2020/08/14 Language Line Services, Inc. Amendment 1 - PD Interpretation servicesDocuSign Envelope ID: 42048F6E-18EE-4924-B750-AE413F1BFA44
AMENDMENT NO. 1 TO
AGREEMENT BETWEEN LANGUAGE LINE SERVICES, INC
AND THE CITY OF MENIFEE FOR MENIFEE POLICE DEPARTMENT:
COMPREHENSIVE INTERPRETATION SERVICES
This is Amendment No. 1 to that certain AGREEMENT for Professional Services
Agreement ("Agreement") made on May 1, 2020 by and between the City of Menifee ("City") and
LANGUAGE LINE SERVICES, INC ("Consultant") for MENIFEE POLICE DEPARTMENT:
COMPREHENSIVE INTERPRETATION SERVICES which Amendment is made and
entered into on August 14 , 2020 to expand the scope of work as indicated below:
Section 2. Exhibit A, Scope of Services is supplemented to include
Amendment No. 1 - Exhibit A: Video Interpreting Services, which is attached as Exhibit
A hereto. "Amendment No. 1 Exhibit A: Video Interpreting Services (Amendment No.
1)" is not intended to replace the original Exhibit A to the agreement, but instead to expand
the scope of work listed in the original Exhibit A to the Agreement.
Section 3. All other terms and conditions of the Agreement remain in full force
and effect.
DocuSign Envelope ID: 42048F6E-18EE-4924-B750-AE413F1 BFA44
CITY OF MENIFEE
DocuSigned by:
rib9M64°Villa, City Manager
Attest:
ESDocuSigned by:
WAL Q, h"ayi"
aVW39.'N iwaring, City Clerk
Approved as to Form:
DocuSigned by:
e rey e ching, City Attorney
LANGUAGE LINE SERVICES, INC
DocuSigned by:
Q ILM, (FO-
Bonaven ura A Cavaliere, CFO
Professional Services Amendment No. 1 with LANGUAGE LINE SERVICES, INC
DocuSign Envelope ID: 42048F6E-18EE-4924-B750-AE413F1 BFA44
Amendment No. 1 - Exhibit A: Video Interpreting Services
(See following pages for additional detail)
Professional Services Amendment No. 1 with LANGUAGE LINE SERVICES, INC
DocuSign Envelope ID: 42048F6E-18EE-4924-B750-AE413F1 BFA44
Statement of Work
LanguageLine InSight Video Interpreting®
Enter correct full legal name of Customer: CITY OF MENIFEE
Per CITY OF MENIFEE PROFESSIONAL SERVICES AGREEMENT Customer number if applicable:22481
OPI: 921753
MENIFEE POLICE DEPARTMENT: COMPREHENSIVE INTERPRETATION SERVICES
This Statement of Work is subject to the Master Service Agreement between you, the Customer ("Customer" or "you") and
Language Line Services, Inc. ("Company"). This document is the sole document that reflects pricing for these services, and must
be signed by an authorized representative from you, the Customer. Pricing is only final upon a signature by an authorized officer
of Language Line Services. Pricing changes, if any, will be made on next full monthly billing cycle.
Per Minute Usage Fees for LanguageLine InSight Video Interpreting®:
Tiers
Languages
Per Minute Charge
1
American Sign Language
$2.95
2
Spanish
$1.85
3
All other languages
$1.95
1. ACTIVATION. Please check the appropriate box below to indicate your choice for monthly service fees or a one-time
activation fee.
❑ Monthly Service Fees (applied monthly per Client Identification Number based on the total number of activated
devices):
— Up to 10Activated Devices..............................................................................................................(waived)$30.00/month
— Up to 100 Activated Devices...........................................................................................................(waived)$75.00/month
— 101+Activated Devices...................................................................................................................(waived)$200.00/month
OR
❑ One-time Activation FeeforUnlinnited Device Activations (applied perCustomer) (waived)$2,500.00/one-time fee
2. EQUIPMENT. Equipment Purchase (Customer -Owned) and Lease (Language Line -Owned) options are available. All
equipment requests must be submitted in writing overthe term of the contract, and the appropriate fees will apply.
— Customer -Supplied: Purchased bythe Customerfrom a supplier other than Language Line Services.
— Customer -Owned: Purchased by the Customer from Language Line Services.
— Language Line -Owned: Leased by the Customer from Language Line Services.
3. EQUIPMENT LEASE FEES. A monthly lease fee per unit applies, and the equipment remains the property of Language Line
Services.
— iPad and Interpreter on Wheels® Stand.......................................................................................................$75.00/month
— iPad and Table Top Stand............................................................................................................................. $45.00/month
OR
EQUIPMENT PURCHASES. The following Equipment is available for purchase from Language Line. Standard rates at the time
of purchase will apply. Upon depletion of current equipment models and release of new equipment models, updated pricing
(if applicable) will automatically apply. Details will be available from your Account Executive.
— 32GB 6th Generation iPad (9.7-inch, Wi-Fi Only) with Screen Protector (Models: MR7G2LL/A or MR7G2CL/A). $425.00
— 64GB iPad Pro (12.9-inch, Wi-Fi Only) with Screen Protector (Model: MTEM2LL/A)........................................ $1,250.00
— 9.7-inch Screen Protector (Model: SP-AGF-APL-IDP9-2)......................................................................................... $15.00
— 12.9-inch Screen Protector (Model: ID70WS-F00)..................................................................................................$40.00
— Interpreter on Wheels® Stand with LanguageLine TrueSound'" (Model: 185-00630 or 185-00907) ................... $995.00
— Table Top Stand with Enclosure (Models: SOBW75/195-00671 or 303W290SENW-KIT)...................................... $225.00
— Table Top Stand without Enclosure (Models: 303W or303W75)......................................................................... $100.00
— TrueSourl Audio Amplification Enclosure (Models: 185-00597, 185-00670, or 185-00671)............................ $195.00
— 12.9-inch iPad Enclosure (Model: 290SENW-KIT)................................................................................................. $125.00
OO 2019 Language Line Services, Inc • One Lower Ragsdale Drive, Bldg, 2• Monterey, CA93940 • www.Language Dne, com • CONFIDENTIAL INFORM4TION • REV 08.06.19 1
Professional Services Amendment No. 1 with LANGUAGE LINE SERVICES, INC
DocuSign Envelope ID: 42048F6E-18EE-4924-B750-AE413F1 BFA44
Statement of Work
LanguageLine InSight Video Interpreting®
Additional Terms and Conditions for InSight®
1. TERMS REGARDING SOFTWARE APPLICATION. The Services are provided by Language Line through a desktop and/ortablet
application (the "App"). The App must be downloaded by Customer to Customer -Supplied or Customer -Owned devices to
use The Services. Customer agrees (a) that it will not make any copies of the App or attempt to reverse engineer it or make
any changes to it; and (b) that the following uses of the Services are prohibited: the transmission of any message or other
material which constitutes an infringement of any copyright or trademark;. an unauthorized disclosure of a trade secret; the
transfer of information or technology abroad in violation of any applicable export law or regulation; a violation of Section
223 of the Communications Act of 1934, as amended, 47 U.S.C. Section 223, or other criminal prohibitions regarding the
use oftelephones to transmit obscene, threatening, harassing or other messages specified therein; a libelous or slanderous
statement; or a violation of any other applicable statute or government regulation.
2. INTELLECTUAL PROPERTY RIGHTS. Customer acknowledges and agrees that the App, and the LanguageLine TrueSoundT"
NotePadT", InSight® and Interpreter on Wheels® trademarks (collectively, the "Trademarks") are exclusively owned by
Language Line, and that neither this Agreement, nor Customer's use of the Services, the App or the Equipment grants to
Customer any right, title, or interest in or to the Services, the Equipment, the App, the Trademarks, or any of the other
technology, systems, processes or other aspect of the Services, including but not limited to any intellectual property rights
therein (collectively, the "LanguageLine Properties"). Customer expressly agreesthat it shall not assert any rights in any of
the LanguageLine Properties, or challenge Languagel-ine's rights in or the validity of any of the LanguageLine Properties in
any country, nation, or jurisdiction in the world, and Customer agrees that it shall not directly or through others copy,
decompile, reverse engineer, disassemble, modify, or create derivative works of the App, or any aspect thereof. This
provision Paragraph shall survive the expiration of this Agreement and will continue to apply after the Agreement ends.
3. ENCRYPTION. Language Line acknowledges that encryption is built into the App and the Services platform, ensuring the
security of the live video as it traverses the Internet. This encryption allows Language Line to fulfill its obligation under any
Customer Business Associate Agreement ("BAA") with respect to the Services. Language Line does not record the video call
and therefore has no record of the call content. With respect to the App's electronic NotePadT" function, written
information relayed during the call is also encrypted. As with the live video, no recording is made of information written on
the Notepad' and therefore this information cannot be retrieved after the call's completion.
4. TRANSMISSION RELEASE. Customer acknowledges that the use of the Services requires that the user's voice, likeness
and/or image as well as the user's personally identifiable information is or will be transmitted over the Internet. Customer
hereby authorizes Language Line to transmit each user's voice, likeness, image and/or personally identifiable information
over the Internet solely for the purpose of the Services, and Customer agrees to obtain such privacy consents, releases and
approvals as may be required to obtain authorization from each user to transmit all of the foregoing for purposes of the
Services. Customer shall indemnify and hold harmless Language Line and its affiliates and their respective employees from
all costs, fees, expenses, and damages of any nature whatsoever related to any claims relating to the unauthorized use of
the image, likeness, voice and/or personally identifiable information of any Customer employee, agent, contractor, patient,
customer, client or other user of the Services under Customer's control. This Paragraph shall survive the expiration of this
Agreement.
5. RESPONSIBILITY FOR UNAUTHORIZED USE. Customer will safeguard its use of the Services against use by unauthorized
persons and will be responsible for charges resulting from use of its Services, whether or not such use is authorized.
6. AVAILABILITY OF SERVICES. The Services may not be available at all times due to interruptions, technical problems, and/or
system upgrades and maintenance. All interpreters provided in conjunction with the Services may not be available at all
times and interpreters will be assigned solely by Language Line.
7. QUALITY CONTROL. Customer acknowledges that Language Line from time to time will monitor calls made through the
Service for purposes of quality control.
8. EQUIPMENTTERMS (applies to InSightO Application with Equipment Lease/Language Line -Owned option only). Language
Line agrees to supply the iPads, stands and any other equipment mutually agreed upon by Language Line and Customer
(collectively, the "Equipment") for the duration of the contract for a monthly lease fee. The parties acknowledge and agree
that this Equipment remains the sole property of Language Line and will be returned to Language Line, undamaged, upon
termination of the contract, unless superseded by a purchasing agreement. The parties agree that the Equipment will be
used for the sole and exclusive purpose of providing Language Line remote interpreting servicesand may not be configured
and/or altered for any other purpose without express prior written consent from Language Line. Language Line will enroll
Language Line -owned iPads in Language Line's MDM (Mobile Device Management) system. Customer agrees that
Equipment will be kept only at Customer address(es) listed in this Agreement. From time to time, upon twenty-four (24)
2019 Language Line Services, Inc • One Lower Ragsdale Drive, Bldg, 2 • Monterey, 3A 93940 • www, LanguageLne, cem • CONFIDENTIAL INFORMATION • REV 08.06,19
Professional Services Amendment No. 1 with LANGUAGE LINE SERVICES, INC
DocuSign Envelope ID: 42048F6E-18EE-4924-B750-AE413F1 BFA44
Statement of Work
LanguageLine InSight Video Interpreting®
hours' notice to Customer, Language Line, during a Customer's regular business hours, may enter the Customer's premises
where the Equipment is located to inspect and maintain Equipment. Language Line warrants that Equipment shall be free
from defects in materials and workmanship, except when (i) Equipment has been altered or modified without written
approval from Language Line, or III) Equipment has been used by a person or entity other than the Customer or other
permitted users. Customer assumes and bears all risk of loss and/or damage of Equipment, other than normal wear and
tear, from the time that Equipment is delivered until returned to Language Line following the expiration of the
contract. Failure to return the Equipment in normal working order will result in the billing of Customer for the full retail
cost of the Equipment, which Customer hereby agrees to pay. Customer agrees that the sole and exclusive remedy for
damages or loss shall be limited to the repair or replacement of the Equipment and acknowledges that Language Line
reserves all rights and remedies to re -take possession of the Equipment if Customer fails to pay any undisputed invoiced
amounts owed hereunder and Customer waives any legal claims for damages in connection therewith.
The person signing this agreement certifies that such person has read, and acknowledged all terms and conditions, that he or
she has read and understands all of the terms and conditions and is fully authorized to execute this Agreement on behalf of and
bind Customer to all its terms and conditions. Both parties agree the delivery of the signed service agreement byfacsimile or e-
mail shall have the same force and effect of execution and delivery as the original signature.
Customer
Accepted and agreed to date:
Language Line Services, Inc.
Accepted and agreed to date:
Signature:
Signature:
Print Name:
Bonaventura A. Cavaliere
Title:
CFO
2019 Language Line Services, Inc • One Lower Ragsdale Drive, Bldg, 2 • Monterey, CA 93940 • www, LanguageLne, cem • CONFIDENTIAL INFORMATION • REV 08.06,19
Professional Services Amendment No. 1 with LANGUAGE LINE SERVICES, INC
DocuSign Envelope ID: 42048F6E-18EE-4924-B750-AE413F1 BFA44
Maritsa Ramirez
From: Margarita Cornejo
Sent: Thursday, July 30, 2020 10:53 AM
To: Maritsa Ramirez
Subject: FW: Agreement Review Request: Amendment No. 1 to Professional Services Agreement
(Language Line Services)
Attachments: 2021 PD- LANGUAGE LINE SERVICES (COMPREHENSIVE INTERPRETATION SERVICES)
AMENDMENT NO. 1.docx
From: Margarita Cornejo
Sent: Thursday, July 30, 2020 10:53 AM
To: Jeffery T. Melching <jmelching@rutan.com>
Subject: Agreement Review Request: Amendment No. 1 to Professional Services Agreement (Language Line Services)
Hello again Jeff,
Attached for your review is the proposed Amendment No. 1 to the Professional Services Agreement with Language Line
Services for Comprehensive Interpretation Services.
This agreement request is from the City's Police Department
Can you please review and advise if this is ok to start routing for signatures or will require any changes?
Thank you again!
Margarita Cornejo Financial Services Manager
Finance Department
City of Menifee 29844 Haun Road Menifee, CA 92586 (*Please note our new location!)
Direct: (951) 723-3716 City Hall: (951) 672-6777 Fax: (951) 679-2568
mcorneio@cityofinenifee.us
Connect with us on social media: f
1
DocuSign Envelope ID: 42048F6E-18EE-4924-B750-AE413F1 BFA44
poaccvnn
07/30/2020 11: 32:40AM
PO Accounting Report by Vendor Name
City of Menifee
Vendor #: 01852 Name: LANGUAGE LINE SERVICES, INC
PO # Date Ln# Description Account #
02575 06/01/2020 1 COMPREHENSIVE INTERPRETATION SERVICES E 110-4115-51352
PO Totals
Vendor Totals
Grand Totals
Page: 1
Original Amt Amount Owing Status
3,500.00 3,500.00
3,500.00 3,500.00
3,500.00 3,500.00
3,500.00 3,500.00
Page: 1