence of City, provided such active negligence is determined by
agreement between the parties or by the findings of a court of competent
jurisdiction. In instances where City is shown to have been actively negligent
and where City's active negligence accounts for only a percentage of the
liability involved, the obligation of Contracting Party will be for that entire
portion or percentage of liability not attributable to the active negligence of
City.
d. Indemnification Provision for Design Professionals.
1. Applicability ❑f this Section F.1(d). Notwithstanding
Section F.1(a) hereinabove, the following indemnification provision shall apply
to a Contracting Party who constitutes a "design professional" as the term is
defined in paragraph 3 below.
2. Scope of Indemnification. When the law establishes a
professional standard of care for Contracting Party's Services, to the fullest
extent permitted by law, Contracting Party shall indemnify and hold harmless
City and any and all of its officials, employees, and agents ("Indemnified
Parties") from and against any and all losses, liabilities of every kind, nature,
and description, damages, injury (including, without limitation, injury to or
death of an employee of Contracting Party or of any subcontractor), costs and
expenses, including, without limitation, incidental and consequential
damages, court costs, reimbursement of attorneys' fees, litigation expenses,
and fees of expert consultants or expert witnesses incurred in connection
therewith and costs of investigation, to the extent same are caused by any
negligent or wrongful act, error or omission of Contracting Party, its officers,
agents, employees or subcontractors (or any entity or individual that
Contracting Party shall bear the legal liability thereof) in the performance of
professional services under this agreement. With respect to the design of
public improvements, the Contracting Party shall not be liable for any injuries
or property damage resulting from the reuse of the design at a location other
than that specified in Exhibit A without the written consent of the Contracting
Pa rty.
3. Design Professional Defined. As used in this
Section F.1(d), the term "design professional" shall be limited to licensed
architects, registered professional engineers, licensed professional land
surveyors and landscape architects, all as defined under current law, and as
may be amended from time to time by Civil Code § 2782.8.
F.2 Obligation to Secure Indemnification Provisions. Contracting
Party agrees to obtain executed indemnity agreements with provisions
Exhibit F
Page 2 of 3
identical to those set forth herein this Exhibit F, as applicable to the
Contracting Party, from each and every subcontractor or any other person or
entity involved by, for, with or on behalf of Contracting Party in the
performance of this Agreement. In the event Contracting Party fails to obtain
such indemnity obligations from others as required herein, Contracting Party
agrees to be fully responsible according to the terms of this Exhibit. Failure
of City to monitor compliance with these requirements imposes no additional
obligations on City and will in no way act as a waiver of any rights hereunder.
This obligation to indemnify and defend City as set forth in this Agreement are
binding on the successors, assigns or heirs of Contracting Party and shall
survive the termination of this Agreement.
Exhibit F
Page 3 of 3
City of La Quinta
CITY COUNCIL MEETING: October 15, 2019
STAFF REPORT
AGENDA TITLE: APPROVE AGREEMENT FOR CONTRACT SERVICES WITH
LODGINGREVS FOR SHORT-TERM VACATION RENTAL PROGRAM SERVICES
RECOMMENDATION
Approve Agreement for Contract Services with LodgingRevs in an amount not
to exceed $49,440 per fiscal year, for a term ending June 30, 2022, to
provide short-term vacation rental program services; and authorize the
City Manager to execute the agreement.
EXECUTIVE SUMMARY
•The City is seeking professional services to provide online services for
the Short Term Vacation Rental Program (STVR); Create an on-line
portal to apply for a permit, make payments, renew permits annually,
and remit transient occupancy tax (TOT); Monitor and track STVR
activity via data mining that is not in compliance or remitting TOT.
•Staff solicited proposals from qualified professional vendors that
specialize in these services; four proposals were received.
•LodgingRevs was selected as the best qualified firm and staff
recommends approval of the Agreement for Contract Services
(Attachment 1).
FISCAL IMPACT
The not to exceed annual agreement amount of $49,440 per fiscal year,
could cost up to $131,840 during the initial term of the Agreement. Funds
are available in The Hub Professional Services (101-6006-60103) for
2019/20. Funding will be budgeted in subsequent fiscal years.
BACKGROUND/ANALYSIS
In 2018, the municipal code was revamped to establish clear guidelines to
Section 3.25 to streamline, clarify processes and compliance. Council
approved changes to the application process, inspections and increased
citation fines.
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Since the program has developed over the years, Council and staff recognize
the need to further streamline processes for program participants and staff.
The ability to apply for permits on-line, make payments and renew permits,
and remit TOT on-line will meet this objective and ensure that reporting is
maximized, and compliance is achieved for the success of the program.
In August 2019, a Request for Proposals (RFP) was issued for STVR
services from qualified professional vendors. The City received four
proposals from LodgingRevs, Host Compliance, HDL Companies and LTAS
Technologies Inc. The top three vendors were interviewed by the selection
committee comprised of Code Compliance, Finance and the Hub staff to
address cross-departmental requirements. The selection committee was
created to select a vendor to provide STVR services with customer service
as the number one priority.
LodgingRevs was selected as the top vendor. The company was established in
2011, making this the 8th year of delivering STVR compliance and automated
licensing and tax remittance to communities. LodgingRevs practices are
supported by the expertise of their staff and their capability to deliver an
intuitive interface, powerful reporting tools and clear steps to become
compliant. The backbone of their corporate culture is ensuring customer
success and exceeding expectations.
Based on their experience, scope of work, visionary approach and level
of customer service, Staff recommends that Council approve the agreement
with LodgingRevs. The contract agreement would be for a two-year eight-
month initial term, October 16, 2019 through June 30, 2022, and would
allow for a two-year extension. At the City’s discretion, if the contractor does
not perform in a satisfactory manner, the City may terminate the contract
prior to the expiration term with a thirty (30) day written notice to the
Contracting Party.
ALTERNATIVES
Council could elect not to approve the agreement.
Prepared by: Tommi Sanchez, Hub Manager
Approved by: Danny Castro, Design and Development Director
Attachment: 1.Agreement for Contract Services
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