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HomeMy WebLinkAbout19-195 - Avenu Insights & Analytics, LLC - Consultant Services / Sales Tax Analytical Tool19-195 Council Approval N/A Consultant Services Agreement CITY of Tukwila, WA This Consultant Services Agreement (the "Agreement") is made as of the 3 day of ti Iv , 2019 ("Effective Date") by and between The CITY of Tukwila, WA, a municipal corporation of the State of Washington ("CITY") and Avenu Insights & Analytics, LLC, a Delaware limited liability company ("CONSULTANT"), (collectively the "Parties"). In consideration of the mutual promises herein contained and other good and valuable consideration, the adequacy and receipt of which is hereby acknowledged, the Parties agree as follows: A. Services and Compensation 1. Sales and Use Tax Discovery a. From time -to -time the City may require the CONSULTANT'S "Sales and Use Tax Discovery" service, as described in Part I of Exhibit A, which is attached hereto and incorporated by reference. Upon the CITY's written request for said service, CONSULTANT shall provide CITY its "Sales and Use Tax Discovery Service" in a manner, and to the extent, requested by the CITY. b. If the CITY chooses to receive these services, payment shall be made to CONSULTANT as provided in Part I on "Exhibit B" attached hereto. 2. Sales/Use Tax Analytics and Report —'Clearview' a. CONSULTANT shall provide CITY with the services described in Part II of Exhibit A, entitled "Sales/Use Tax Analytics and Report —'Clearview," which is attached hereto and incorporated by reference. CONSULTANT shall provide said services at the time, place, and in the manner specified in EXHIBIT A. b. Payment shall be made to CONSULTANT as provided in Part II on "Exhibit B" attached hereto. c. The CONSULTANT may submit vouchers to the CITY once per quarter for Clearview online sales tax software package. The first payment will not be due until Clearview online sales tax package is operational. Such vouchers will be checked by the CITY and, upon approval thereof, payment shall be made to the CONSULTANT in the amount approved. 3. CONSULTANT shall furnish, at its own expense, all labor, materials, equipment and other items necessary to carry out the terms of this Agreement. 4. Total amount of payment to the CONSULTANT shall not exceed $8,000 without express written modification of the Agreement signed by the CITY. 5. Final payment of any balance due the CONSULTANT of the total contract price earned will be made promptly upon its ascertainment and verification by the CITY after the completion of the work under this Agreement and its acceptance by the CITY. 6. Payment as provided in this section shall be full compensation for work performed, services rendered, and for all materials, supplies, equipment and incidentals necessary to complete the work. 7. The CONSULTANT'S records and accounts pertaining to this Agreement are to be kept available for inspection by representatives of the CITY and the state of Washington for a period of three (3) years after final payments. Copies shall be made available upon request. B. Data Sharing, Access, and Confidentiality 1. Purpose and Authority: The purpose of this section is to establish the terms under which CONSULTANT and the CITY may voluntarily share information of the types identified below for tax enforcement and other official purposes pursuant to Revised Code of Washington (RCW) 19.02.115(3)(j) and RCW 82,32.330(3)(h), as applicable. Nothing in this section requires either party to share requested information of any kind or for any purpose. For purposes of this section, information is limited to taxpayers located within the CITY or those who conduct business Tukwila, WA (Sales Tax, Clearview) 07/18/2019 1 within the CITY. The CONSULTANT will, to the best of its ability, use the mailing address, physical location, or reported retail sales activity to identify the taxpayers. 2. Definitions a. "Confidential Licensing Information" has the same meaning as "Licensing Information" under RCW 19.02.115(1)(b). Confidential Licensing Information is classified as at least Category 3 data under Washington's Standard for Securing Information Technology Assets, Office of the Chief Information Officer (OCIO) Standard No. 141.10. b. "Confidential Tax Information" as the same meaning as "Return," "Tax Information," and "Taxpayer Identity" under RCW 82.32.330(1) (b), (c), & (e). Confidential Tax Information is classified as at least Category 3 data under Washington's Standard for Securing Information Technology Assets, OCIO Standard No. 141.10. c. "Confidential" refers to data classified as at least Category 3 data under Washington's Standard for Securing Information Technology Assets, OCIO Standard No. 141.10. d. "Agent" means a third -party authorized representative(s) of the CITY or the CONSULTANT that provides tax enforcement or tax regulation services to the CITY or the CONSULTANT. e. "Portable Devices" refers to small portable computing devices. Examples of portable devices include, but are not limited to Smartphones, handhelds/PDAs, Ultramobile PCs, flash memory devices (e.g., USB flash drives, personal media players), portable hard disks, and laptop/notebook computers. f. "Portable Media" refers to small portable digital storage media. Examples of portable media include, but are not limited to optical media (e.g., CDs, DVDs, Blu-Rays), magnetic media (e.g., floppy disks, tape, Zip or Jaz disks), or flash media (e.g., CompactFlash, SD, MMC). g. "Data" refers to individual pieces of information. h. "Cloud" refers to a non -partner data center(s) offering infrastructure, operating system platform, or software services. A more complete definition of "cloud" can be found in the National Institute of Standards (NIST) Special Publication 800-145. i. "Encryption" refers to enciphering data with a NIST-approved algorithm or cryptographic module using a NIST-approved key length. j. "Complex Password" or "Complex Passphrase" refers to a secret phrase, string of characters, numbers, or symbols used for authentication that is not easilyguessable and meets an established industry guideline for complexity and length, such as NIST Special Publication 800-118. 3. Data Classification, Authorized Use, Access and Disclosure a. Data Classification: Data shared under this Agreement is considered confidential and classified as at least Category 3 data under Washington's Standard for Securing Information Technology Assets, OCIO Standard No. 141.10. b. Permitted Uses: Confidential Licensing Information, Confidential Tax Information and Confidential Information received under this Agreement may be used for official purposes only. c. Permitted Access: Confidential Licensing Information, Confidential Tax Information and Confidential Information may only be accessed by each party's employees that have a bona fide need to access such information in carrying out their official duties, and each party's agents that have a bona fide need to access such information for tax enforcement and tax regulation purposes. d. Permitted Disclosure: Confidential Licensing Information, Confidential Tax Information and Confidential Information received under the Agreement must not be disclosed to non-parties unless the disclosure is: I. Ordered under any judicial or administrative proceeding; ii. Authorized by RCW 19.02.115; iii. Authorized by RCW 82.32.330; or iv. Otherwise expressly authorized by the CONSULTANT in advance in writing. e. Public Records Requests: In the event that the CITY reasonably believes that it must disclose confidential or confidential tax information shared under this Agreement pursuant to a Public Records Request, and Tukwila, WA (Sales Tax, Clearview) 07/18/2019 2 the CITY is prohibited from disclosing such information under RCW 19.02.115 and RCW 82.32.330 and the terms of this Agreement, the CITY must give _notice to the CONSULTANT of its intention to disclose. The notice shall be provided at least fourteen (14) business days in advance of disclosure, the notice shall contain a copy of the Public Records Request, and the notice shall reasonably identify the information that the CITY believes is prohibited from disclosure under this Agreement. 4. Information Types a. "Confidential Licensing Information": Any information identifiable to a specific licensee protected by RCW 19.02.115, including, but not limited to, information created or obtained by the CONSULTANT in its administration of chapters 19.80 RCW and 59.30 RCW, and business license applications, renewal applications, and business licenses. Confidential Licensing Information protected by RCW 19.02.115 is classified as, at least, Category 3 data under Washington's OCIO Standard No. 141.10. b. "Confidential Tax Information": Any information identifiable to a specific taxpayer protected by RCW 82.32.330(1)(b), (c), & (e), including, but not limited to, a taxpayer's identity, income, assets, liabilities, tax payments, or actual or possible tax liabilities, Confidential Tax Information protected by RCW 82.32.330 is classified as, at least, Category 3 data under Washington's OCIO Standards No. 141.10. c. "Confidential Information": Any information, except Confidential Licensing Information and Confidential Tax Information, that may legally be shared between the parties and is personal or proprietary in nature, or is exempt from public disclosure under chapter 42.56 RCW, or other state or federal law. "Confidential Information" includes, but is not limited to, Personal Information as defined in RCW 42.56.230 and RCW 42.56.590(5). Confidential Information is classified as, at least, Category 3 data under Washington's OCIO Standards No. 141.10. For purposes of this Agreement, Confidential Licensing Information, Confidential Tax Information and Confidential Information is limited to taxpayers located within your jurisdiction or those who conduct business within your jurisdiction. The CONSULTANT will, to the best of its ability, use the mailing address, physical location, or reported retail sales activity to identify the taxpayers. 5. Requesting. Receiving, and Accessing Information The requesting party is responsible for ensuring that only persons authorized under this section are able to request, receive, or access each type of information from the other party. a. Confidential Licensing Information: Only employees who have been authorized by the receiving party may request, receive, or access Confidential Licensing Information. Authorized agents of the receiving party may receive or access Confidential Licensing Information for tax enforcement and tax regulation purposes only. The CITY shall ensure agents comply with RCW 19.02.115. Authorized CITY employees and agents must sign the Tax and License Confidentiality Affidavit, attached at Exhibit D. b. Confidential Tax Information: Only employees who have been authorized by the receiving party may request, receive, or access Confidential Tax Information. Authorized agents of the receiving party may receive or access Confidential Tax Information for tax enforcement or tax regulation purposes only. The CITY shall ensure agents comply with RCW 82.32.330. Authorized CITY employees and agents must sign the Tax and License Confidentiality Affidavit in advance of receiving or accessing Confidential Tax Information, attached at Exhibit D. c. Confidential information: Any employee or agent authorized by the receiving party may request, receive or access Confidential Information. d. Confidentiality Affidavit: The CONSULTANT requires CITY employees and agents with access to Confidential Licensing Information and/or Confidential Tax Information to sign a Tax and License Confidentiality Affidavit, attached at Exhibit D, with the original kept on file by the CITY and a copy provided to the CONSULTANT. e. Authorization: The CITY will provide the CONSULTANT with a regularly updated list of persons authorized to request, receive, or access Confidential Licensing Information and Confidential Tax Information. The list shall be updated at least annually and within 30 days of when changes occur. The CONSULTANT will not Tukwila, WA (Sales Tax, Clearview) 07/18/2019 3 disclose Confidential Licensing Information or Confidential Tax Information to any person or party without a signed Tax and License Confidentiality Affidavit on file with the CONSULTANT. 6. Information Format: Each party will make a good faith effort to accommodate format preferences of the other party (e.g., hard copy, electronic data, CD, secure file transfer, etc.), but nothing in this Agreement requires either party to provide Information in any particular format. 7. Confidentiality and Security a. Confidentiality: The CITY and CONSULTANT each agree for its employees and agents to keep confidential and secure from unauthorized use, access, or disclosure, all confidential data received under the Agreement. b. Ensuring Security: The CITY and the CONSULTANT shall each establish and implement physical, electronic, and managerial policies, procedures, and safeguards to ensure that all confidential data exchanged under this Agreement is secure from unauthorized use, access, or disclosure. c. Proof of Security: The CONSULTANT reserves the right to monitor, audit, or investigate the CITY's security policies, procedures, and safeguards for confidential data related to this Agreement. The CITY agrees to provide information or proof of its security policies, procedures, and safeguards as reasonably requested by the CONSULTANT. 8. Statutory Prohibition Against Disclosure a. Criminal Sanctions. RCW 19.02.115(2) prohibits the disclosure of Confidential Licensing Information, except as expressly authorized under RCW 19.02.115(3). RCW 82.32.330(2), RCW 82.32.330(3). It is a misdemeanor for any person acquiring Confidential Licensing Information or Confidential Tax Information under this Agreement to disclose such information in violation of the disclosure limitations stated in RCW 19.02.115 and RCW 82.32.330. Additionally, if the person is a state officer or employee, the person must forfeit such office or employment and is incapable of holding any public office or employment in Washington for a period of two (2) years thereafter. RCW 19.02.115(6); RCW 82.32.330(6). b. The CITY will require employees and agents with access to Confidential Licensing Information and/or Confidential Tax Information to sign a copy of the Tax and Licensing Confidentiality Affidavit, attached at Exhibit D. 9. Breach of Confidentiality: In the event of any use, access, or disclosure of confidential data by the CITY, its employees, or its agents in material violation of the terms of this Agreement: a. The CITY shall notify the CONSULTANT in writing as soon as practicable, but no later than three (3) working days, after determining that a suspected violation has occurred. b. The CITY shall cooperate with and provide information requested by the CONSULTANT concerning the circumstances of the breach. c. The CITY is responsible and liable for costs of notification and any other associated costs and liability arising out of any breach of confidentiality in violation of this Agreement. d. The CONSULTANT may immediately terminate this Agreement and require the certified return or destruction of all records containing confidential data received under the Agreement. 10. Data Breach Notification: If the CITY employees or its agents detect a compromise or potential compromise in the data security for CONSULTANT data such that the data may have been accessed or disclosed without proper authorization, the CITY shall give notice to the CONSULTANT within one (1) business day of discovering the compromise or potential compromise. The CITY or its agents shall take corrective action as soon as practicable to eliminate the cause of and mitigate the effects of the breach and shall be responsible for ensuring that appropriate notice is made to those individuals whose personal information may have been improperly accessed or disclosed. At a minimum, notification to the CONSULTANT will include: a. The date and time of the event; Tukwila, WA (Sales Tax, Clearview) 07/18/2019 4 b. A description of the CONSULTANT data involved in the event; and c. Corrective actions the CITY is taking to prevent further compromise of data. 11. Data Security: Confidential data provided by the CONSULTANT shall be stored in a secure physical location and on CITY owned devices with access limited to the least number of staff needed to complete the purpose of this Agreement. a. The CITY agrees to store data only on one or more of the following media and protect the data as described: i. Workstation hard disk drives ii. Access to the data stored on local workstation hard disks will be restricted to authorized users by requiring logon to the local workstation using a unique user ID and complex password, passphrase, or other authentication mechanism which provide equal or greater security, such as biometrics or smart cards. iii. If the workstation is not located in secure physical location, the hard drive must be encrypted. iv. Workstations must be maintained with current anti-malware or anti -virus software. v. Software and operating system security patches on workstations must be kept current. vi. Manually lock workstations when left unattended and set workstations to lock automatically after a period of inactivity. Maximum period of inactivity is 20 minutes. b. Network servers i. Access to data stored on hard disks mounted on network servers and made available through shared folders will be restricted to authorized users through the use of access control lists which will grant access only after the authorized user has authenticated to the network using a unique user ID and complex password, passphrase, or other authentication mechanism which provide equal or greater security, such as biometrics or smart cards. ii. Data on disks mounted to such servers must be located in a secure physical location. iii. Servers must be maintained with current anti-malware or anti -virus software. iv. Software and operating system security patches on servers must be kept current. c. Optical discs (e.g., CDs, DVDs, BIu-Rays) i. Data on optical discs will be used in local workstation or server optical disc drives and will not be transported out of a secure physical location. ii. When not in use for the Agreement purpose, such discs must be locked in a drawer, cabinet or other container to which only authorized users have the key, combination or mechanism required to access the contents of the container. iii. Workstations or servers which access CONSULTANT data on optical discs must be located in a secure physical location. d. Backup tapes or backup media i. The CITY may archive CONSULTANT data for disaster recovery (DR) or data recovery purposes. ii. Backup devices, tapes, or media must be kept in a secure physical location. iii. Backup tapes and media must be encrypted if transported offsite. iv. When being transported outside of a secure physical location, tapes or media must be under the physical control of staff with authorization to access the data or transported by a secure courier contracted by the CITY for transportation purposes. e. Data storage on portable devices or media. i. CONSULTANT data stored on portable devices shall be given the following protections: 1. Encrypt the data. 2. Control access to portable devices with a unique user ID and complex password, passphrase, or stronger authentication method such as a physical token or biometrics. 3. Control access to encrypted portable media with a unique complex password, passphrase, or stronger authentication method such as a physical token or biometrics. Tukwila, WA (Sales Tax, Clearview) 07/18/2019 5 4. Manually lock devices whenever they are left unattended or set devices to lock automatically after a period of inactivity, if this feature is available. Maximum period of inactivity is 20 minutes. 5. Physically protect the portable device(s) and/or media by: a. Keeping them in locked storage when not in use; b. Using check-in/check-out procedures when they are shared; and c. Taking periodic inventories. d. When being transported outside of a secure physical location, portable devices and media with confidential CONSULTANT data must be under the physical control of CITY staff with authorization to access the data. e. Optical disks kept in secure physical locations do not require encryption. f. Cloud Storage i. Encrypt the data at rest and in transit. ii. Control access to the cloud environment with a unique user ID and complex password, passphrase, or stronger authentication method such as a physical token or biometrics. iii. Cloud provider data center(s) and systems must be Service Organization Control (SOC) 2 Type II certified. iv. Protection of Data in Transit v. The CITY agrees that any retransmission of CONSULTANT data over a network, other than the CITY's internal business network, will be encrypted. 12. Data Segregation CONSULTANT data must be segregated or otherwise distinguishable from non -CONSULTANT data. This is to ensure that if the data is breached through unauthorized access it can be reported to the CONSULTANT and when the data is no longer needed by the CITY, all CONSULTANT data can be identified for return or destruction. 13. Ownership and Retention of Records Records furnished to CITY in any medium remain the property of the CONSULTANT. Except as otherwise expressly provided in this Agreement, the CITY may retain possession of all such records in accordance Chapter 40.14 RCW, Preservation and Destruction of Public Records. 14. Return or Destruction of Confidential Licensing Information, Confidential Tax Information and/or Confidential Information a. Return or Destruction for Violation: The CONSULTANT may, at any time, require the return or destruction of all Confidential Licensing Information, Confidential Tax Information and/or Confidential Information provided to the CITY during the term of this Agreement if Confidential Licensing Information, Confidential Tax Information and/or Confidential Information in the possession of the CITY has been disclosed, accessed, or used, or is at substantial risk of disclosure, access, or use, in violation of the terms of this Agreement. b. Request for Return or Destruction. Any request for return or destruction of Confidential Licensing information, Confidential Tax Information and Confidential Information must be in writing and provide a reasonable time for compliance. The CONSULTANT may request certification in writing that all copies of the Confidential Licensing information, Confidential Tax Information and Confidential Information have been returned or destroyed. c. Acceptable Destruction Methods. The destruction of any information under this Agreement must follow the Agreement's data destruction procedures. Tukwila, WA (Sales Tax, Clearview) 07/18/2019 6 15. Disposition of Data a. Upon termination of the Agreement, the CITY shall dispose of the data received using the data destruction procedures in this Agreement. b. Upon the destruction of CONSULTANT data, the CITY shall complete a Certification of Data Disposition, attached to this Agreement as Exhibit B, and submit it to the CONSULTANT Contract Manager within fifteen (15) days of the date of disposal. 16. Data Destruction Procedures: The following are acceptable destruction methods for various types of media. At least one method defined under the various types of media must be used to destroy CONSULTANT data for that media type: a. Optical discs i. Incinerate the disc(s); or ii. Shred the discs b. Magnetic tape(s) i. Degauss; or ii. Incinerate; or iii. Crosscut shredding c. Server, Workstation, Laptop Hard Drives, or Similar Media i. For mechanical hard drives, use a "wipe" utility which will overwrite the data at least three (3) times using either random or single character data; ii. For solid state hard drives, use a "secure erase" utility that resets all cells to zero; iii. Degauss sufficiently to ensure that the data cannot be reconstructed; or iv. Physically destroy disk(s) d. Portable Media i. For mechanical hard drives, use a "wipe" utility which will overwrite the data at least three (3) times using either random or single character data; ii. For solid state hard drives and devices, use a "secure erase" utility that resets all cells to zero; iii. Degauss sufficiently to ensure that the data cannot be reconstructed; iv. Physically destroy disk(s) or devices e. Smartphones and Similar Small Portable Devices i. If the devices are encrypted and secured with a complex password, the data is considered destroyed. Before disposal or reissue of the device, make sure the data is encrypted and then reset the device to original or new condition; or ii. If a Mobile Device Management (MDM) solution for the device exists, enable the remote wipe command to destroy the data. f. Cloud Storage i. Use the cloud provider's procedures to permanently delete the files and folders. C. General Provisions 1. Attachments This Agreement includes the following attachments, which are to be considered part of this Agreement for all purposes: Exhibit A Scope of Work Exhibit B Compensation Exhibit C CONSULTANT's Helpful Contacts Exhibit D Tax and License Confidentiality Affidavit 17. Term of the Agreement: The initial term of this Agreement shall be for a period of three (3) years following the date of execution, and automatically renew for two (2) subsequent one-year terms or the CITY shall have the option to renew for successive one (1) year terms, if neither party has cancelled (the "Term"). CONSULTANT shall Tukwila, WA (Sales Tax, Clearview) 07/18/2019 7 perform all services and provide all work product required pursuant to this Agreement no later than the end of the term of this agreement unless an extension of such time is granted in writing by the City. Either party shall have the right to terminate this Agreement in the event of a material breach by the other party. Any such termination may be made only by providing sixty (60) days written notice to the other party, specifically identifying the breach or breaches on which termination is based. Following receipt of such notice, the party in breach shall have thirty (30) days to cure such breach or breaches. In the event that such cure is not made, this Agreement shall terminate in accordance with the initial sixty (60) days' notice. Notwithstanding the foregoing, either party may terminate the Agreement at any time and for any reason by providing thirty -days (30) written notice to the other party; provided however, that if CONSULTANT has not breached the Agreement and has commenced services identified in EXHIBIT A prior to the date of termination, CONSULTANT shall be entitled to payment as described in EXHIBIT B. 1. Effect of Termination: Notwithstanding non -renewal or termination of this Agreement, CITY shall be obligated to pay CONSULTANT for services performed through the effective date of termination for which CONSULTANT has not been previously paid. In addition, because the services performed by CONSULTANT prior to termination or non -renewal of this Agreement may result in the CITY's receipt of revenue after termination, which is subject to CONSULTANT'S fee, the CITY shall remain obligated after termination or non -renewal to provide to CONSULTANT such information as is necessary for CONSULTANT to calculate compensation due as a result of the receipt of revenue by the CITY. 2. Independent Contractor: It is understood that CONSULTANT and its subcontractors, if any, in the performance of the work and services agreed to be performed, shall act as and be an independent contractor and shall not act as an agent or employee of the CITY. Nothing in this Agreement shall be considered to create the relationship of employer and employee between the parties hereto. CITY understands that CONSULTANT may perform similar services for others during the term of this Agreement and agrees that CONSULTANT representation of other government sector clients is not a conflict of interest. CONSULTANT shall obtain no rights to retirement benefits or other benefits which accrue to CITY's employees, and CONSULTANT hereby expressly waives any claim it may have to any such rights. The CITY shall not be responsible for withholding or otherwise deducting federal income tax or social security or for contributing to the state industrial insurance program, otherwise assuming the duties of an employer with respect to the CONSULTANT, or any employee of the CONSULTANT. 3. Subcontractors: CONSULTANT shall have the right to hire subcontractors to provide the services described herein. CONSULTANT, in rendering performance under this Agreement shall be deemed an independent contractor and nothing contained herein shall constitute this arrangement to be employment, a joint venture, or a partnership. CONSULTANT shall be solely responsible for and shall hold CITY harmless from any and all claims for any employee related fees and costs including without limitation employee insurance, employment taxes, workman's compensation, withholding -taxes or income taxes. 4. Notice: Any notice required to be given under this Agreement shall be in writing and either served personally, sent prepaid first-class mail, or by express mail courier (i.e. FedEx, UPS, etc.). Any such notice shall be addressed to the other party at the address set forth below. All notices, including notices of address changes, provided under this Agreement are deemed received on the third day after mailing if sent by prepaid first-class mail, or the next day if sent overnight delivery. Tukwila, WA (Sales Tax, Clearview) 07/18/2019 8 If to CITY: CITY of Tukwila Attn: Vicky Carlsen Address: 6200 Southcenter Blvd city/state/zip: Tukwila, WA 98188 Phone: 206 433-1839 Email: Vicky.carlsen@tukwilaWa.gov If to CONSULTANT: Avenu Insights & Analytics, LLC Attn: Contract Department 1264 Hawkes Flight Court, #270 El Dorado Hills, CA 95762 Phone: 925-330-2958 Email: contracts@avenuinsights.com 5. Representative or designees: CONSULTANT's Primary Representative/Project Manager shall be: Mary Dilenschneider, Client Services Manager 72e-30E-3697 Marv.Dilenschneider(a)avenuinsights.com For the convenience of the CITY, a short list of helpful contacts is attached and incorporated herein as EXHIBIT C. 6. Indemnity: The CONSULTANT shall defend, indemnify and hold the CITY, its officers, officials, employees and volunteers harmless from any and all claims, injuries, damages, losses or suits including attorney fees, arising out of or resulting from the acts, errors or omissions of the CONSULTANT in performance of this Agreement, except for injuries and damages caused by the sole negligence of the CITY. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the CONSULTANT and the CITY, its officers, officials, employees, and volunteers, the CONSULTANT'S liability hereunder shall be only to the extent of the CONSULTANT'S negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the CONSULTANT'S waiver of immunity under Industrial Insurance, Title 51 RCW, solely for the purposes of this indemnification. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive the expiration or termination of this Agreement. 7. Insurance: The CONSULTANT shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the CONSULTANT, its agents, representatives, or employees. CONSULTANT's maintenance of insurance as required by the agreement shall not be construed to limit the liability of the CONSULTANT to the coverage provided by such insurance, or otherwise limit the CITY's recourse to any remedy available at law or in equity. 8. Minimum Amounts and Scope of Insurance: CONSULTANT shall obtain insurance of the types and with the limits described below: i. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. Automobile Liability insurance shall cover all owned, non -owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. ii. Commercial General Liability insurance with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate. Commercial General Liability insurance shall be at least as broad as ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, stop -gap independent contractors and personal injury and advertising injury. The CITY shall be named as an additional insured under the CONSULTANT's Commercial General Liability insurance policy with respect to the work performed for the CITY using an additional insured endorsement at least as broad as ISO CG 20 26. iii. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington. Tukwila, WA (Sales Tax, Clearview) 07/18/2019 9 iv. Professional Liability with limits no less than $1,000,000 per claim and $1,000,000 policy aggregate limit. Professional Liability insurance shall be appropriate to the CONSULTANT's profession. 9. Other Insurance Provision: The CONSULTANT's Automobile Liability and Commercial General Liability insurance policies are to contain, or be endorsed to contain that they shall be primary insurance with respect to the CITY. Any Insurance, self-insurance, or insurance pool coverage maintained by the CITY shall be excess of the CONSULTANT's insurance and shall not be contributed or combined with it. 10. Acceptability of Insurers: Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. 11. Verification of Coverage: CONSULTANT shall furnish the CITY with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Contractor before commencement of the work. Upon request by the CITY, the CONSULTANT shall furnish certified copies of all required insurance policies, including endorsements, required in this Agreement and evidence of all subcontractors' coverage. 12. Notice of Cancellation: The CONSULTANT shall provide the CITY with written notice of any policy cancellation, within two business days of their receipt of such notice. 13. Failure to Maintain Insurance: Failure on the part of the CONSULTANT to maintain the insurance as required shall constitute a material breach of contract, upon which the CITY may, after giving five business days notice to the CONSULTANT to correct the breach, immediately terminate the contract or, at its discretion, procure or renew such insurance and pay any and all premiums in connection therewith, with any sums so expended to be repaid to the CITY on demand, or at the sole discretion of the CITY, offset against funds due the CONSULTANT from the CITY. 14. Equal Opportunity to Draft: The parties have participated and had an equal opportunity to participate in the drafting of this Agreement. No ambiguity shall be construed against any party upon a claim that that party drafted the ambiguous language. 15. Assignment: This Agreement shall be binding upon and inure to the benefit of the parties, their successors, representatives and assigns. CONSULTANT shall not assign this Agreement, or delegate its duties or obligations under this Agreement, without the prior written consent of CITY. 16. Ownership of Documents: Except for CONSULTANT preexisting proprietary information and processes, including its arrangement of information, and any software in any format, and documents such as email, any and all documents prepared specifically for the CITY, including draft documents where completed documents are unavailable, or materials prepared or caused to be prepared by CONSULTANT pursuant to this agreement shall be the property of the CITY at the moment of their completed preparation. 17. Intellectual Property Rights: The entire right, title and interest in and to CONSULTANT's database and all copyrights, patents, trade secrets, trademarks, trade names, and all other intellectual property rights associated with any and all ideas, concepts, techniques, inventions, processes, or works of authorship including, but not limited to, all materials in written or other tangible form developed or created in the course of this Agreement (collectively, the "Work Product") shall vest exclusively in CONSULTANT or its subcontractors. The foregoing notwithstanding, in no event shall any CITY -owned data provided to CONSULTANT be deemed included within the Work Product. 18. Public Release and Statements: Neither party or its representatives or agents shall disseminate any oral or written advertisement, endorsement or other marketing material relating to each other's activities under this Agreement Tukwila, WA (Sales Tax, Clearview) 07/18/2019 10 without the prior written approval of the other party. Neither party shall make any public release or statement concerning the subject matter of this Agreement without the express written consent and approval of the other party. No party or its agent will use the name, mark or logo of the other party in any advertisement or printed solicitation without first having prior written approval of the other party. The parties shall take reasonable efforts to ensure that its subcontractors shall not disseminate any oral or written advertisement, endorsement or other marketing materials referencing or relating to the other party without that party's prior written approval. In addition, the parties agree that their contracts with all subcontractors will include appropriate provisions to ensure compliance with the restrictions of this Section. 19. Applicable Law; Venue; Attorney's Fees. This Agreement shall be subject to, and the CONSULTANT shall at all times comply with, all applicable federal, state and local laws, regulations, and rules, including the provisions of the CITY of Tukwila Municipal Code and ordinances of the CITY of Tukwila. In the event any suit, arbitration, or other proceeding is instituted to enforce any term of this Agreement, the parties specifically understand and agree that venue shall be properly laid in King County, Washington. The prevailing party in any such action shall be entitled to its attorney's fees and costs of suit. Venue for any action arising from or related to this Agreement shall be exclusively in King County Superior Court. 20. Non -Waiver. Waiver by the CITY of any provision of this Agreement or any time limitation provided for in this Agreement shall not constitute a waiver of any other provision. 21. Covenant Against Contingent Fees. The CONSULTANT warrants that he has not employed or retained any company or person, other than a bonafide employee working solely for the CONSULTANT, to solicit or secure this contract, and that he has not paid or agreed to pay any company or person, other than a bonafide employee working solely for the CONSULTANT, any fee, commission, percentage, brokerage fee, gifts, or any other consideration contingent upon or resulting from the award or making of this contract. For breach or violation of this warrant, the CITY shall have the right to annul this contract without liability, or in its discretion to deduct from the contract price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee. 22. Discrimination Prohibited. Contractor, with regard to the work performed by it under this Agreement, will not discriminate on the grounds of race, religion, creed, color, national origin, age, veteran status, sex, sexual orientation, gender identity, marital status, political affiliation, the presence of any disability, or any other protected class status under state or federal law, in the selection and retention of employees or procurement of materials or supplies. 23. Dispute Resolution: The parties may resolve any dispute according to the specific dispute resolution provisions of this Agreement or by any other informal means. The parties agree to participate in good faith mediation to resolve any disputes relating to this Agreement that are not otherwise resolved prior to any action in court. At any time, either party may initiate formal mediation by providing written request to the other party setting forth a brief description of the dispute and a proposed mediator. If the parties cannot agree upon a mediator within ten (10) working days after receipt of the written request for mediation, the parties shall use a mediation service that selects the mediator for the parties. Each party shall be responsible for one-half of the mediation fees, if any, and its own costs and attorneys' fees. Nothing in this Agreement shall be construed to limit the parties' choice of a mutually acceptable alternative resolution method, such as a dispute hearing or dispute resolution board. 24. Force Maieure: Parties shall not be in default of its obligations hereunder to the extent that its performance is delayed or prevented by causes beyond its control, including but not limited to acts of God, government, weather, Tukwila, WA (Sales Tax, Clearview) 07/18/2019 11 fire, power or telecommunications failures, inability to obtain supplies, breakdown of equipment or interruption in vendor services or communications. 25. Entire Agreement: This Agreement constitutes the entire agreement between the parties hereto and supersedes any prior understandings or written or oral agreements between the parties respecting the subject matter contained herein. Said Agreement shall not be amended, altered, or changed, except by a written amendment signed by both parties. 26. Counterparts: This Agreement may be signed in separate counterparts including facsimile copies. Each counterpart (including facsimile copies) is deemed an original and all counterparts are deemed on and the same instrument and legally binding on the parties. 27. Severability and Survival: If any term, condition or provision of this Agreement is declared void or unenforceable or limited in its application or effect, such event shall not affect any other provisions hereof and all other provisions shall remain fully enforceable. The provisions of this Agreement, which by their sense and context are reasonably intended to survive the completion, expiration or cancellation of this Agreement, shall survive termination of this Agreement. 28. Interpretation: This Agreement shall be interpreted to the extent possible in a manner consistent with all applicable laws and not strictly for or against either party. 29. No Third -Party Beneficiaries: This Agreement is for the benefit of the parties and may not be enforced by any non-party. 30. Agent Contract Terms and Conditions: The CITY is responsible for ensuring that all terms, conditions, and certifications in this Agreement are included in any contract with a third -party agent, in which the agent has a bona fide need to access Confidential Licensing Information, Confidential Tax Information, and/or Confidential Information for official tax enforcement or tax regulation purposes. The 31. Compliance with Laws: The CONSULTANT shall, in performing the services contemplated by this Agreement, faithfully observe and comply with all federal, state, and local laws, ordinances and regulations, applicable to the services rendered under this Agreement. 32. Implementation: Implementation should begin as soon as possible from the signing of this Agreement (the "Effective Date") for the performance of services under the terms of this Agreement. [Signatures on following page] Tukwila, WA (Sales Tax, Clearview) 07/18/2019 12 IN WITNESS HEREOF, the parties have caused this Agreement to be executed on the date first written above. "CITY" "CONSULTANT" CITY of Tukwila- Avenu Insight & Analytics, LLC, a Municipal Corporation a Del• are ited/iability company By: By Name: Title: APPROVED AS TO FORM Office of the City Attorney Allan Ekberg, Mayor 1z Tukwila, WA (Sales Tax, Clearview) 07/18/2019 13 Mike ka Chief Financial Officer EXHIBIT A - SCOPE OF WORK Part I. Sales and Use Tax Discovery Through comprehensive sales tax discovery reviews, Avenu can identify anomalies in sales tax collections, reporting and remissions for the businesses within its jurisdictional boundaries. Sales and Use Tax compliance is burdensome for many businesses. The myriad of intricate statutes governing collection, exemptions, rebates and reporting of sales tax law, coupled with at times complex boundaries, rates, and a varied tax base that can cross multiple jurisdictions only increases the complexity of business compliance with sales and use tax reporting requirements. As a result, businesses often file incomplete or incorrect sales tax returns. These errors and omissions can have a large impact on a taxing jurisdiction's revenue. Compliance/Misallocation Discovery and Review Avenu will identify non -compliant entities and assist in bringing these entities into compliance, working with the CITY to receive confidential Sales Tax data from the State of Washington Department of Revenue ("DOR") and standardize and enhance state tax data with a myriad of other public and private data sources. Avenu will work with the CITY to accurately identify jurisdictional boundaries utilizing sources including geo-mapping, postal identification and on -site investigations. We will also review and verify the CITY's allocation of tax revenues distributed by the DOR to ensure the proper collection and distribution of the tax revenue owed to the CITY on an ongoing basis. We will identify misallocated sales tax revenue and submit those findings to the DOR, along with supporting evidence, for review and reallocation action. Specialized Inquiry Techniques Avenu employs specific inquiry techniques to identify businesses and taxpayers that have not reported, may be delinquent or misreported the local tax (possibly under -reporting the tax owed), and is constantly updating and supplementing efforts. 1. Initial and Periodic Field Inquiries: Initial and periodic field inquiries include a physical canvassing, in select geographical areas, and evaluation of sales and use tax generating businesses located in those areas of the CITY 's jurisdiction. These field inquiries focus on those businesses located in the CITY's jurisdiction from which the CITY has not been receiving sales and use tax revenue but should be. Avenu will endeavor to conduct field canvassing twice per calendar year as necessary to supplement electronic processes and procedures in finding businesses that are not identified through electronic sources. 2. Permit Registration Inquiries: Wholesalers, contractors, processors, manufacturers and other non -retail businesses will frequently not have sales and use tax permits properly registered to the jurisdiction in which they are located because their business operations do not include a point -of -sale qualifying activity. However, these companies will often generate sales and use tax from occasional sales and self -accrual of or liability for use tax on purchases. Permit registration inquiries can identify firms not possessing proper permits for all eligible locations within the CITY's jurisdiction and attempt to correct this oversight. Additional review is focused on those businesses that are "engaged in business" to determine if they have a qualifying point -of -sale activity, verification of proper reporting methodologies for businesses delivering their products into the CITY's jurisdiction, as well as out-of-state sellers, contractors and specific service providers. 3. Quarterly Sales Tax Payment Distribution Review: From the payment information received from the DOR, Avenu will perform sales tax payment distribution review services. Avenu's distribution reviews focus on those accounts where Avenu has observed a decline in the CITY's sales and use tax revenue to either nothing, or substantially less than what has been reported on an historical trend basis and will include follow up directly with the taxpayer as needed. Identifying Errors and Omissions Procedures 1. Meet with designated CITY officials to review service objectives and scope, including Avenu's work plan schedule, public relations and logistical matters. 2. Review of sales/use permits for sellers with places of businesses and use tax permits for sellers engaged in business within the CITY's jurisdiction, to detect, document and correct sales/use tax reporting errors/omissions and thereby generate new, previously unrealized revenue for the CITY. 3. Contact target businesses to determine whether a point-of-sale/delivery/use reporting error exists. Avenu's inquiries are predicated on a non -controversial, constructive, public relations approach that emphasizes the importance of each business to the CITY and the mutual benefits of correcting reporting errors. 4. Respond to findings by the DOR with timely reconfirmation documentation to preserve validity of original claim. 5. Receive and process the sales and use tax payment distribution reports provided by the DOR. 6. Monitor and analyze the sales and use tax payment information with audit focus on the following: a. Those accounts with previously detected reporting errors to ensure that the corrections are made for current reporting periods plus any retroactive adjustments for amounts improperly distributed in prior periods. b. Those accounts that meet the sales tax revenue annual threshold for available payment data of the CITY's total sales and use tax revenue, to identify and investigate significant aberrations (e.g. negative fund transfers, declines, deficiencies, etc.). c. Those accounts receiving deficiency assessments to ensure that the CITY receives the correct amount of sales and use tax. Database Management/Warehouse Avenu, through its sister company MuniServices, LLC., has invested nearly three decades of intensive research and development into the data sources utilized for detecting local sales tax sources and subsequently designed proprietary information systems that allow for maximum flexibility in utilizing hundreds of data sources and thereby providing for accurate targeting and collection of taxes owed. The more data sources utilized the higher the probability of increased misallocation identification and therefore collection of more taxes owed to the CITY. A customized database of businesses subject to taxation in the CITY's service territory will be built and maintained utilizing Avenu's comprehensive data warehouse system. Additionally, information gathered from business -to business activity, as well as physical canvassing of commercial and retail areas, will be combined with the CITY's registration data. Review of State Department of Revenue's Findings Avenu will routinely review all proposed and actual DOR's adjustments to the CITY's sales and use tax. Procedures for conducting these reviews are the same as for the conduct of allocation/under reporting audits. We seek to understand any adjustment and determine its validity and provide the appropriate follow up on each adjustment on behalf of the CITY. Education and Training Program Avenu Education and Training deliverable is designed to help the CITY keep up to date on changes in Sales Tax statutes and treatments at both the state and national level. The Washington Legislature has enacted changes to Washington Sales Tax statutes in each of the last four sessions. Some of the changes are more dramatic than others. Similarly, efforts in other states and at the Federal level, the CITY the Streamlined Sales Tax and Internet Tax Freedom Act, can have an impact on the CITY's ultimate sales and use tax revenue. Meetings & Reporting Avenu will compile quarterly reports for the CITY and meet with CITY staff as desired to convey and discuss data findings. Part II. Sales/Use Tax Analytics and Reporting —'Clearview' CONSULTANT's state of the art technology products, new Sales, Transactions and Use Tax Reporting online software titled 'CLEARVIEW' (formerly known as STARS) is a powerful data analytics platform that allows city staff to research local business activity and export data for further analysis. CLEARVIEW software includes the following key features: Consolidated Economic Reports — See key trends at the category, segment, and retailer levels. - Access a quick view of how your key retailers are performing. — Search for any retailer in your jurisdiction and view their recent payment history. - Review and Export the rankings of the sales tax producers in your jurisdiction for recent periods. - Locate potential one-time payments. — Export the Excel data behind the reports for further analysis or export the visualization to pdf for inclusion in your internal reports. - Access to our analysts to support your use of our tools. Cash Trends and Distribution Summaries — Compare your cash performance to other jurisdictions as a quick way of benchmarking performance. Geo Area Reports (Optional) - Review trends and where the growth or declines within the geo-area are concentrated and drivers of those changes. Export a geo-area directly to excel for use in your internal reports. GIS Maps (Optional) — Visualize your geo-areas and summarize by category and segment. — Dynamically view the revenue changes in your geo-areas over time. — Compare the performance of one geo-area to another. uncover the key CLEARVIEW Service Within thirty (30) days of receipt of the first month's sales tax data from the applicable governmental authorities, CONSULTANT shall provide CITY with electronic access to the CLEARVIEW product. a. General Reporting Contents. The CLEARVIEW product is dependent on availability of data received from applicable governmental authorities. This product allows the CITY staff to interact with specified tax data collected by or for the city; The CLEARVIEW product also provides the CITY with access to sales and use tax data online and via mobile devices. In addition, reports can be exported to Microsoft Excel or Adobe PDF formats. The functions available may include: - A quarterly economic dashboard - A taxpayer ranking report - A budget comparison dashboard - Geo-areas A monthly cash performance - GIS mapping - A business look -up report b. Sales Tax Forecast. CLEARVIEW includes a sales tax revenue forecast that identifies historical sales tax and projected sales tax for pessimistic, most likely and optimistic scenarios. c. Historical Data. To the extent the City provides CONSULTANT historical data, CONSULTANT will provide to the CITY online access to the most recent thirty-six (36) months of historical tax data through the CLEARVIEW product. CONSULTANT will also provide up to fifteen (15) years of historical tax data, through other means, to the CITY for analytical purposes, but only to the extent the fifteen (15) Year historical data is provided to CONSULTANT by the City. d. Accuracy. The CLEARVIEW reports rely on information provided by applicable governmental authorities and third parties. CONSULTANT has no obligation to verify, remove redundancies, or otherwise clean or standardize the information provided by state authorities or any third parties. e. Timing. CONSULTANT's obligation to provide the CLEARVIEW Service is conditioned on CITY's delivery of required, signed documentation to CONSULTANT to access the proper data from the applicable governmental authorities. Part III. CITY Assistance 1. Confidentiality. The information provided to the CITY in the CLEARVIEW Reports is confidential. It is not open to public inspection. A CITY may use the information only for lawfully permitted purposes. CITY shall not distribute the CLEARVIEW Reports to any person unless that person is legally entitled to access the information in the CLEARVIEW Reports, or except as may otherwise be required by law or court order. CONSULTANT is required to disclose information contained in, or derived from, those transaction, sales, and use tax records only to an officer or employee of the CITY who is authorized by resolution to examine the information. CONSULTANT is prohibited from performing consulting services for a retailer during the term of this Agreement. CONSULTANT is prohibited from retaining the information contained in, or derived from, those transaction, sales, and use tax records, after this Agreement has expired. 2. Data. In order for CONSULTANT to provide the CLEARVIEW Reports, the CITY will provide CONSULTANT with the proper data from the applicable governmental authorities. 3. Additional Terms. a. License. CONSULTANT grants to CITY a generic, non -current user license for two authorized CITY designated users to access the CLEARVIEW product for so long as this Agreement is in effect. Each of CITY's designated users must be submitted in writing to CONSULTANT. CONSULTANT will provide the user with the necessary log -in information. CITY has the obligation to protect those login credentials. CITY may add additional users- at a cost of $500 each per year and shall be subject to annual CPI increases. b. Limitations of Liability. CONSULTANT is not responsible for any breach of data resulting from CITY's failure to protect passwords or systems used to access the Service. CONSULTANT does not warrant that the service is error free. CONSULTANT DISCLAIMS ALL OTHER WARRANTIES WITH RESPECT TO THE SOFTWARE, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON -INFRINGEMENT OF THIRD -PARTY RIGHTS. Some jurisdictions do not allow the exclusion of implied warranties or limitations of how Tong an implied warranty may last, or the exclusion of limitation of incidental damages, so the above limitations or exclusions may not apply to CITY. In no event shall CONSULTANT or its licensors, suppliers, or licensees be liable to CITY for any consequential, special, incidental, or indirect damages of any kind arising out of the performance or use of the service, even if CONSULTANT has been advised of the possibility of such damages. c. Non -disclosure. CITY's use of the CLEARVIEW services is conditioned on CITY's agreement not to make the service or any of output of the system available to CONSULTANT's anyone other than authorized CITY staff. Nothing in this provision prohibits the CITY from exporting data and formatting it for its own use or from making documents marked as 'public' known to the public. Tukwila, WA (Sales Tax, Clearview) 08/19/2019 EXHIBIT B COMPENSATION Part I. Sales and Use Tax Analytical Services and Audit Avenu will provide the Sales Tax Discovery service for a 30% contingency fee that is based on the revenue received by the CITY as a result of Avenu detecting and documenting taxpayer reporting errors which are subsequently corrected. The 30% contingency fee applies to all revenues recovered for the CITY for all applicable periods, once the CITY receives payment of the identified deficiency. Avenu shall provide the CITY with supporting documentation detailing who and when the payments are made to the state, and then when the state remits the payment to the CITY, in order for the CITY to pay the 30% fee. The 30% contingency fee also applies to revenues received for the first eight consecutive reporting quarters following correction of the error(s) upon confirmation of receipt of the revenue by the CITY. The CITY agrees to notify Avenu within 10 days following receipt by the CITY of payments (cash payments, installment payments, or other compensation directly benefiting the CITY) resulting from Avenu's service, if known. U pon being notified of receipt of payment(s), Avenu will then invoice the CITY. Invoices are due and payable within thirty (30) days from submission. Avenu understands that the CITY does not receive revenues from the state until two months after the payment was remitted by the company to the Washington State Department of Revenue. If the payments related to Avenu services are remitted to the CITY by the state after the Agreement has expired or terminated, Avenu may be paid additional compensation, based on detailed backup documentation supporting that the amount was part of the recovery services provided by Avenu prior to the expiration or termination of the Agreement. The CITY will remit 30% of the received amount for such work to Avenue. Notwithstanding the foregoing post -termination payment provisions, in no event shall CITY be required to pay identified revenues received after one year of the Agreement expiration or termination date. Part I1. Sales & Use Tax Analytics and Reporting — Clearview Avenu will charge the CITY for the Clearview online sales tax software package at an annual fee of $4,000 per year — inclusive of GIS based tools — paid $1,125 quarterly. This includes access to a built-in GIS application and forecasting module. CONSULTANT will provide three (3) geo areas to CITY — assuming the longitude/latitude information is readily available and after receipt of shapefiles from the City in the correct format. If longitude/latitude information is not readily available there may be an additional set up cost. Adjustments The annual fee will be adjusted at the beginning of each calendar year by the percentage change in the Consumer Price Index that pertains to CITY's geographic areas as reported by the Bureau of Labor Statistics. The initial Consumer Price Index used for the first CPI adjustment will be the CPI for the month in which the agreement is fully signed with the first adjustment to occur at the beginning of the Calendar year following the first full calendar year of service. Annual Fee adjustment shall not be less than two percent (2%) nor greater than ten percent (10%). Additional Geo Area Reports Upon CITY's request, CONSULTANT will provide additional Geo Area Reports for a one-time set-up fee of $1,000 per Geo Area and $500 annual fee per Geo Area. At any time, the CITY may request changes in the Geo Areas for an additional one-time fee of $500 per Geo Area. If the addresses in the permit file have not been standardized thru CONSULTANT Sales Tax Compliance Review service, CITY shall pay an additional one-time setup fee of $750 for address standardization. The CITY request # Geo Area reports to be provided along with the quarterly Clearview reports. Tukwila, WA (Sales Tax, Clearview) 08/19/2019 Additional Consulting Services The CITY may request that Avenu provide additional consulting services at any time during term of the Agreement. If Avenu and the CITY agree on the scope of the additional consulting services requested, then Avenu shall provide the additional consulting services on a Time and Materials basis, Depending on the personnel assigned to perform the work, Avenu's standard hourly rates range from $75 per hour to $200 per hour. These additional consulting services will be invoiced at least monthly based on actual time and expenses incurred. The following are sample hourly rates based on the job classification (these rates are subject to change): Avenu Hourly Rat Position Principal Project M atiagerfDirector' Client Services Executive Senior Analyst Information Technology Analyst Administrative Hourh Rate $200 $175 $150 $1,5 $175 $100 $75 Tukwila, WA (Sales Tax, Clearview) 08/19/2019 EXHIBIT CONSULTANT'S HELPFUL CONTACTS Contact Project Role Phone Email MaryDi|enschneider Client Services Manager 720-308-8697 K4arv.Di|enxohneider6@avenuinsiRhts.co m Doug Jensen Senior Advisor 559.288.8943 DnuRJensen(@avenuinsights.com Janis Varney Vice President Tax Audit 559.271.3011 ]anis.Vornev0Davenuinsixhts.cnm Irene Reynolds Client Relations Manager 559.27I.6867 |re�e.kevno|ds(@avenuindghtszom ]aimie Lewis Billing Department 571.485.7875 Bi||ing.DepartmentVDavenuinsights.com FrancesooK4ancio VPGovernment Relations 559.2887296 Fran.K4anda@avenuinsightszom 8randaNarayan Dir. Government Relations 916.261.5147 8nenda.Naravan@avenuinsights.com Dary|Suvage General Counsel 571.3135878 Dam|.Savage(@avenuinsightszom FrancisEnaho|o Director, Contracts 571.441.1863 Frands.Enaho|o(a)avenuins|ghts-com Tukwila, ww(Sales Tax, cmorvmu)o7/z812oo 21