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HomeMy WebLinkAboutReso 2020-3120RESOLUTION NO. 2020 - _112c0 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, RATIFYING AN AGREEMENT WITH GRANICUS, LLC FOR SHORT-TERM RENTAL COMPLIANCE MONITORING AND ENFORCEMENT, IN AN AMOUNT NOT TO EXCEED FORTY-NINE THOUSAND NINE HUNDRED NINETY-FIVE DOLLARS ($49,995.00); AUTHORIZING THE CITY MANAGER TO DO ALL THINGS NECESSARY TO EFFECTUATE THIS RESOLUTION; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City was in need of a firm to provide short-term rental compliance monitoring and enforcement services ("Services"); and WHEREAS, on May 17th, 2018 via Resolution No. 2018-2820, the City Commission approved an agreement with Host Compliance, LLC. to provide the desired Services; and WHEREAS, on November 8, 2019, Host Compliance, LLC. became a part of Granicus, LLC ("Granicus"); and WHEREAS, Granicus expressed the desire and ability to provide the same Services to the City; and WHEREAS, June 2nd, 2020, the City Manager exercised his authority and entered into an agreement with Granicus to continue providing the desired Services, in an amount not to exceed Forty -Nine Thousand Nine Hundred Ninety -Five Dollars ($49,995.00); and WHEREAS, the City Commission now wishes to ratify the Agreement with Granicus, LLC. for short-term rental compliance monitoring and enforcement services, in an amount not to exceed Forty -Nine Thousand Nine Hundred Ninety -Five Dollars ($49,995.00), attached hereto as Exhibit "A". NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, AS FOLLOWS: Section 1. Ratification of Agreement. The City Commission hereby ratifies the Agreement with Granicus, LLC. for short-term rental compliance monitoring and enforcement services, in an amount not to exceed Forty -Nine Thousand Nine Hundred Ninety -Five Dollars ($49,995.00), attached hereto as Exhibit "A". Section 2. Authorization of City Manager. The City Manager is hereby authorized to do all things necessary to effectuate this Resolution. Section 3. Effective Date. This Resolution shall become effective upon adoption. PASSED AND ADOPTED this 15th dayof O o er 2020. George H. Scholl, Mayor R2020 Ratify Agmt W Granicus For STR Compliance Monitoring Page 1 of 2 ,ib Bet ncur, CMC, City Clerk OVED AS TO -FORM AND ® Edward A. Dion, City Attorney V l�� Moved by: �f i"' 6� '2)U��41tj Seconded by: Vote: Mayor Scholl ✓ (Yes) (No) Vice Mayor Svechin � (Yes) (No) Commissioner Goldman —7 -(Yes) (No) Commissioner Lama (Yes) (No) Commissioner Viscarra (Yes) (No) R2020 Ratify Agmt W Granicus For STR Compliance Monitoring Page 2 of 2 yyNY q' ops F�8 City of Sunny Isles Beach 18070 Collins Avenue Sunny Isles Beach, Florida 33160 (305) 947-0606 City Hall o' s N Laos (305) 949-3113 Fax MEMORANDUM TO: The Honorable Mayor and City Commission VIA: Christopher J. Russo, City Manager FROM: Claudia C. Hasbun, AICP, Planning and Zoning Director DATE: 10/15/2020 RE: Agreement with Granicus for Short Term Vacation Rental Compliance Monitoring and Enforcement RECOMMENDATION: This Resolution is recommended for approval. REASONS: This is ratification of a new agreement with Granicus, LLC which has acquired the previous company used to performs Short -Term Vacation Rental monitoring for the City, Host Compliance LLC. The fee and terms are to be maintained as with previously approved. The annual fee remains at $49,995.00 and this agreement is to expire on June 2, 2021. We are currently monitoring 1,528 residential units actively advertising, which 57.9% has a full address identified. ATTACHMENTS: Description Resolution Address Identification Dashboard Agreement Item Number: 10.C. 10/6/2020 Host Compliance Dashboard 0 _ l Address Identification Dashboard Address Identification Dashboard - Multifamily View 1,528 STR Rental Units in or near Jurisdiction 33 STR Rental Units Added Last Month 0 Ipeterburg • • • • https://app.hostcompliance.com/dashboard/address-identification-v2 1/1 HOST COMPLIANCE nrnvapart of G ORANICUS HOST COMPLIANCE, LLC Short-term Rental Compliance Monitoring and Associated Services HCSA - 5-5-2016 - P Host Compliance Services Agreement June 2nd THIS SERVICES AGREEMENT (the "Agreement") is entered into as of DQ V)� X,, 2020 (the "Effective Date"), between Host Compliance LLC, ("Host Compliance") and City of Sunny Isles Beach, with an address at 38070 Collins Avenue, Sunny Isles Beach, FL 33160 (the "Customer"). This Agreement sets forth the terms and conditions under which Host Compliance agrees to license to Customer certain hosted software and provide all other services necessary for Customer's productive use: of such software (the "Services".) as further described in the attached Schedule 1. 10 Services. 1.1 Subscriptions. Unless otherwise provided in the attached Schedule d, (a) Services are purchased as subscriptions, (b) additional service subscriptions maybe added during asubscription term, with the pricing for such additional services, prorated for the portion of that subscription term remaining at the time the subscriptions are added, and (c) anyadded subscriptions will terminate on the same date as the underlying subscription. 1.2 Provision of Services, Customer and Customer's end-users ("End Users") may access and use the Services and any other Services that may be ordered by the Customer from time to time pursuant to a valid subscription in accordance with the terms of this Agreement. 1.3 Facilities and Data, Processing, Host Compliance will:use, at a. minimum, industry standard technical and organizational security measures to store data provided by Customer, or obtained by Customer through the use of the Services ("Customer Data"). These measures are designed to protect the integrity of Customer Data and guard against unauthorized or unlawful access. 1.4 Modifications to the Services. Host Compliance may update the Services from time to time. If Host Compliance updates the Services in a manner that materially improves functionality, Host Compliance will inform the Customer. 20 Customer obigations. 2.1 CustomerAdministration of the Services. Host Compliance' responsibilities do not extend to internal management or administration of the Services. Customer is responsible for; (i) maintaining the confidentiality of passwords and accounts; (ii) managing access to Administrator accounts; and (iii) ensuring that Administrators' use of the Services complies, with this Agreement. 2.2 Compliance. Customer is responsible for use of the Services and will comply with laws and regulations applicable to customer's use of the Services, if any, 2.3 Unauthorized Use & Access. Customer will prevent unauthorized use of the Services and terminate any unauthorized use of or access to the Services. Customer will promptly notify Host Compliance of any unauthorized use of or access to the Services. 2.4 Restricted Uses. Customer will not and will ensure that its End Users do not (i) sell, resell, or lease the Services; or (ii) reverse engineer or attempt to reverse engineer the Services, nor assist anyone else to do so. www.hostcompliance.com 1 408 St. Peter Street, Suite 600 Tel: (754) 888 -HOST (4678) St. Paul, MN 55102 HOST COMPLIANCE HOST COMPLIANCE, LLC navapand ORANICUS Short-term Rental Compliance Monitoring and Associated Services HCSA - 5-5-2016 - P 2:5 Third Party Requests. 2.5.1 "Third Party Request" means a request from a third party for records relating to Customer's or an .End User's use of the Services including information regarding an End User. Third Party Requests may include valid search warrants, court orders, or subpoenas, or any other request for which there is written consent from. End Users permitting a disclosure. This contract shall be subject to Florida Public Records Laws, pursuant to Section 119, Florida Statutes. 2.5.2 Customer is responsible for responding to. Third Party Requests via its own access to information policies. Customer will seek to obtain information required to respond to Third Party Requests and will contact Host Compliance only if it cannot obtain such information despite diligent efforts. 2,5.3 If Host Compliance receives a Third Party Request, Host Compliance will make reasonable efforts, to the extent, allowed by law and by the terms of the Third Party Request, to: (A) promptly notify Customer of Host Compliance's receipt of a Third Party Request, (B) comply with Customer's reasonable requests regarding efforts to oppose a Third Party Request; and (C) provide Customer with information or tools required for Customer to respond .to the Third Party Request '(if Customer is otherwise unable to obtain the information). 2.5.4 If Customer receives a Third PartyRequest for.access to the Services, or descriptions, drawings, images or videos of the Services' user interface.. Customer will make. reasonable efforts, to the extent allowed by and by the terms of the Third Party Request, to (A) promptly notify Host Compliance of Customer's receipt of such Third Party Request; (B) comply with Host Compliance's reasonable requests regarding efforts to oppose a Third Party Request; and (C) provide Host Compliance with information required for Host Compliance to respond to the Third Party Request. If Host Compliance fails to promptly respond to any Third Party Request, then Customer may, but will not be obligated to do so. 3.0 Intellectual Property Rights; Confidentiality 3.1 Reservation of Rights. Except as expressly set forth herein, this Agreement does not grant (i) Host Compliance any intellectual Property f Rights in the Customer'Data or (ii) Customer any Intellectual Property Rights in the Services, any other products or offerings of Host Compliance, Host Compliance trademarks and brand features, or any improvements, modifications or derivative works of any of the foregoing. ''Intellectual Property Rights" means current and future worldwide rights under patents,. copyright, trade secret, trademark, moral rights and other similar rights. 3.2 Suggestions. Host Compliance may, at its discretion and for any purpose, use, modify, and incorporate into its products and services, and license and sub -license, any feedback, comments, or suggestions Customer or End Users send Host Compliance or post in Host Compliance' online forums without any obligation to Customer. 3.3_0nfidential Information. Customer understands and agrees that it will not reveal, publish or otherwise disclose to any person, firm or corporation, without written authorization of Host www.hostcompliance.com 2 408 St. Peter Street, Suite 600 Tel: (754) 888 -HOST (4678) St. Paul, MN 55102 *14, }RHOST COMPLIANCE HOST COMPLIANCE, LLC nmvapart of GoRArvicus Short-term Rental Compliance Monitoring and Associated Services HCSA - 5-5-2016 -P Compliance, or except as required by law, including trade secrets, confidential knowledge, data or other proprietary information relating to the Services. "Confidential Information" means all information, written or oral, relating to the business, operations, services, facilities, processes, methodology, technologies, intellectual property, research and development, customers, strategy or other confidential or proprietary materials of Host Compliance. Notwithstanding the foregoing, Host Compliance shall be required to produce any document which is subject to disclosure under Florida Public Records Law. 4.0 Fees & Payment. 41 fees. 4.1.1 Customer will pay Host Compliance for all applicable fees with 50/ of fees due on effective date and 50% due 6 months from effective date. 4.1.2 Customer will pay any amounts related to the Services as per payment terms detailed on the applicable invoice. Unless otherwise indicated, all dollar amounts referred to in the Agreement are in U.S. funds. 4.1.3 Customer acknowledges that while it may choose to delay the implementation of the Services, this is nota valid reason for withholding payment on any invoices. Furthermore, the Customer will 'not withhold payment:on any invoices for any other reason. 4.11.4 Except as expressly provided on Schedule 1, renewal of promotional or one-time priced subscriptions will be at Host Compliance's applicable list price in effect at the time of the applicable renewal. Unless Host Compliance provide Customer notice of different pricing at least 75 days prior to the applicable renewal term, the per unit pricing during any renewal term wIll 'increase by the larger of the 12 -Month Consumer Price Index (not seasonally adjusted), as published by the United States Department of Labor, or five (5) percent. Notwithstanding anything to the contrary, any renewal in which the number of monitored short-term rental listings has increased or decreased from the prior term will result inre pricing at renewal without regard to the prior term's per-unit pricing. 4.2 Purchase Orders. If Customer requires the use of a purchase order or purchase order number, Customer (i) must provide the purchase number at the time of purchase and (ii) agrees that any terms and conditions on a Customer purchase order will not apply to this'Agreement or the Services provided hereunder and are null and void. 5.0 Term & Termination. 5.1 Term. The initial term of this Agreement shall be one year commencing on the Effective Date, which may be renew for a further period of :one year by mutual agreement ofthe parties upon each expiration of the then current term, unless either party provides written notice to the other party of it intention not to renew at least 45 days prior to the end of the then current term. 5.2 Termination for Breach: A party may terminate this Agreement for cause upon 45 days written notice to the other party of a material breach if such breach remains uncured at the expiration of such period. www.hostcompliance.com 3 408 St. Peter Street, Suite 600 Tel: (754) 888 -HOST (4678) St. Paul, MN 55102 HOST COMPLIANCE HOST COMPLIANCE, LLC nmvaport Qr oRANicus -Short-term Rental Compliance Monitoring and Associated Services H CSA - 5-5-2016 - P 5.3 Refund or Payment upon Termination for Breach. If this Agreement is terminated by Customer in accordance with Section 5.2 (Termination for Breach), Host Compliance will refund Customer any prepaid fees covering the remainder of the term of all Subscriptions after the effective date of termination. If this Agreement is terminated by Host Compliance in accordance with Section 5.2 (Termination for Breach), Customer will pay any unpaid fees covering the remainder of the term of the Agreement. In no event will Customer's termination after the first 6 months relieve Customer of its obligation to pay any fees payable to Host Compliance for the period prior to the effective date of termination. 5.4 Effects of Termination for Breach. If this Agreement is terminated in accordance with Section 5.2 (Termination for Breach): (i) the rights granted by Host Compliance to Customer will cease immediately (except as set forth in this section); (ii) Host Compliance may provide Customer access to :its account at then -current fees so the Customer may export its Customer Data; and (iii) after a reasonable period of time, Host Compliance may delete with consent of Customer any Customer Data relating to Customer's account. The following sections will survive expiration or termination of this Agreement: 2.5 (Third Party Requests), 3.0 (Intellectual Property Rights; Confidentiality), 4.0 (Fees & Payments), 5.3 (Refund or Payment upon Termination for Breach), 5.4 (Effects of Termination for Breach), 6.0 (Indemnification), 7.0 (Exclusion of Warranties; Limitation of. Liability), and 8.0 (Miscellaneous). 6.0 Indemnification. 6.1 By Host Compliance. Host Compliance will indemnify, defend and hold harmless Customer from and against all liabilities, damages, and costs (including settlement costs and reasonable attorney's fees) arising out of any claim by a third party against Customer to the extent based on an allegations that Host Compliance' technology used to provide the Services to the Customer infringes or misappropriates any copyright, trade secret; patent or trademark right of the third party. In no event will Host Compliance have any obligations or liability under this section arising from: (i) use of any Services in a modified form or in combination with materials not furnished by Host Compliance and (ii) any content, information, or data provided by Customers, End Users, or other third parties. 6.2 By Customer. Customer will indemnify, defend, and hold harmless Host Compliance to the extent permitted by Section 768.28, Florida Statutes from and against all liabilities, damages, and costs (including settlement costs and reasonable attorney's fees) arising out of';Roy claim by a third party against Host Compliance regarding: (i) Customer Data; (li) Customer's use of the Services in violation of this Agreement; or (iii) End Users' use of the Services in violation of this Agreement. 63 Possible Infringement, If Host Compliance believes the Services infringe or maybe alleged to infringe a third party's intellectual Property Rights, then Host Compliance may (i) obtain the right for Customer, at Host Compliance' expense, to continue using the Services; (ii) provide a non -infringing functionally equivalent replacement for the Services; or (iii) modify the Services so that they no longer infringe. If Host Compliance does not believe the options described in this section are reasonable then Host Compliance may suspend or terminate this Agreement and/or Customer's use of the affected Services www,hostcompliance.com 4 408 St. Peter Street, Suite 600 Tel: (754) 888 -HOST (4678) St. Paul, MN 55102 yam. � '°_ HOST COMPLIANCE Amy a Port of` 13RANICUS HOST. COMPLIANCE, LLC Short-term Rental Compliance Monitoring and Associated Services HCSA 5-5-2016-P with no further liability Or Obligation to the Customer other than "the obligation to provide the Customer with a pro -rata refund of pre -paid fees for the affected portion,of the Services. 6.4 General. The party seeking indemnification will promptly notify the other party of the claim and cooperate with the other party in defending the claim. The indemnifying party will have full control .and authority over the defense, except that: ;(i) any settlement requiring the party seeking indemnification to admit liability requires prior written consent, not to be unreasonably withheld or delayed and (ii) the other party may join in the defense with its own counsel at its own expense. The indemnities above are Host Compliance' and Customer's only remedy under this Agreement for violation by the other party of a third party's Intellectual Property Rights. 7.0 Exclusion of Warranties, Limitation of Liability. 7.1 Exclusion of Warranties. Except as explicitly set forth in this Agreement, Host Compliance makes no other representation, warranty or condition, express or implied, and expressly excludes all implied or statutory warranties or conditions of merchantability, merchantable quality, durabilityorfitnessfora particular purpose, and those arising by statute or otherwise in law orfrom a course of dealing or usage of trade with respect to the Services. Host Compliance does not make any representations or warranties of any kind to client with respect to any third party software forming part of the Services 7.2 Limitation on Indirect Liability. To the fullest extentpermitted by law, except for Host Compliance and Customer's indemnification obligations hereunder, neither Customer nor Host Compliance and its affiliates, suppliers, and distributors will be liable under this Agreement for (i) indirect, special, incidentai, consequential, exemplary, or punitive damages, or (ii) loss of use, data, business, revenue, or profits (in each case whether direct or indirect), even if the party knew or should have known that such damages were possible and even if a remedy fails of its essential purpose. 7.3 Limitation on Amount of Liability. To the fullest extent permitted by law, Host Compliance' aggregate liability under this Agreement will not exceed the amount paid by Customerto Host Compliance hereunder during the twelve months prior to the event giving rise to liability. 8.0 Miscellaneous. 8.1 Terms' Modification.. Host Compliance may wish to revise this Agreement from time to time, 1f a revision, in Host Compliance' sole discretion, is material, Host Compliance will notify Customer and possibly request that an Amendment to this Agreement be agreed upon and signed. if Customer does not agree to the revised Agreement terms, Customer may terminate the Services within 30 days of receiving notice of the change, 8.2 Entire Agreement. The Agreement including the invoice and order form. provided by Host Compliance, constitutes the,entire agreement between Customer and Host Compliance with respect to the subject matter of this Agreement and supersedes and replaces any prior or contemporaneous understandings and agreements, whether written or oral, with respect to the subject matter of this Agreement. if there is a conflict between the documents that make up this Agreement, the documents will control in the following order: this Agreement, then the invoice, then the order form. www.hostcompliance.com 5 408 St. Peter Street, Suite 600 Tel: (754) 888 -HOST (4678) St. Paul, MN 55102 14 go"z'rHOST COMPLIANCE HOST COMPLIANCE, LLC nmyopartof osAN.icus Short-term Rental.Compliance'Monitoring and Associated Services HCSA - 5-S-2016 - P 8.3 Governing Law. This Agreement will in all respects be governed exclusively by and construed in accordance with the laws of the State of Florida. 8.4 Severability. Unenforceable provisions will be modified to reflect the parties' intention and only to the extent necessary to make them enforceable, and the remaining provisions of the Agreement will remain in full effect, 8.5 Waiver or Delay. Any express waiver or failure to exercise promptly any right under the Agreement will not create a continuingwaiver or any expectation of non -enforcement: 8.6 Assignment. Customer may not assign or transfer this Agreement or any rights or obligations under this Agreement without the written consent of Host Compliance, Host Compliance may .not assign this Agreement without providing notice to Customer, except Host Compliance my assign this Agreement or any rights or obligations under this Agreement to an affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets without providing notice. Any other attempt to transfer or assign is void. 8.7 Force Majeure. Except for payment obligations, neither Host Compliance nor Customer will be liable for inadequate performance to the extent caused by a condition that was beyond the party's reasonable control{for:example, natural disaster, act of war or terrorism, riot, labor condition, _ governmental action and Internet disturbance). 8.8 Procurement Piggybacking. Host Compliance agrees to reasonably participate in any "piggybacking" programs pertinent to local government. IN WITNESS WHEREOF Host Compliance and the Customer have executed this Agreement as of the Effective Date. City of Sunny Isles Beach by its authorized signatory: Name: 2/, �QGlS50 Title: C/Tl' /L1 A.9tV Date: 6 2 ZO2 Host Compliance by its authorized Name: Mark Hynes Title: Chief Executive Officer Date: 6/2/2020 Billing Contact: IlewGz-124 &�I q h; Account Executive: Helene Gaglioti Will n Email: qC 'ou n a ab/ c�5/�,. g P ��- Account Executive Email Helene.gaglioti@hostcompliance.com Billing Direct Phone: i,305-- q2 ' 7�'0 Account Executive Phone: 415-529-6291 www.hostcompliance.com 6 Tel: (754) 888 -HOST (4678) 408 St. Peter Street, Suite 600 St. Paul, MN 55102 HOST COMPLIANCE navapart d IG`ORANICUS Schedule l Scope of Services: HOST COMPLIANCE, LLC Short-term Rental Compliance Monitoring and Associated Services HCSA - 8>5-2016 - P Address identification Monthly email -delivered report and live web -delivered dashboard with complete address information and screenshots of all identifiable STits in City of Sunny isles Beach's jurisdiction: • Up-to-date list of jurisdiction's active STR listings • High resolution screenshots of all active listings (captured weekly) • Full address and contact information for all identifiable STRS in jurisdiction • All available listing and contact information for non -identifiable STRs in jurisdiction • Collaborative approach to help Sunny Isles beach achieve 30% compliance targets • Scope of services is to include a collaborative approach to achieve 70% of full addressidentification (to the unit number) on unique STR rental units. Total Annual Subscription Service Price $49,995 www,hostcompliance.com 7 408 St. Peter Street, Suite 600 Tel: (754) 888 -HOST (4678) St. Paul, MN 55102