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2022-24 GovOS (former MuniRevs, dba LodgingRevs) Amendment 2 - STVR ProgramMEMORANDUM DATE: TO: FROM: RE: Please list the Contracting Party / Vendor Name, type of agreement to be executed, including any change orders or amendments, and the type of services to be provided. Make sure to list any related Project No. and Project Name. ___ ___ ___ Authority to execute this agreement is based upon: Approved by City Council on ___________________________________________ City Manager’s signing authority provided under the City’s Purchasing Polic\ [Resolution No. 2019-021] for budget expenditures of $50,000 or less. Department Director’s or Manager’s signing authority provided under the City’s Purchasing Policy [Resolution No. 2019-021] for budget expenditures of $15,000 and $5,000, respectively, or less. Procurement Method (one must apply): ___ Bid ___ RFP ___ RFQ ___ 3 written informal bids ___ Sole Source ___ Select Source ___ Cooperative Procurement Requesting department shall check and attach the items below as appropriate: ___ Agreement payment will be charged to Account No.: _____________________ ___ Agreement term: Start Date ________________ End Date ________________ ___ Amount of Agreement, Amendment, Change Order, etc.: $____________________ REMINDER: Signing authorities listed above are applicable on the aggregate Agreement amount, not individual Amendments or Change Orders! ___ Insurance certificates as required by the Agreement for Risk Manager approval Approved by: ______________________________ Date: _______________ ___ Bonds (originals)as required by the Agreement (Performance, Payment, etc.) ___ Conflict of Interest Form 700 Statement of Economic Interests from Consultant(s) NOTE: Review the “Form 700 Disclosure for Consultants” guidance to determine if a Form 700 is required pursuant FPPC regulation 18701(2) ___ Business License No. __________________; Expires: __________________ ___ Requisition for a Purchase Order has been prepared (Agreements over $5,000) June 29, 2022 Jon McMillen Monika Radeva GovOS, Inc (MuniRevs, LodgingRevs) - 2-year term extension - permitting software for the STVR Program; & $5,000 compensation increase for FY 2021/22 ✔ ✔ ✔101-1005-60103 ✔07/01/2022 06/30/2024 ✔49,400 per fiscal year ✔ on file in LF - MR; exp 11/08/22 6/29/2022 ✔LIC-767350 11/30/2021 AMENDMENT NO. 2 TO AGREEMENT FOR CONTRACT SERVICES WITH GOVOS, INC. (former MUNIREVS, INC., DBA LODGINGREVS, INC.) This Amendment No. 2 (“Amendment 2”) to Agreement for Contract Services ("Agreement”) is made and entered into as of the 1st day of May, 2022, ("Effective Date") by and between the CITY OF LA QUINTA ("City"), a California municipal corporation and GovOS, Inc. (“Contracting Party”). RECITALS WHEREAS, on or about October 16, 2019, the City and MUNIRevs, Inc., DBA LODGINGRevs entered into an Agreement to provide Short-Term Vacation Rental Program services related to permitting, monitoring compliance, and tax collection, for a total not to exceed amount of $49,440 per fiscal year. The term of the Agreement expires on June 30, 2022 (“Initial Term”); and WHEREAS, on or about July 20, 2021, the City and MUNIRevs, Inc. DBA LODGINGRevs executed Amendment No. 1 (“Amendment No. 1”) and mutually agreed to: 1) remove the Complaint Hotline services and related cost from the Scope of Work in Exhibit A effective fiscal year 2021/22 for the remainder of the Agreement Term; 2) for MUNIRevs, Inc. DBA LODGINGRevs to implement certain software enhancements, at the request of the City, at an additional cost of $11,925 for fiscal year 2020/21; and 3) add to Section 2.1 [Contract Sum] a contingency amount for additional software customizations and enhancements, as needed at the request of the City, for fiscal years 2021/22 through 2023/24, for a combined total not to exceed $3,600 per fiscal year; and WHEREAS, the City was notified MUNIRevs, Inc., DBA LODGINGRevs merged with and into Contracting Party on January 1, 2022 under Certificate of Ownership and Merger, and all rights and responsibilities under the Agreement and Amendment No. 1 previously held by MUNIRevs, Inc., DBA LODGINGRevs have been assumed by Contracting Party; and WHEREAS, the City and Contracting Party, in accordance with Section 1.7 of the Agreement and the Change Orders executed on February 8, 2022 and February 16, 2022, implemented enhancements in fiscal year 2021/22 to add validations to the existing transient occupancy (TOT) form and create a new TOT form. WHEREAS, the City and Contracting Party mutually agree to extend the term of the Agreement for an additional two-year term from July 1, 2022, through June 30, 2024 (“Extended Term”) in accordance with Section 3.4 of the Agreement; and WHEREAS, the City and Contracting party mutually agree to revise pricing for fiscal year 2021/22 to accommodate the addition of services completed. NOW THEREFORE, in consideration of the mutual covenant herein contained, the parties agree that the Agreement is amended as follows: AMENDMENT In consideration of the foregoing Recitals and the covenants and promises hereinafter contained, and for good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, the parties hereto agree as follows: 1. Contracting Party hereby assumes all rights and obligations under the Agreement and Amendment No. 1, previously held by MUNIRevs, Inc., DBA LODGINGRevs. In accordance with and for the purposes of the terms of the Agreement and Amendment No. 1, the City hereby consents to this assignment resulting from the merger of MUNIRevs, Inc., DBA LODGINGRevs with and into Contracting Party. All references to MUNIRevs in the Agreement, Amendment No. 1, and any other amendments or legal documentation are hereby amended to “Contracting Party” and refer to GovOS, Inc. 2. Exhibit A is amended to include the following: Contracting Party shall implement enhancements in fiscal year 2021/22 to add validations to the existing TOT form, and to create a new TOT form that does not calculate the additional 1% TBID assessment for bookings of 27 nights/28 days through 29 nights/30 days, imposed by Visit Greater Palm Springs. 3. Exhibit B attached hereto is amended to include additional compensation to be paid by City to Contracting Party in fiscal year 2021/22, of not to exceed Five Thousand Dollars ($5,000) for the above stated enhancements to the TOT forms, for a total not to exceed compensation of $54,440 for fiscal year 2021/22. 4. Section 3.4 Term is amended to read as follows: 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 is extended for two additional years, upon mutual agreement by both parties, from July 1, 2022, to June 30, 2024 (“Extended Term”). Exhibit B Schedule of Compensation For the Services rendered pursuant to this Agreement, Contracting Party shall be compensated as follows: Initial Term: Year 1 Fiscal Year 2019/20: Not to exceed $32,960 Year 2 Fiscal Year 2020/21: Not to exceed $61,365 x This amount is comprised of the $49,440 annual compensation per fiscal year pursuant to the Agreement and $11,925 pursuant to Amendment No. 1. Year 3 (Fiscal Year 2021/22): Not to exceed $54,440 x This amount is comprised of the $45,840 annual compensation per fiscal year pursuant to the Agreement, $3,600 contingency amount, and $5,000 pursuant to Amendment No. 2. Extended Term: Year 4 (Fiscal Year 2022/23): Not to exceed $49,440 x This amount is comprised of the $45,840 annual compensation per fiscal year pursuant to the Agreement and $3,600 contingency amount. Year 5 (Fiscal Year 2023/24): Not to exceed $49,440 x This amount is comprised of the $45,840 annual compensation per fiscal year pursuant to the Agreement and $3,600 contingency amount. The Contract Sum shall be paid by City to Contracting Party identified in Contracting Party’s schedule of compensation, included in the Agreement, for the work tasks performed and properly invoiced by Contracting Party in conformance with Section 2.2 Method of Billing and Payment of the Agreement. City of La Quinta CITY COUNCIL MEETING: June 7, 2022 STAFF REPORT AGENDA TITLE: APPROVE AMENDMENT NO. 2 TO AGREEMENT FOR CONTRACT SERVICES WITH GOVOS, INC. (FORMER MUNIREVS INC., DBA LODGINGREVS) FOR SHORT-TERM VACATION RENTAL PROGRAM SERVICES, TO INCREASE COMPENSATION FOR FISCAL YEAR 2021/22, AND TO EXTEND THE TERM THROUGH FISCAL YEAR 2023/24 RECOMMENDATION Approve Amendment No. 2 to Agreement for Contract Services with GovOS, Inc. (former MUNIRevs, Inc., dba LODGINGRevs) for short-term vacation rental program services, to increase the compensation for fiscal year 2021/22 with $5,000 for a total not to exceed amount of $54,440, and to extend the term with two additional years through fiscal year 2023/24; and authorize the City Manager to execute the Amendment. EXECUTIVE SUMMARY In October 2019, the City entered into an Agreement for Contract Services (Agreement) with MUNIRevs, Inc., dba LODGINGRevs to provide online services for permitting and transient occupancy tax (TOT) collection for the short-term vacation rental (STVR) program, following a request for proposals (RFP). In January 2022, the City was notified that MUNIRevs, Inc., DBA LODGINGRevs merged with GovOS, Inc. under Certificate of Ownership and Merger. Amendment No. 2 (Attachment 1) proposes to: (1) reflect the change of Contracting Party under the Agreement per the merger; (2) increase fiscal year (FY) 2021/22 compensation by $5,000 for the implementation of additional TOT forms; and (3) extend the Term of the Agreement with two additional years through FY 2023/24. FISCAL IMPACT Funds in the amount of $49,440 for the Agreement are budgeted in FY 2021/22 budget (Account No. 101-6001-60103). If approved, Amendment No. 2 will: CONSENT CALENDAR ITEM NO. 12 99 (1) Increase the total compensation for FY 2021/22 by $5,000, for a total not to exceed amount of $54,440; funds are available in the Clerk’s Office Professional Services Account No. 101-1005-60103; and (2) Extend the Term of the Agreement with two additional years for FY 2022/23 and 2023/24 without change in compensation from the original Agreement, set at not to exceed amount of $49,440 per fiscal year; funds will be budgeted accordingly in future City budgets. BACKGROUND/ANALYSIS The STVR Program was established in October 2012 and was initially processed manually over the counter via the submittal of paper applications, and TOT payments via cash or checks only. In 2019, following a RFP, the City entered into an Agreement with MUNIRevs, Inc., DBA LODGINGRevs to provide STVR program services by implementing an online portal to apply for permits, make payments, renew permits annually, remit TOT, complaint hotline, and compliance monitoring; the Agreement expires June 30, 2022. The online STVR system was implement in March 2020. In July 2021, due to the adoption of code amendments, the City executed Amendment No. 1 to: (1) implement software enhancements for new permit types and related fees for an additional compensation of $11,925 for FY 2020/21; (2) remove the complaint hotline services and related FY costs of $3,600 from the Scope of Work effective FY 2021/22 for the remainder of the Agreement; and (3) add a contingency of $3,600 to the Scope of Work for additional software customizations and enhancements as needed for FY 2021/22 through 2023/24, for a combined total compensation under the Agreement not to exceed $49,440 per fiscal year. Recent updates to the STVR program over the last year have required implementation of enhancements to the STVR program online permitting software, including adding the 1% Greater Palm Springs Tourism Business Improvement District (TBID) assessment on gross rental revenue for bookings of 27 nights/28 days or less. This required the addition of validations to the existing TOT form and to create a new TOT form that does not calculate the 1% TBID assessment for bookings greater than 27 nights/28 days through 29 nights/30 days. The additional services for the required enhancements to the online permitting software exceeded the $49,440 budgeted for FY 2021/22 by approximately $5,000. 100 In January 2022, the City was notified that MUNIRevs, Inc., DBA LODGINGRevs merged with GovOS, Inc. under Certificate of Ownership and Merger. Staff seeks approval of the proposed Amendment No. 2 to the Agreement to: (1) reflect the change of Contracting Party under the Agreement per the merger; 2) increase FY 2021/22 compensation by $5,000 for the implementation of additional TOT forms; and extend the Term of the Agreement with two additional years through fiscal year (FY) 2023/24 without any change in the previously approved Compensation not to exceed $49,440 per fiscal year. ALTERNATIVES Staff does not recommend an alternative. Prepared by: Lori Lorett, Permit Technician Approved by: Monika Radeva, City Clerk Attachment: 1. Amendment No. 2 to Agreement for Contract Services with GovOS, Inc. 101