HomeMy WebLinkAboutC2022-010 - 1/25/2022 - Approved DocuSign Envelope ID:A2331 AOC-41 OD-4A20-8BA2-3046721167B3
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SERVICE AGREEMENT NO. 3766
Cost Allocation Plans
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THIS Cost Allocation Plans Agreement ("Agreement") is entered into by and
between the City of Corpus Christi, a Texas home-rule municipal corporation ("City")
and MGT of America Consulting, LLC ("Contractor'), effective upon execution by the
City Manager or the City Manager's designee ("City Manager").
WHEREAS, Contractor has bid to provide Cost Allocation Plans in response to
Request for Bid/Proposal No. 3766 ("RFB/RFP"), which RFB/RFP includes the required
scope of work and all specifications and which RFB/RFP and the Contractor's bid or
proposal response, as applicable, are incorporated by reference in this Agreement as
Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety.
NOW, THEREFORE, City and Contractor agree as follows:
1. Scope. Contractor will provide Cost Allocation Plans ("Services") in accordance
with the attached Scope of Work, as shown in Attachment A, the content of which
is incorporated by reference into this Agreement as if fully set out here in its
entirety, and in accordance with Exhibit 2.
2. Term.
(A) The Term of this Agreement is five years beginning on the date provided
in the Notice to Proceed from the Contract Administrator or the City's
Procurement Division. The parties may mutually extend the term of this Agreement
for up to zero additional zero-year periods ("Option Period(s)"), provided, the
parties do so in writing prior to the expiration of the original term or the then-current
Option Period.
(B) At the end of the Term of this Agreement or the final Option Period, the
Agreement may, at the request of the City prior to expiration of the Term or final
Option Period, continue on a month-to-month basis for up to six months with
compensation set based on the amount listed in Attachment B for the Term or the
final Option Period. The Contractor may opt out of this continuing term by
providing notice to the City at least 30 days prior to the expiration of the Term or
final Option Period. During the month-to-month term, either Party may terminate
the Agreement upon 30 days' written notice to the other Party.
3. Compensation and Payment. This Agreement is for an amount not to exceed
$77,800, subject to approved extensions and changes. Payment will be made for
Services performed and accepted by the City within 30 days of acceptance,
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subject to receipt of an acceptable invoice. All pricing must be in accordance
with the attached Bid/Pricing Schedule, as shown in Attachment B, the content
of which is incorporated by reference into this Agreement as if fully set out here in
its entirety. Any amount not expended during the initial term or any option period
may, at the City's discretion, be allocated for use in the next Option Period.
Invoices must be mailed to the following address with a copy provided to the
Contract Administrator:
City of Corpus Christi
Attn: Accounts Payable
P.O. Box 9277
Corpus Christi, Texas 78469-9277
4. Contract Administrator. The Contract Administrator designated by the City is
responsible for approval of all phases of performance and operations under this
Agreement, including deductions for non-performance and authorizations for
payment. The City's Contract Administrator for this Agreement is as follows:
Martha Messer
Finance Department
Phone: 361-826-3624
MarthaMe@cctexas.com
5. Insurance; Bonds.
(A) Before performance can begin under this Agreement, the Contractor must
deliver a certificate of insurance ("COI"), as proof of the required insurance
coverages, to the City's Risk Manager and the Contract Administrator.
Additionally, the COI must state that the City will be given at least 30 days'
advance written notice of cancellation, material change in coverage, or intent
not to renew any of the policies. The City must be named as an additional insured.
The City Attorney must be given copies of all insurance policies within 10 days of
the City Manager's written request. Insurance requirements are as stated in
Attachment C, the content of which is incorporated by reference into this
Agreement as if fully set out here in its entirety.
(B) In the event that a payment bond, a performance bond, or both, are
required of the Contractor to be provided to the City under this Agreement before
performance can commence, the terms, conditions, and amounts required in the
bonds and appropriate surety information are as included in the RFB/RFP or as
may be added to Attachment C, and such content is incorporated here in this
Agreement by reference as if each bond's terms, conditions, and amounts were
fully set out here in its entirety.
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6. Purchase Release Order. For multiple-release purchases of Services to be
provided by the Contractor over a period of time, the City will exercise its right to
specify time, place and quantity of Services to be delivered in the following
manner: any City department or division may send to Contractor a purchase
release order signed by an authorized agent of the department or division. The
purchase release order must refer to this Agreement, and Services will not be
rendered until the Contractor receives the signed purchase release order.
7. Inspection and Acceptance. City may inspect all Services and products supplied
before acceptance. Any Services or products that are provided but not
accepted by the City must be corrected or re-worked immediately at no charge
to the City. If immediate correction or re-working at no charge cannot be made
by the Contractor, a replacement service may be procured by the City on the
open market and any costs incurred, including additional costs over the item's
bid/proposal price, must be paid by the Contractor within 30 days of receipt of
City's invoice.
8. Warranty.
(A) The Contractor warrants that all products supplied under this Agreement
are new, quality items that are free from defects, fit for their intended purpose,
and of good material and workmanship. The Contractor warrants that it has clear
title to the products and that the products are free of liens or encumbrances.
(B) In addition, the products purchased under this Agreement shall be
warranted by the Contractor or, if indicated in Attachment D by the
manufacturer, for the period stated in Attachment D. Attachment D is attached
to this Agreement and is incorporated by reference into this Agreement as if fully
set out here in its entirety.
(C) Contractor warrants that all Services will be performed in accordance
with the standard of care used by similarly situated contractors performing similar
services.
9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing
Schedule are estimates only and do not obligate the City to order or accept more
than the City's actual requirements nor do the estimates restrict the City from
ordering less than its actual needs during the term of the Agreement and including
any Option Period. Substitutions and deviations from the City's product
requirements or specifications are prohibited without the prior written approval of
the Contract Administrator.
10. Non-Appropriation. The continuation of this Agreement after the close of any
fiscal year of the City,which fiscal year ends on September 30th annually, is subject
to appropriations and budget approval specifically covering this Agreement as
an expenditure in said budget, and it is within the sole discretion of the City's City
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Council to determine whether or not to fund this Agreement. The City does not
represent that this budget item will be adopted, as said determination is within the
City Council's sole discretion when adopting each budget.
11. Independent Contractor. Contractor will perform the work required by this
Agreement as an independent contractor and will furnish such Services in its own
manner and method, and under no circumstances or conditions will any agent,
servant or employee of the Contractor be considered an employee of the City.
12. Subcontractors. In performing the Services, the Contractor will not enter into
subcontracts or utilize the services of subcontractors.
13. Amendments. This Agreement may be amended or modified only in writing
executed by authorized representatives of both parties.
14. Waiver. No waiver by either party of any breach of any term or condition of this
Agreement waives any subsequent breach of the same.
15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA
taxes, unemployment taxes and all other applicable taxes. Upon request, the City
Manager shall be provided proof of payment of these taxes within 15 days of such
request.
16. Notice. Any notice required under this Agreement must be given by fax, hand
delivery, or certified mail, postage prepaid, and is deemed received on the day
faxed or hand-delivered or on the third day after postmark if sent by certified mail.
Notice must be sent as follows:
IF TO CITY:
City of Corpus Christi
Attn: Martha Messer
Chief Accountant
1201 Leopard St., Corpus Christi, TX 78401
Phone: 361-826-3624
Fax: n/a
IF TO CONTRACTOR:
MGT of America Consulting, LLC
Attn: J. Mark Carpenter
Director, Financial Solutions
8901 Tehama Ridge Parkway, Ste 127 #647 Fort Worth, TX 76177
Phone: 214-770-7153
Fax: n/a
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17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND
THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND
AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY,
LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF
WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF
PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND
OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF
LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES,
WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION
WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS
AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT
ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS
EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE,
INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT
OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH
COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL
CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF
ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE,
LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION
OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE
THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT.
18. Termination.
(A) The City may terminate this Agreement for Contractor's failure to comply with
any of the terms of this Agreement. The City must give the Contractor written
notice of the breach and set out a reasonable opportunity to cure. If the
Contractor has not cured within the cure period, the City may terminate this
Agreement immediately thereafter.
(B) Alternatively, the City may terminate this Agreement for convenience upon
30 days advance written notice to the Contractor. The City may also terminate
this Agreement upon 24 hours written notice to the Contractor for failure to pay or
provide proof of payment of taxes as set out in this Agreement.
19. Owner's Manual and Preventative Maintenance. Contractor agrees to provide a
copy of the owner's manual and/or preventative maintenance guidelines or
instructions if available for any equipment purchased by the City pursuant to this
Agreement. Contractor must provide such documentation upon delivery of such
equipment and prior to receipt of the final payment by the City.
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20. Limitation of Liability. The City's maximum liability under this Agreement is limited
to the total amount of compensation listed in Section 3 of this Agreement. In no
event shall the City be liable for incidental, consequential or special damages.
21. Assignment. No assignment of this Agreement by the Contractor, or of any right
or interest contained herein, is effective unless the City Manager first gives written
consent to such assignment. The performance of this Agreement by the
Contractor is of the essence of this Agreement, and the City Manager's right to
withhold consent to such assignment is within the sole discretion of the City
Manager on any ground whatsoever.
22. Severability. Each provision of this Agreement is considered to be severable and,
if, for any reason, any provision or part of this Agreement is determined to be
invalid and contrary to applicable law, such invalidity shall not impair the
operation of nor affect those portions of this Agreement that are valid, but this
Agreement shall be construed and enforced in all respects as if the invalid or
unenforceable provision or part had been omitted.
23. Order of Precedence. In the event of any conflicts or inconsistencies between this
Agreement, its attachments, and exhibits, such conflicts and inconsistencies will
be resolved by reference to the documents in the following order of priority:
A. this Agreement (excluding attachments and exhibits);
B. its attachments;
C. the bid solicitation document including any addenda (Exhibit 1 ); then,
D. the Contractor's bid response (Exhibit 2).
24. Certificate of Interested Parties. Contractor agrees to comply with Texas
Government Code Section 2252.908, as it may be amended, and to complete
Form 1295 "Certificate of Interested Parties" as part of this Agreement if required
by said statute.
25. Governing Law. Contractor agrees to comply with all federal, Texas, and City laws
in the performance of this Agreement. The applicable law for any legal disputes
arising out of this Agreement is the law of the State of Texas, and such form and
venue for such disputes is the appropriate district, county, or justice court in and
for Nueces County, Texas.
26. Public Information Act Requirements. This paragraph applies only to agreements
that have a stated expenditure of at least $1,000,000 or that result in the
expenditure of at least $1,000,000 by the City. The requirements of Subchapter J,
Chapter 552, Government Code, may apply to this contract and the Contractor
agrees that the contract can be terminated if the Contractor knowingly or
intentionally fails to comply with a requirement of that subchapter.
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27. Entire Agreement. This Agreement constitutes the entire agreement between the
parties concerning the subject matter of this Agreement and supersedes all prior
negotiations, arrangements, agreements and understandings, either oral or
written, between the parties.
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CONTRACTOR
DocuSigned by:
Signature:
z
Printed Name. Travi esa
Title: chairman and CEO
11/30/2021
Date: M2022-012
Authorized By
Council 01-25-22
CITY OF CORPUS CHRISTI
Docusigned by:
� Ds
Josi° iron�ey
Assistant Director of Finance - Procurement
Date: 1/27/2022
ATTEST:
Attached and Incorporated by Reference: Docusignedby:
Attachment A: Scope of Work
Attachment B: Bid/Pricing Schedule � �''
Attachment C: Insurance and Bond Requirements Rebecca Huerta
Attachment D: Warranty Requirements City Secretary
Incorporated by Reference Only:
Exhibit l : RFB/RFP No. 3766
Exhibit 2: Contractor's Bid/Proposal Response
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Attachment A: Scope of Work
1.1 General Requirements
The Contractor is required to timely produce for the City, in compliance with
this Scope of Work, a Full Cost Allocation Plan that allocates indirect costs to
all City Departments and will be used for management purposes such as
setting administrative transfer amounts to the general fund from enterprise
and special revenue funds, and a Federal 2 CFR Part 200 Cost Allocation
Plan that conforms to all applicable federal and state regulations and
guidelines, to be used to recover indirect costs charged to federal and state
grants.
1.2 Scope of Work
A. A Full Cost Allocation Plan is required each year as follows:
1 . The full cost allocation plan will not require negotiation with an outside
agency but will be used for internal pricing policies only, it will be
prepared in accordance with Generally Accepted Accounting
Principles and Procedures.
2. In order to obtain cooperation from and provide greater
transparency regarding allocations to Tax Increment Financing Zone
and other component unit corporate boards, the full cost allocations
for those funds or entities are based on staff hours as tracked by staff
in at least ten different City departments rather than a more indirect
allocation basis.
3. The Contractor shall prepare the full cost allocation with the
assistance of the City as described herein. The initial full cost
allocation plan will be based on the Fiscal Year 2021-2022 adopted
budget provided to the successful proposer by the City. The City's
fiscal year end is September 30; the Contractor will receive cost and
allocation data approximately 210 days after fiscal year end.
4. The Contractor is required to perform a comparison of prior and
current year allocations with delivery of draft plan. The City will require
approximately three weeks to review and work out possible revisions
to the plan prior to delivery of final plan.
5. The following is a timetable that shows the approximate dates on
which the Contractor may expect to receive the information
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necessary to perform the tasks outlined herein and on which delivery
of the plans is expected:
September 30 Fiscal year ends
March 31 Audited financial statements available
April 1 - May 30 City and Contractor work together to determine
data requirements. City to produce such data.
June 15 Delivery of draft Federal 2 CFR Part 200 & Full Cost
Allocation Plan
July 10 Delivery of final Federal 2 CFR Part 200 & Full Cost
Allocation Plans
6. One full cost allocation plan and one Federal 2 CFR Part 200 cost
allocation plan will be prepared by the Contractor in the initial fiscal
year and in each of the ensuing fiscal years of the initial term of the
contract and in each of the fiscal years in any extension periods.
7. The City will assign a liaison between the City departments and the
Contractor to ensure information is gathered as expeditiously as
possible. Exhibit 1 - City's Organizational Chart. The Contractor will
provide the City with a preliminary list of data requirements.
8. The Contractor shall meet with staff and conduct interviews as
needed to gain an understanding of the City's processes and
operations. This includes where certain services and functions are
performed together or shared through cooperation between funds
and where costs are directly allocated to different funds. Costs and
basis for allocation should be identified so that allocations are made
to the appropriate funds.
9. The Contractor will be required to produce one electronic copy of
each plan, to be completed with the time frame described above.
10.The report will include a chapter for each central service agency
describing the functions or services provided, the means of allocation,
departmental expenditures, incoming indirect costs, and costs
allocated to each benefitting agency in detail and summary. The
report will also include an overall summary of costs allocated to each
benefitting agency by central service agency. Exhibit 2 - Cost
Allocation Chart.
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11 . The Contractor shall maintain all working papers for a period of at
least five years after termination or expiration of the contract and any
extension thereof.
B. A Federal 2 CFR Part 200A Cost Allocation Plan is required each year as
follows:
The Contractor will prepare the Federal CFR Part 200 plan based on
actual audited cost data reconciled to the City's Annual
Comprehensive Financial Report (ACFR). The allocation-basis data used
in preparing this plan should, in most cases, be the same as those used in
preparing the full cost allocation plan with the exception that use of staff
hours as described in item 4.2.A (2) above will not be used in the Federal
2 CFR Part 200A plan.
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PRICE PROPOSAL
Attachment B: Bid/Pricing Schedule
Price Proposal
CITY OF CORPUS CHRISTI
Pricing F'orm
CONTRACTS AND PROCUREMENT
RFP No. 3766
Cost Allocation Plans,
PAGE 1 OF 1
DATE: 10/12/2021
MGT of America Consulting, LLC
J. Bradley Burgess
PROPOSER Rr7SIG ATURE
n
1. Refer to "Instructions to Proposers" ct and ContraTerms n C onditioitions before completing
proposal.
2. Provide your Ibest,price for each Item.
3. In submitting this proposal, Proposer certifies that,:
m the prices in this proposal have been arrived at independently, without consultation,
communication, or agreement with any other Proposer or competitor, for the purpose
of restricting competition with regard to prices.
b. Proposer is an Equal Opportunity Employer; and the DiscOosure of Interest information
on file with City's Contracts andl Procurement office, pursuant to the Code of
Ordinances, is current and true.
c. Proposer has incorporated any changes issue through Addenda to the RFP in this
pricing.
ITEM DESCRIPTION CITY UNIT TOTAL PRICE
I Full Cost Allocation Plan-Year 11 YR $12,200
2 Federal 2 CFIR Part 200A Cost Allocation 1 YR
Plan-Year 1 $2,800
3 Full Cost Allocation Plan-Year 2 1 YR $12,200
4 Federal 2 CFR Part 200A Cost Allocation I YR
Plain-Year 2 $2,800
5 Full Cost Allocation Plan-'fear 3, 1 YR $12,800
6 Federal 2 CFR Part 200A Cost Allocation 1 YR
Plan-Year 3 $2,,900
7 Fulll Cost Allocation Plan-'fear 4 1 YR $12,800
a Federal 2 CFR Part 200A Cost Allocation 1 YR
Plan-Year 4 $2,900
9 Full Cost Allocation Plain-Year 5 1 YR $13,400
10 Federal 2 CFR Part 200A Cost Allocation 1 YR
Plan-Year 5 $3,,000
TOTAL
$77,800
M G T CI-IIYIAF CO:RIIL.➢�.;Cl-i:Rl�;-111,-1117XA�; IOC-IIOB[7:Ra.2,2V,.)2:a. PAGE 1
CONSULTING i#37661 CO If A1.1.0CA'1110N PIANS---Pi PROPOSAI.
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Attachment C: Insurance and Bond Requirements
A. CONTRACTOR'S LIABILITY INSURANCE
1 . Contractor must not commence work under this contract until all insurance required
has been obtained and such insurance has been approved by the City. Contractor
must not allow any subcontractor, to commence work until all similar insurance
required of any subcontractor has been obtained.
2. Contractor must furnish to the City's Risk Manager and Contract Administer a copy
of Certificates of Insurance with applicable policy endorsements showing the
following minimum coverage by an insurance company(s) acceptable to the City's
Risk Manager. Project name and/or number must be listed in Description Box of
Certificate of Insurance.
TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE
PROFESSIONAL LIABILITY $1,000,000 Per Claim
(Errors and Omissions) (Defense costs not included in
face value of the policy)
If claims made policy, retro date
must be at or prior to inception of
agreement, have extended
reporting period provisions and
identify any limitations regarding
who is insured.
3. In the event of accidents of any kind related to this contract, Contractor shall furnish
the Risk Manager with copies of all reports of any accidents within 10 days of the
accident.
B. ADDITIONAL REQUIREMENTS
1 . Contractor shall obtain and maintain in full force and effect for the duration of this
Contract, and any extension hereof, at Contractor's sole expense, insurance
coverage written on an occurrence basis by companies authorized and admitted
to do business in the State of Texas and with an A.M. Best's rating of at least A-with a
Financial Size Category of Class VII or higher.
2. Contractor shall be required to submit renewal certificates of insurance throughout
the term of this contract and any extensions within 10 days of the policy expiration
dates. All notices under this Exhibit shall be given to City at the following address:
City of Corpus Christi
Attn: Risk Manager
P.O. Box 9277
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Corpus Christi, TX 78469-9277
3. Certificate of insurance shall specify that at least 30 calendar days advance written
notice will be provided to City of any, cancellation, non-renewal, material change
or termination in coverage and not less than 10 calendar days advance written
notice for nonpayment of premium.
4. Within 5 calendar days of a cancellation, non-renewal, material change or
termination of coverage, Contractor shall provide a replacement Certificate of
Insurance and applicable endorsements to City. City shall have the option to
suspend Contractor's performance should there be a lapse in coverage at any time
during this contract. Failure to provide and to maintain the required insurance shall
constitute a material breach of this contract.
5. In addition to any other remedies the City may have upon Contractor's failure to
provide and maintain any insurance or policy endorsements to the extent and within
the time herein required, the City shall have the right to order Contractor to stop work
hereunder, and/or withhold any payment(s) which become due to Contractor
hereunder until Contractor demonstrates compliance with the requirements hereof.
6. Nothing herein contained shall be construed as limiting in any way the extent to
which Contractor may be held responsible for payments of damages to persons or
property resulting from Contractor's or its subcontractor's performance of the work
covered under this contract.
7. Contractor's insurance shall be deemed primary and non-contributory with respect
to any insurance or self insurance carried by the City of Corpus Christi for liability
arising out of operations under this contract.
8. The insurance required is in addition to and separate from any other obligation
contained in this contract.
2021 Insurance Requirements
Ins. Req. Exhibit 3-H
Professional Services - Other Professional Services
05/10/2021 Risk Management - Legal Dept.
No bond is required for this agreement.
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Attachment D: Warranty Requirements
There is no warranty requirements for this service agreement.
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