HomeMy WebLinkAboutC2024-067 - 4/16/2024 - Approved INTERGOVERNMENTAL SUPPORT AGREEMENT
BETWEEN
NAVAL AIR STATION CORPUS CHRISTI
AND
CITY OF CORPUS CHRISTI
FOR
MAINTENANCE & REPAIR OF FENCING, ELEVATORS, ROOFS, AND UTILITY
SYSTEM
IGSA NUMBER N00216-IGSA-002
This is an Intergovernmental Support Agreement (IGSA) between the
Department of the Navy, a federal agency, as represented by Naval Air
Station Corpus Christi (NASCC) and the City of Corpus Christi (City) .
NASCC and the City are individually referred to as "NASCC" and "City"
and collectively referred to as the "Parties" .
1. BACKGROUND: The Parties enter into this IGSA so that the City can
provide maintenance and repairs of fencing, elevators, roofs, and
utility system ("Services") to NASCC either organically in-house or
through City-awarded contracts.
2 . AUTHORITIES: This IGSA is entered into by NASCC, pursuant to
10 U.S.C. § 2679 and by the City pursuant to Texas Government Code
§ 793 .002.
a. 10 U.S.C. § 2679 permits the Navy to enter into an IGSA on a
sole source basis with a State or local government provided the IGSA
will serve the best interest of the Navy by enhancing mission
effectiveness or creating efficiencies or economies of scale, including
reducing costs, and when the State or local government providing the
installation services already provides such services for its own use.
This IGSA serves the best interests of the Department of the Navy by
creating efficiencies and economies of scale that will reduce cost for
fence line maintenance and repairs, elevator maintenance and repairs,
roofing maintenance and repairs, and utility system maintenance and
repairs to NASCC. The City already procures and provides these Services.
This IGSA will streamline and make more efficient award and execution of
routine and recurring projects, in addition to cost savings achieved
through economies of scale. The City will manage and execute numerous
fence line maintenance and repair, elevator maintenance and repair,
roofing maintenance and repair projects, and utility system maintenance
and repairs on NASCC.
b. Texas Government Code § 793.002 permits the City to enter into
this IGSA to provide the Department of the Navy with installation
support services. The City is a local government and the Department of
the Navy is a branch of the armed services of the United States.
3 . PURPOSE: This IGSA is made by and between the Parties to provide
Services to NASCC using the City personnel and contracts executed by the
City as mutually agreed upon. The purpose of this IGSA is to outline the
roles and responsibilities of the Parties, identify the services to be
furnished by the City, the estimated prices to be paid by the United
States, and the appropriate reimbursement, indemnification, and
SCANNED
liability procedures.
a. The parties see this IGSA as an opportunity to further grow and
strengthen their relationship. This IGSA allows the City to assist NASCC
more efficiently and economically meet their mission requirements.
b. This IGSA is the result of the Parties' mutual efforts to reduce
costs, create efficiencies and enhance mission effectiveness.
4. RESPONSIBILITIES OF THE PARTIES: Responsibilities of the Parties in
the execution of this IGSA for Services to NASCC are provided below.
a. NASCC is responsible for:
(1) Identifying applicable federal and project requirements and
developing a requirements package for a prospective task order..
Requirements include:
• Fencing Maintenance and Repairs
• Elevator Maintenance and Repairs
• Roofing Maintenance and Repairs
• Utility System Repairs
(2) Issuing a request for bid or proposal for a prospective task
order and performing a technical evaluation on a prospective task order.
(3) Accepting or declining bids/proposals from the City and issuing
a written task order to the City for Services if terms and conditions of
the task order are agreeable to all involved Parties.
(4) Process NASCC access and permanent badging requirements for
requisite City personnel or City contractors. NASCC shall also provide,
following execution of this IGSA, necessary contact and/or registration
information to the City pertaining to the Department of Defense's
Procurement Integrated Enterprise Environment's Wide Area Workflow
(WAWF) application to facilitate the invoicing and payment process
required pursuant to this IGSA.
(5) Participating in a kickoff meeting prior to executing the
Services under an issued task order.
(6) Notifying any affected tenants and Public Affairs Office of
planned project.
(7) Ensuring project compliance with required federal design
standards in the performance of work execution to deliver the services
associated with a task order.
(8) Conducting a meeting with the City to review project objectives
and final accounting of each executed task order.
(9) Performing inspections and final acceptance of work for
issued and completed task orders.
b. The City is responsible for:
(1) If necessary, conduct a site visit to NASCC to better
understand the requested work and refine the Statement of Work (SOW) .
(2) Determining ability to support NASCC requests for Services
through either an organic. in-house capability or a competitively awarded
contract.
(3) Developing a bid or proposal with cost estimates for requested
Services, which may include either organic in-house and/or contracted
costs as long as the City awards those anticipated contracts on a
competitive basis.
(4) Performing the Services as agreed upon in an issued task order
through either organic in-house capability or a. competitively awarded
contract.
(5) Managing and executing projects if performed in-house by City
personnel or when using contractors under a competitively awarded
contract by the City.
(6) Notifying NASCC if any issues, changes, or unforeseen
conditions are encountered.
(7) Ensuring project compliance with required federal design
standards in the performance of work execution to deliver the services
associated with a task order.
(8) Participating in a meeting prior to performing Services under
an issued task order and providing quality assurance during performance
of Services.
(9) Billing for performed Services as specified in this IGSA.
(10) Jointly, with NASCC, conducting a meeting to review each
executed task order following completion of work.
(11) Ensuring work performed is in compliance with all applicable
Federal standards, laws, and regulations, including environmental
compliance.
c. Both Parties are responsible for:
Meeting monthly during the initial three months of this IGSA and
quarterly thereafter to discuss any performance or any other issues they
may have under this IGSA and any issued task orders. Notwithstanding
the foregoing, the parties may also meet upon the request of either
Party at a mutually agreeable time/date, if deemed necessary by either
Party.
5. PUBLIC DISCLOSURE: To the extent permitted by the laws governing each
Party, the Parties shall protect personal information and maintain the
confidentiality of other exchanged information when requested to do so
by the providing Party.
a. The Parties will comply with public requests for information
related to this IGSA pursuant to the Freedom of Information Act, 5
U.S.C. §552 and the Texas Public Information Act, Texas Government Code
Chapter 52, as applicable to each Party.
b. If the City receives a request for information about this IGSA
made under either the Freedom of Information Act or the Texas Public
Information Act, Texas Government Code Chapter 52, the City will notify
NASCC points of contact (POC) designated in this IGSA. In the event the
City .receives a request under the FreedomHof Information Act, the
request will be referred directly and promptly to NASCC POC to address.
If NASCC receive a request for information about this IGSA under either
the Freedom of Information Act or the Texas Public Information Act, the
installation will notify City POCs designated in this IGSA.
6. RELATIONSHIP OF THE PARTIES: In exercising their respective rights,
powers, and obligations under this IGSA, each Party acts in an
independent capacity. No Party shall represent itself as the agent,
officer, or employee of"any other Party. Each Party is responsible for
all costs of its personnel and contractors, including pay and benefits,
support, and travel. Each Party is"responsible for supervision and
management of its personnel. Neither Party shall provide, without the
prior written consent of the other Party, any contractor or employee
with a release that waives or purports to waive any right a Party may
have to seek relief or redress against that contractor or employee.
7. GENERAL PROVISIONS:
a. ADMINISTRATION. This IGSA shall be mutually administered by the
Parties. The IGSA administrators will identify personnel at the City and
at NASCC to coordinate and manage the provision of Services and the
payment for Services provided by NASCC under this IGSA and any
subsequent task orders issued pursuant to this IGSA.
b. POINTS OF CONTACT: The following points of contact (POC) will be
used by the Parties to communicate in the implementation of this IGSA.
Each Party may change its POC and will provide email notice to all POCs
when a POC is changed.
(1) For NASC .
/.
Captain Ty J ica
NASCC stal ation Commanding Officer
Email: .C.Jurica.mil@us.navy.mil
(2) For City of Corpus Christi:
Ry Skr arczyk,
Director, Intergovernmental Relations
City of Corpus .Christi
Email: ryans2ecctexas.com
c. CORRESPONDENCE: All correspondence to be sent and notices given
pursuant to this IGSA will be addressed-, if to NASCC, to:
ATTN: NAS Corpus Christi Public Works Officer
8851 Ocean Drive, Bldg 19
Corpus Christi, TX 78419-5021
And, if to the City of Corpus Christi, to:
ATTN: Charles Mendoza
Director, Asset Management Department
City of Corpus Christi
1201 Leopard Street, Corpus Christi, TX 78401
With a copy to:
ATTN: Josh Chronley
Assistant Director, Finance & Procurement Department
City of Corpus Christi
P.O. Box 9277
Corpus Christi, TX 78469-9277
d. RECORDS: The Parties shall follow each party's established cost
principles and procedures in determining allowable costs and payments
under this IGSA and shall maintain books, records, documents, Or other
evidence pertaining to.costs and expenses under this IGSA for a minimum
of three years after the expiration or termination of the IGSA, unless a
longer minimum period is required under federal or Texas law. To the
extent permitted under applicable laws and regulations, the Parties
shall each allow the other to inspect such books, records, documents, or
other evidence. Each Party shall maintain records of each purchase order
and all payments made therefore in accordance with its governing record
retention rules. '
8. FINANCIAL DETAILS:
a. COSTS: As of the effective date of this IGSA, the costs for all
efforts to be ordered hereunder are estimated to be at an annual cost of
$3,000,000.• This amount is not intended to represent the total financial
responsibilities nor the actual needs of NASCC in a given year. Actual
requirements for a given year will be reflected in issued task orders
and dependent upon availability of funds.
b. ADMINISTRATIVE FEE: For any services rendered by the City, as
documented in issued task orders, NASCC agrees to pay the City an
administrative fee equal to ten percent (10%) of each invoice, submitted
through the billing and payment process.
c. AVAILABILITY OF FUNDS: This IGSA does not document any
obligation of funds between the Parties. The obligation of funds by the
Parties, resulting from this IGSA, is subject to the availability of
funds pursuant to the DoD Financial Management Regulation.
d. NO LIMITATION. Nothing in this IGSA shall limit or prohibit the
ability of either Party from contracting.with other persons or entities
for the provision of the same or similar services.
e. BILLING AND PAYMENT. NASCC will pay the City for Services
executed under issued task orders and pursuant to this IGSA. The City
will bill NASCC, through the DoD's Procurement Integrated Enterprise
Environment (PIEE) Wide Area Workflow (WAWF) application, as services
are completed. .Progress payments will be processed monthly through WAWF.
9. PAYMENT: Payment for services shall be based on services provided as
set forth in this Agreement and individual issued task orders. Pursuant
to the Office of Management and Budget 2 CFR Part 200, Uniform
Administration Requirements, Cost Principles, and Audit Requirements for
Federal Awards, taxes that City is legally required to pay are
allowable, except for self-assessed taxes that disproportionately affect
federal programs. NASCC shall not reimburse the City for any taxes in
which the legal incidence of the tax falls on the Navy.
a. The obligation of funds by NASCC is subject to the availability
of appropriated funds and will be documented in an issued task.order.
10. REVIEW OF IGSA: This IGSA will be reviewed annually on or around the
anniversary of its effective date for financial impacts and to ensure
the IGSA remains mutually beneficial for the Parties.
11. TERM OF IGSA: This IGSA is being entered into for a total term not
to exceed ten (10) years from the Effective Date. This IGSA
automatically terminates after 10 years from the•Effective Date. A new
IGSA may be executed for subsequent periods not to exceed ten years.
12. MODIFICATION OF IGSA: This IGSA may only be modified by the written
agreement of the Parties which must be signed by their authorized
representatives.
13. SUSPENSION OF IGSA: The United States reserves the right to suspend
performance of the IGSA in the event of emergencies, mobilizations,
national security. reasons, or for other reasons outside the control of
the United States. In the event of a suspension, compensation for the
City will continue subject to availability of funds and work not
affected by the suspension. The City reserves the right to suspend
performance of the agreement in the event of emergencies, force major
events or for other reasons outside the control of the City.
14. TERMINATION:
a. MUTUAL. The IGSA may be terminated by mutual written IGSA at any
time. In the event of mutual termination, no rights, responsibilities,
benefits, or liabilities shall accrue to either Party.
b. UNILATERAL. Each Party reserves the right to unilaterally
terminate this agreement for its convenience upon 60 calendar days
written notice to the POCs designated in this IGSA. When notified by the
other Party of the termination, the Parties shall immediately negotiate
a separate Termination Agreement and Schedule to define the roles and
responsibilities and to mitigate impacts and all costs caused by the
termination. The Parties recognize that the obligations and debts under
this IGSA are part of an issued task order, and they are incurred as
services are provided. Any obligations or debts incurred under issued
task orders prior to termination shall become immediately due and
payable by the withdrawing Party upon termination. The withdrawing Party
shall not be entitled to a refund or credit for any sums paid or
incurred under an issued task order prior to termination:
15. APPLICABLE LAW:
a. The Parties shall comply with all applicable federal, state, and
local laws, federal executive orders, and federal rules and regulations
applicable to its performance under this IGSA. If any federal statute
expressly prescribes policies or requirements that differ from the terms
and conditions of this IGSA, the provisions of the federal statute shall
govern. If there is a conflict between federal and state law or any
municipal laws, federal law will control.
b. This IGSA is not governed by standard acquisition contracting
methods of competitive bidding as delineated in the Federal Acquisition
Regulation and supplements thereto. The City may provide services
hereunder organically, in-house. However, where the City shall provide
services through a contract, the contract must be awarded through
competitive procedures.
16. DISPUTES:
a. If the Parties are unable to agree about interpreting or
applying a material term of either this IGSA or a task order, the
Parties agree to engage in an effort to reach mutual agreement in the
proper interpretation of this IGSA or the task order, including
amendment or termination of this IGSA or the task order, as necessary,
or by escalating the dispute within their respective organizations.
b. As a condition precedent to a Party bringing any action for
breach of this IGSA, that Party must' first notify the other Party in
writing of the nature of the purported breach and seek in good faith to
resolve the dispute through negotiation. If the Parties cannot resolve
the dispute through negotiation, they may agree to a mutually acceptable
method of non-binding alternative dispute resolution with a qualified
third party acceptable to the Parties. Each Party must pay an equal
share of any costs incurred by the use of a third party.
c. If any third-party dispute or litigation relates to, or
potentially affects a Party's ability to perform under this IGSA, the
Parties agree to promptly notify each other of such dispute or
litigation. The existence of such a dispute or litigation shall not
excuse the Parties from performance pursuant to this IGSA.
d. If any dispute between the Parties arising out of this IGSA
requires consideration of the law, the rights and obligations of the
Parties shall be interpreted and determined according to the federal
substantive and procedural laws of the United States of America.
e. Any inconsistency in the IGSA or task order shall be
resolved by giving precedence in the following order: (1) the IGSA;
(2) the task order.
17. LIABILITY: Each Party is responsible for the action of its agents,
officers, and employees. Nothing in this IGSA is intended to modify the
immunity held by either the United States Navy or. the City of Corpus
Christi. Furthermore, nothing in this IGSA is intended, nor may it be
•
construed, to create any rights, confer any benefits, or relieve any
liability, of any kind whatsoever, in any third person. not a party to
this IGSA.
18. COOPERATION OF PARTIES: The Parties recognize that it is essential
to cooperate fully concerning the handling of information and provision
of services contemplated by this IGSA. In connection with this IGSA, the
Parties therefore agree to provide any data, information, and
documentation reasonably necessary for the other Party to perform its
responsibilities under the terms of this IGSA.
19. SUCCESSORS AND ASSIGNS: The terms, covenants, and conditions
contained herein shall apply to and bind the successors and assigns of
the Parties.
20. WAIVER: No waiver of the breach of any of the covenants, terms,
restrictions, or conditions of this IGSA by either Party shall be
construed to be a waiver of any succeeding breach of the same or other
covenants, terms, restrictions, or conditions of this IGSA. No delay or
omission of either Party in exercising any right, power, or remedy
herein provided in the event of default shall be construed as a waiver
thereof or acquiescence therein or be construed as a waiver of a
variation of any of the terms of this IGSA.
21. SEVERABILITY PROVISION: If any term or portion of this IGSA is held
to be invalid, illegal, void, or otherwise unenforceable by a court of
competent jurisdiction, the remaining provisions of this IGSA shall
continue in full force and 'effect.
22. SIGNATURE IN COUNTERPARTS: This IGSA may be executed in counterparts
by each of the Parties. For purposes of enforcement, true copies of
signatures shall be deemed to be original signatures.
23. ENTIRE IGSA: With the exception of task orders, invoices, or payment
documentation which may be subsequently executed, it is understood and
agreed that this IGSA embodies the entire IGSA between the Parties.
24. REVIEW FOR LEGAL ADEQUACY. Each Party to this IGSA acknowledges and
agrees that this IGSA has been reviewed by each Party's respective legal
counsel for legal adequacy.
25. EFFECTIVE DATE: This IGSA takes effect on the day after the last
Party signs.
IN WITNESS WHEREOF, the Parties have signed this IGSA as of the dates
stated below.
CNIC:
Signed:
VADM C. S Gray
Commander, Navy Installatio s Comm d
Dated: I'M iivit
City of Corpus Christi:
Signed: 40.,4111011.1111
Peter Zanoni
City Manager
Dated: _ April 16 , 3-03i f
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