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CONTRACT BUSINESS PERSONAL PROPERTY AUDIT SERVICES 210231-ITN This contract is entered into this 14th day of July 2021 by and between Maricopa County (“County”), a political subdivision of the State of Arizona, and Tax Management Associates, Inc. a North Carolina corporation (“Contractor”) for the purchase of business personal property audit services. 1.0 CONTRACT TERM 1.1 This contract is for a term of three years, beginning on the 1st of August 2021, and ending the 31st of July 2024. 2.0 OPTION TO RENEW The County may, at its option and with the concurrence of the Contractor, renew the term of this contract up to a maximum three additional year(s), (or at the County’s sole discretion, extend the contract on a month-to-month basis for a maximum of six months after expiration). The Contractor shall be notified in writing by the Office of Procurement Services of the County’s intention to renew the contract term at least 60 calendar days prior to the expiration of the original contract term. 3.0 CONTRACT COMPLETION In preparation for contract completion, the Contractor shall make all reasonable efforts for an orderly transition of its duties and responsibilities to another provider and/or to the County. This may include, but is not limited to, preparation of a transition plan and cooperation with the County or other providers in the transition. The transition includes the transfer of all records and other data in the possession, custody, or control of the Contractor that are required to be provided to the County either by the terms of this agreement or as a matter of law. The provisions of this clause shall survive the expiration or termination of this agreement. 4.0 PRICE ADJUSTMENTS Any requests for reasonable price adjustments must be submitted 60 calendar days prior to contract expiration. Requests for adjustment in cost of labor and/or materials must be supported by appropriate documentation. The reasonableness of the request will be determined by comparing the request with the Consumer Price Index or by performing a market survey. If County agrees to the adjusted price terms, County shall issue written approval of the change and provide an updated version of the contract. The new change shall not be in effect until the date stipulated on the updated version of the contract. 5.0 PAYMENTS 5.1 As consideration for performance of the duties described herein, County shall pay Contractor the sum(s) stated in Exhibit A – Pricing Sheet. 5.2 Payment shall be made upon the County’s receipt of a properly completed invoice. SERIAL 210231-ITN 5.3 INVOICES 5.3.1 The Contractor shall submit one legible copy of their detailed invoice before payment(s) will be made. Incomplete invoices will not be processed. At a minimum, the invoice must provide the following information: • Company name, address, and contact information • County bill-to name and contact information • Contract serial number • County purchase order number • Project name and/or number • Invoice number and date • Payment terms • Contract item number(s) • Description of purchase (product or services) • Pricing per unit of purchase • Extended price • Total amount due 5.3.2 Labor, services, and maintenance must be billed as a separate line item. 5.3.3 Problems regarding billing or invoicing shall be directed to the department as listed on the purchase order. 5.3.4 Payment shall only be made to the Contractor by Accounts Payable through the Maricopa County Vendor Express Payment Program. This is an electronic funds transfer (EFT) process. After contract award, the Contractor shall complete the Vendor Registration Form accessible from the County Department of Finance Vendor Registration Web Site https://www.maricopa.gov/5169/Vendor- Information. 5.3.5 Discounts offered in the contract shall be calculated based on the date a properly completed invoice is received by the County. 5.3.6 EFT payments to the routing and account numbers designated by the Contractor shall include the details on the specific invoices that the payment covers. The Contractor is required to discuss remittance delivery capabilities with their designated financial institution for access to those details. 5.4 APPLICABLE TAXES 5.4.1 It is the responsibility of the Contractor to determine any and all applicable taxes and include those taxes in their proposal. The legal liability to remit the tax is on the entity conducting business in Arizona. Tax is not a determining factor in contract award. 5.4.2 The County will look at the price or offer submitted and will not deduct, add, or alter pricing based on speculation or application of any taxes, nor will the County provide Contractor any advice or guidance regarding taxes. If you have questions regarding your tax liability, seek advice from a tax professional prior to submitting your bid. You may also find information at https://www.azdor.gov/Business.aspx. Once your bid is submitted, the offer is valid for the time specified in this solicitation, regardless of mistake or omission of tax liability. If the County finds overpayment of a project due to tax consideration that was not due, the Contractor will be liable to the County for that amount, and by contracting with the County agrees to remit any overpayments back to the County for miscalculations on taxes included in a bid price. SERIAL 210231-ITN 5.4.3 Tax Indemnification: Contractor and all subcontractors shall pay all Federal, State, and local taxes applicable to their operation and any persons employed by the Contractor. Contractor shall, and require all subcontractors to, hold Maricopa County harmless from any responsibility for taxes, damages, and interest, if applicable, contributions required under Federal and/or State and local laws and regulations, and any other costs including: transaction privilege taxes, unemployment compensation insurance, Social Security, and workers’ compensation. Contractor may be required to establish, to the satisfaction of County, that any and all fees and taxes due to the City or the State of Arizona for any license or transaction privilege taxes, use taxes, or similar excise taxes are currently paid (except for matters under legal protest). 6.0 AVAILABILITY OF FUNDS 6.1 The provisions of this contract relating to payment for services shall become effective when funds assigned for the purpose of compensating the Contractor as herein provided are actually available to County for disbursement. The County shall be the sole judge and authority in determining the availability of funds under this contract. County shall keep the Contractor fully informed as to the availability of funds. 6.2 If any action is taken by, any State agency, Federal department, or any other agency or instrumentality to suspend, decrease, or terminate its fiscal obligations under, or in connection with, this contract, County may amend, suspend, decrease, or terminate its obligations under, or in connection with, this contract. In the event of termination, County shall be liable for payment only for services rendered prior to the effective date of the termination, provided that such services are performed in accordance with the provisions of this contract. County shall give written notice of the effective date of any suspension, amendment, or termination under this section, at least 10 days in advance. 7.0 STRATEGIC ALLIANCE for VOLUME EXPENDITURES (SAVE) The County is a member of the SAVE cooperative purchasing group. SAVE includes the State of Arizona, many Phoenix metropolitan area municipalities, and many K-12 unified school districts. Under the SAVE Cooperative Purchasing Agreement, and with the concurrence of the successful respondent under this solicitation, a member of SAVE may access a contract resulting from a solicitation issued by the County. If contractor does not want to grant such access to a member of SAVE, state so in contractor’s bid. In the absence of a statement to the contrary, the County will assume that contractor does wish to grant access to any contract that may result from this bid. The County assumes no responsibility for any purchases by using entities. 8.0 INTERGOVERNMENTAL COOPERATIVE PURCHASING AGREEMENTS (ICPAs) County currently holds ICPAs with numerous governmental entities. These agreements allow those entities, with the approval of the Contractor, to purchase their requirements under the terms and conditions of the County contract. It is the responsibility of the non-County government entity to perform its own due diligence on the acceptability of the contract under its applicable procurement rules, processes, and procedures. Certain governmental agencies may not require an ICPA and may utilize this contract if it meets their individual requirements. Other governmental agencies may enter into a separate Statement of Work with the Contractor to meet their own requirements. The County is not a party to any uses of this contract by other governmental entities. 9.0 DUTIES 9.1 The Contractor shall perform all duties stated in Exhibit B – Scope of Work, or as otherwise directed in writing by the procurement officer. 9.2 During the contract term, County may provide Contractor’s personnel with adequate workspace for consultants and such other related facilities as may be required by Contractor to carry out its contractual obligations. SERIAL 210231-ITN 10.0 TERMS AND CONDITIONS 10.1 INDEMNIFICATION 10.1.1 To the fullest extent permitted by law, and to the extent that claims, damages, losses, or expenses are not covered and paid by insurance purchased by the contractor, the contractor shall defend, indemnify, and hold harmless the County (as Owner), its agents, representatives, officers, directors, officials, and employees from and against all claims, damages, losses, and expenses (including, but not limited to attorneys' fees, court costs, expert witness fees, and the costs and attorneys' fees for appellate proceedings) arising out of, or alleged to have resulted from, the negligent acts, errors, omissions, or mistakes relating to the performance of this contract. 10.1.2 Contractor's duty to defend, indemnify, and hold harmless the County, its agents, representatives, officers, directors, officials, and employees shall arise in connection with any claim, damage, loss, or expense that is attributable to bodily injury, sickness, disease, death, or injury to, impairment of, or destruction of tangible property, including loss of use resulting therefrom, caused by negligent acts, errors, omissions, or mistakes in the performance of this contract, but only to the extent caused by the negligent acts or omissions of the contractor, a subcontractor, anyone directly or indirectly employed by them, or anyone for whose acts they may be liable, regardless of whether or not such claim, damage, loss, or expense is caused in part by a party indemnified hereunder. 10.1.3 The amount and type of insurance coverage requirements set forth herein will in no way be construed as limiting the scope of the indemnity in this section. 10.1.4 The scope of this indemnification does not extend to the sole negligence of County. 10.2 INSURANCE 10.2.1 Contractor, at Contractor’s own expense, shall purchase and maintain, at a minimum, the herein stipulated insurance from a company or companies duly licensed by the State of Arizona and possessing an AM Best, Inc. category rating of B++. In lieu of State of Arizona licensing, the stipulated insurance may be purchased from a company or companies, which are authorized to do business in the State of Arizona, provided that said insurance companies meet the approval of County. The form of any insurance policies and forms must be acceptable to County. 10.2.2 All insurance required herein shall be maintained in full force and effect until all work or service required to be performed under the terms of the contract is satisfactorily completed and formally accepted. Failure to do so may, at the sole discretion of County, constitute a material breach of this contract. 10.2.3 In the event that the insurance required is written on a claims-made basis, Contractor warrants that any retroactive date under the policy shall precede the effective date of this contract and either continuous coverage will be maintained, or an extended discovery period will be exercised for a period of two years beginning at the time work under this contract is completed. 10.2.4 Contractor’s insurance shall be primary insurance as respects County, and any insurance or self-insurance maintained by County shall not contribute to it. 10.2.5 Any failure to comply with the claim reporting provisions of the insurance policies or any breach of an insurance policy warranty shall not affect the County’s right to coverage afforded under the insurance policies. SERIAL 210231-ITN 10.2.6 The insurance policies may provide coverage that contains deductibles or self- insured retentions. Such deductible and/or self-insured retentions shall not be applicable with respect to the coverage provided to County under such policies. Contractor shall be solely responsible for the deductible and/or self-insured retention and County, at its option, may require Contractor to secure payment of such deductibles or self-insured retentions by a surety bond or an irrevocable and unconditional letter of credit. 10.2.7 The insurance policies required by this contract, except Workers’ Compensation and Errors and Omissions, shall name County, its agents, representatives, officers, directors, officials, and employees as additional insureds. 10.2.8 The policies required hereunder, except Workers’ Compensation and Errors and Omissions, shall contain a waiver of transfer of rights of recovery (subrogation) against County, its agents, representatives, officers, directors, officials, and employees for any claims arising out of Contractor’s work or service. 10.2.9 If available, the insurance policies required by this contract may be combined with Commercial Umbrella Insurance policies to meet the minimum limit requirements. If a Commercial Umbrella insurance policy is utilized to meet insurance requirements, the Certificate of Insurance shall indicate which lines the Commercial Umbrella Insurance covers. 10.2.9.1 Commercial General Liability Commercial General Liability (CGL) insurance and, if necessary, Commercial Umbrella insurance with a limit of not less than $2,000,000 for each occurrence, $4,000,000 Products/Completed Operations Aggregate, and $4,000,000 General Aggregate Limit. The policy shall include coverage for premises liability, bodily injury, broad form property damage, personal injury, products and completed operations and blanket contractual coverage, and shall not contain any provisions which would serve to limit third party action over claims. There shall be no endorsement or modifications of the CGL limiting the scope of coverage for liability arising from explosion, collapse, or underground property damage. 10.2.9.2 Automobile Liability Commercial/Business Automobile Liability insurance with a combined single limit for bodily injury and property damage of not less than $2,000,000 each occurrence with respect to any of the Contractor’s owned, hired, and non-owned vehicles assigned to or used in performance of the Contractor’s work or services or use or maintenance of the premises under this contract. 10.2.9.3 Workers’ Compensation 10.2.9.3.1 Workers’ compensation insurance to cover obligations imposed by Federal and State statutes having jurisdiction of Contractor’s employees engaged in the performance of the work or services under this contract; and Employer’s Liability insurance of not less than $1,000,000 for each accident, $1,000,000 disease for each employee, and $1,000,000 disease policy limit. 10.2.9.3.2 Contractor, its subcontractors, and sub-subcontractors waive all rights against this contract and its agents, officers, directors, and employees for recovery of damages SERIAL 210231-ITN to the extent these damages are covered by the workers’ compensation and Employer’s Liability or Commercial Umbrella Liability insurance obtained by Contractor, its subcontractors, and its sub-subcontractors pursuant to this contract. 10.2.9.4 Errors and Omissions/Professional Liability Insurance Technology Errors & Omission insurance: Such insurance shall cover any and all errors, omissions, or negligent acts in the delivery of products, services, and/or licensed programs under this contract. Each claim $5,000,000 In the event that the Technology Errors & Omission insurance required by this contract is written on a claims-made basis, contractor warrants that any retroactive date under the policy shall precede the effective date of this contract and, either continuous coverage will be maintained or an extended discovery period will be exercised for a period of two years, beginning at the time work under this contract is completed. 10.2.9.5 Cyber, Network Security, and Privacy Liability Cyber, Network Security and Privacy Liability Insurance with a limit of not less than $5,000,000 per occurrence. The policy shall include, but not be limited to; coverage for all directors, officers, agents and employees of the Contractor, losses with respect to network risks (such as data breaches, unauthorized access or use, and ID theft of data), invasion of privacy (regardless of the type of media involved in the loss of private information), crisis management, identity theft response costs, breach notification costs, credit remediation, and credit monitoring, defense, and claims expenses, regulatory defense costs plus fines and penalties, cyber extortion, electronic data restoration expenses (data asset protection), network business interruption, computer fraud coverage, funds transfer loss, third-party fidelity, theft, no requirement for arrest and conviction, and loss outside the premises of the named insured. 10.2.10 Certificates of Insurance 10.2.10.1 Prior to contract award, Contractor shall furnish the County with valid and complete Certificates of Insurance, or formal endorsements as required by the contract in the form provided by the County, issued by Contractor’s insurer(s), as evidence that policies providing the required coverage, conditions and limits required by this contract are in full force and effect. Such certificates shall identify this contract number and title. 10.2.10.2 In the event any insurance policy(ies) required by this contract is (are) written on a claims-made basis, coverage shall extend for two years past completion and acceptance of Contractor’s work or services and as evidenced by annual certificates of insurance. 10.2.10.3 If a policy does expire during the life of the Contract, a renewal certificate must be sent to County 15 calendar days prior to the expiration date. 10.2.11 Cancellation and Expiration Notice Applicable to all insurance policies required within the insurance requirements of this contract, Contractor’s insurance shall not be permitted to expire, be SERIAL 210231-ITN suspended, be canceled, or be materially changed for any reason without 30 days prior written notice to Maricopa County. Contractor must provide to Maricopa County, within two business days of receipt, if they receive notice of a policy that has been or will be suspended, canceled, materially changed for any reason, has expired, or will be expiring. Such notice shall be sent directly to Maricopa County Office of Procurement Services and shall be mailed, or hand delivered to 160 S. 4th Avenue, Phoenix, AZ 85003, or emailed to the procurement officer noted in the solicitation. 10.3 FORCE MAJEURE 10.3.1 Neither party shall be liable for failure of performance, nor incur any liability to the other party on account of any loss or damage resulting from any delay or failure to perform all or any part of this contract, if such delay or failure is caused by events, occurrences, or causes beyond the reasonable control and without negligence of the parties. Such events, occurrences, or causes include, but are not limited to, acts of God/nature (including fire, flood, earthquake, storm, hurricane, or other natural disaster), war, invasion, act of foreign enemies, hostilities (whether war is declared or not), civil war, riots, rebellion, revolution, insurrection, military or usurped power or confiscation, terrorist activities, nationalization, government sanction, lockout, blockage, embargo, labor dispute, strike, and interruption or failure of electricity or telecommunication service, and pandemic. 10.3.2 Each party, as applicable, shall give the other party notice of its inability to perform and particulars in reasonable detail of the cause of the inability. Each party must use best efforts to remedy the situation and remove, as soon as practicable, the cause of its inability to perform or comply. 10.3.3 The party asserting Force Majeure as a cause for non-performance shall have the burden of proving that reasonable steps were taken to minimize delay or damages caused by foreseeable events, that all non-excused obligations were substantially fulfilled, and that the other party was timely notified of the likelihood or actual occurrence which would justify such an assertion, so that other prudent precautions could be contemplated. 10.4 ORDERING AUTHORITY Any request for purchase shall be accompanied by a valid purchase order issued by a County department or directed by a Certified Agency Procurement Aid (CAPA) with a purchase card for payment. 10.5 PROCUREMENT CARD ORDERING CAPABILITY County may opt to use a procurement card (Visa or Master Card) to make payment for orders under this contract. 10.6 NO MINIMUM OR MAXIMUM PURCHASE OBLIGATION This contract does not guarantee any minimum or maximum purchases will be made. Orders will only be placed under this contract when the County identifies a need and proper authorization and documentation have been approved. 10.7 PURCHASE ORDERS 10.7.1 County reserves the right to cancel purchase orders within a reasonable period of time after issuance. Should a purchase order be canceled, the County agrees to reimburse the Contractor for actual and documentable costs incurred by the Contractor in response to the purchase order. The County will not reimburse the SERIAL 210231-ITN Contractor for any costs incurred after receipt of County notice of cancellation, or for lost profits, or for shipment of product prior to issuance of purchase order. 10.7.2 Contractor agrees to accept verbal notification of cancellation of purchase orders from the County procurement officer with written notification to follow. Contractor specifically acknowledges to be bound by this cancellation policy. 10.8 SUSPENSION OF WORK The procurement officer may order the Contractor, in writing, to suspend, delay, or interrupt all or any part of the work of this contract for the period of time that the procurement officer determines appropriate for the convenience of the County. No adjustment shall be made under this clause for any suspension, delay, or interruption to the extent that performance would have been so suspended, delayed, or interrupted by any other cause, including the fault or negligence of the Contractor. No request for adjustment under this clause shall be granted unless the claim, in an amount stated, is asserted in writing as soon as practicable after the termination of the suspension, delay, or interruption, but not later than the date of final payment under the contract. 10.9 STOP WORK ORDER 10.9.1 The procurement officer may, at any time, by written order to the Contractor, require the Contractor to stop all, or any part, of the work called for by this contract for a period of 90 calendar days after the order is delivered to the Contractor, and for any further period to which the parties may agree. The order shall be specifically identified as a stop work order issued under this clause. Upon receipt of the order, the Contractor shall immediately comply with its terms and take all reasonable steps to minimize the incurrence of costs allocable to the work covered by the order during the period of work stoppage. Within a period of 90 calendar days after a stop work order is delivered to the Contractor, or within any extension of that period to which the parties shall have agreed, the procurement officer shall either: 10.9.1.1 cancel the stop work order; or 10.9.1.2 terminate the work covered by the order as provided in the Termination for Default or the Termination for Convenience clause of this contract. 10.9.1.3 The procurement officer may make an equitable adjustment in the delivery schedule and/or contract price, and the contract shall be modified, in writing, accordingly, if the Contractor demonstrates that the stop work order resulted in an increase in costs to the Contractor 10.10 TERMINATION FOR CONVENIENCE Maricopa County may terminate the resultant contract for convenience by providing 60 calendar days advance notice to the Contractor. 10.11 TERMINATION FOR DEFAULT 10.11.1 The County may, by written Notice of Default to the Contractor, terminate this contract in whole or in part if the Contractor fails to: 10.11.1.1 deliver the supplies or to perform the services within the time specified in this contract or any extension; 10.11.1.2 make progress, so as to endanger performance of this contract; or 10.11.1.3 perform any of the other provisions of this contract. SERIAL 210231-ITN 10.11.2 The County’s right to terminate this contract under these subparagraphs may be exercised if the Contractor does not cure such failure within 10 business days (or more if authorized in writing by the County) after receipt of a Notice to Cure from the procurement officer specifying the failure. 10.12 PERFORMANCE It shall be the Contractor’s responsibility to meet the proposed performance requirements. Maricopa County reserves the right to obtain services on the open market in the event the Contractor fails to perform, and any price differential will be charged against the Contractor. 10.13 CONTRACTOR EMPLOYEE MANAGEMENT 10.13.1 Contractor shall endeavor to maintain the personnel proposed in their proposal throughout the performance of this contract. 10.13.2 If Contractor personnel’s employment status changes, Contractor shall provide County a list of proposed replacements with equivalent or greater experience. 10.13.3 Under no circumstances shall the implementation schedule to be impacted by a personnel change on the part of the Contractor. 10.13.4 Contractor shall not reassign any key personnel identified in their proposal without the express consent of the County. 10.13.5 County reserves the right to immediately remove from its premises any Contractor personnel it determines to be a risk to County operations. 10.13.6 County reserves the right to request the replacement of any Contractor personnel at any time, for any reason. 10.14 WARRANTY OF SERVICES 10.14.1 The Contractor warrants that all services provided hereunder will conform to the requirements of the contract, including all descriptions, specifications, and attachments made a part of this contract. County’s acceptance of services or goods provided by the Contractor shall not relieve the Contractor from its obligations under this warranty. 10.14.2 In addition to its other remedies, County may, at the Contractor's expense, require prompt correction of any services failing to meet the Contractor's warranty herein. Services corrected by the Contractor shall be subject to all the provisions of this contract in the manner and to the same extent as services originally furnished hereunder. 10.15 USAGE REPORT The Contractor shall furnish the County a usage report, upon request, delineating the acquisition activity governed by the contract. The format of the report shall be approved by the County and shall disclose the quantity and dollar value of each contract item by individual unit of measure. 10.16 STATUTORY RIGHT OF CANCELLATION FOR CONFLICT OF INTEREST Notice is given that, pursuant to A.R.S. § 38-511, the County may cancel any contract without penalty or further obligation within three years after execution of the contract, if any person significantly involved in initiating, negotiating, securing, drafting, or creating the contract on behalf of the County is at any time, while the contract or any extension of the contract is in effect, an employee or agent of any other party to the contract in any capacity SERIAL 210231-ITN or consultant to any other party of the contract with respect to the subject matter of the contract. Additionally, pursuant to A.R.S. § 38-511, the County may recoup any fee or commission paid or due to any person significantly involved in initiating, negotiating, securing, drafting, or creating the contract on behalf of the County from any other party to the contract arising as the result of the contract. 10.17 OFFSET FOR DAMAGES In addition to all other remedies at Law or Equity, the County may offset from any money due to the Contractor any amounts Contractor owes to the County for damages resulting from breach or deficiencies in performance of the contract. 10.18 SUBCONTRACTING 10.18.1 The Contractor may not assign to another Contractor or subcontract to another party for performance of the terms and conditions hereof without the written consent of the County. All correspondence authorizing subcontracting must reference the bid serial number and identify the job or project. 10.18.2 The subcontractor’s rate for the job shall not exceed that of the prime Contractor’s rate, as bid in the pricing section, unless the prime Contractor is willing to absorb any higher rates. The subcontractor’s invoice shall be invoiced directly to the prime Contractor, who in turn shall pass-through the costs to the County, without mark- up. A copy of the subcontractor’s invoice must accompany the prime Contractor’s invoice. 10.19 AMENDMENTS All amendments to this contract shall be in writing and approved/signed by both parties. Maricopa County Office of Procurement Services shall be responsible for approving all amendments for Maricopa County. 10.20 ADDITIONS/DELETIONS OF REQUIREMENTS The County reserves the right to add and/or delete materials and services to a contract. If a service requirement is deleted, payment to the Contractor will be reduced proportionately, to the amount of service reduced in accordance with the bid price. If additional materials or services are required from a contract, prices for such additions will be negotiated between the Contractor and the County. 10.21 RIGHTS IN DATA 10.21.1 The County shall have the use of data and reports resulting from a contract without additional cost or other restriction except as may be established by law or applicable regulation. Each party shall supply to the other party, upon request, any available information that is relevant to a contract and to the performance thereunder. 10.21.2 Data, records, reports, and all other information generated for the County by a third party as the result of a contract are the property of the County and shall be provided in a format designated by the County or shall be and remain accessible to the County into perpetuity. SERIAL 210231-ITN 10.22 ACCESS TO AND RETENTION OF RECORDS FOR THE PURPOSE OF AUDIT AND/OR OTHER REVIEW 10.22.1 In accordance with Section MC1-373 of the Maricopa County Procurement Code, the Contractor agrees to retain (physical or digital copies of) all books, records, accounts, statements, reports, files, and other records and back-up documentation relevant to this contract for six years after final payment or until after the resolution of any audit questions, which could be more than six years, whichever is longest. The County, Federal or State auditors and any other persons duly authorized by the department shall have full access to and the right to examine, copy, and make use of, any and all said materials. 10.22.2 If the Contractor’s books, records, accounts, statements, reports, files, and other records and back-up documentation relevant to this contract are not sufficient to support and document that requested services were provided, the Contractor shall reimburse Maricopa County for the services not so adequately supported and documented. 10.23 AUDIT DISALLOWANCES If at any time it is determined by the County that a cost for which payment has been made is a disallowed cost, the County shall notify the Contractor in writing of the disallowance. The course of action to address the disallowance shall be at sole discretion of the County, and may include either an adjustment to future invoices, request for credit, request for a check, or a deduction from current invoices submitted by the Contractor equal to the amount of the disallowance, or to require reimbursement forthwith of the disallowed amount by the Contractor by issuing a check payable to Maricopa County. 10.24 STRICT COMPLIANCE Acceptance by County of a performance that is not in strict compliance with the terms of the contract shall not be deemed to be a waiver of strict compliance with respect to all other terms of the contract. 10.25 VALIDITY The invalidity, in whole or in part, of any provision of this contract shall not void or affect the validity of any other provision of the contract. 10.26 SEVERABILITY The removal, in whole or in part, of any provision of this contract shall not void or affect the validity of any other provision of this contract. 10.27 RELATIONSHIPS 10.27.1 In the performance of the services described herein, the Contractor shall act solely as an independent Contractor, and nothing herein or implied herein shall at any time be construed as to create the relationship of employer and employee, co- employee, partnership, principal and agent, or joint venture between the County and the Contractor. 10.27.2 The County reserves the right of final approval on proposed staff. Also, upon request by the County, the Contractor will be required to remove any employees working on County projects and substitute personnel based on the discretion of the County within two business days, unless previously approved by the County. SERIAL 210231-ITN 10.28 NON-DISCRIMINATION Contractor agrees to comply with all provisions and requirements of Arizona Executive Order 2009-09, including flow down of all provisions and requirements to any subcontractors. Executive Order 2009-09 supersedes Executive Order 99-4 and amends Executive Order 75-5 and is hereby incorporated into this contract as if set forth in full herein. During the performance of this contract, Contractor shall not discriminate against any employee, client, or any other individual in any way because of that person’s age, race, creed, color, religion, sex, disability, or national origin. (Arizona Executive Order 2009-09 can be downloaded from the Arizona Memory Project at http://azmemory.azlibrary.gov/cdm/singleitem/collection/execorders/id/680/rec/1.) 10.29 WRITTEN CERTIFICATION PURSUANT to A.R.S. § 35-393.01 If vendor engages in for-profit activity and has 10 or more employees, and if this agreement has a value of $100,000 or more, vendor certifies it is not currently engaged in, and agrees for the duration of this agreement to not engage in, a boycott of goods or services from Israel. This certification does not apply to a boycott prohibited by 50 U.S.C. § 4842 or a regulation issued pursuant to 50 U.S.C. § 4842. 10.30 CERTIFICATION REGARDING DEBARMENT AND SUSPENSION 10.30.1 The undersigned (authorized official signing on behalf of the Contractor) certifies to the best of his or her knowledge and belief that the Contractor, its current officers, and directors: 10.30.1.1 are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from being awarded any contract or grant by any United States department or agency or any state, or local jurisdiction; 10.30.1.2 have not within a three-year period preceding this contract: 10.30.1.2.1 been convicted of fraud or any criminal offense in connection with obtaining, attempting to obtain, or as the result of performing a government entity (Federal, State or local) transaction or contract; or 10.30.1.2.2 been convicted of violation of any Federal or State antitrust statutes or conviction for embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property regarding a government entity transaction or contract; 10.30.1.3 are not presently indicted or criminally charged by a government entity (Federal, State or local) with commission of any criminal offenses in connection with obtaining, attempting to obtain, or as the result of performing a government entity public (Federal, State or local) transaction or contract; 10.30.1.4 are not presently facing any civil charges from any governmental entity regarding obtaining, attempting to obtain, or from performing any governmental entity contract or other transaction; and 10.30.1.5 have not within a three-year period preceding this contract had any public transaction (Federal, State or local) terminated for cause or default. SERIAL 210231-ITN 10.30.2 If any of the above circumstances described in the paragraph are applicable to the entity submitting a bid for this requirement, include with your bid an explanation of the matter including any final resolution. 10.30.3 The Contractor shall include, without modification, this clause in all lower tier covered transactions (i.e. transactions with subcontractors or sub-subcontractors) and in all solicitations for lower tier covered transactions related to this contract. If this clause is applicable to a subcontractor or sub-subcontractor, the Contractor shall include the information required by this clause with their bid. 10.31 VERIFICATION REGARDING COMPLIANCE WITH A.R.S. § 41-4401 AND FEDERAL IMMIGRATION LAWS AND REGULATIONS 10.31.1 By entering into the contract, the Contractor warrants compliance with the Immigration and Nationality Act (INA using E-Verify) and all other Federal immigration laws and regulations related to the immigration status of its employees and A.R.S. § 23-214(A). The Contractor shall obtain statements from its subcontractors certifying compliance and shall furnish the statements to the procurement officer upon request. These warranties shall remain in effect through the term of the contract. The Contractor and its subcontractors shall also maintain Employment Eligibility Verification forms (I-9) as required by the Immigration Reform and Control Act of 1986, as amended from time to time, for all employees performing work under the contract and verify employee compliance using the E-Verify system and shall keep a record of the verification for the duration of the employee’s employment or at least three years, whichever is longer. I-9 forms are available for download at www.uscis.gov. 10.31.2 The County retains the legal right to inspect documents of Contractor and subcontractor employees performing work under this contract to verify compliance with paragraph 10.31.1 of this section. Contractor and subcontractor shall be given reasonable notice of the County’s intent to inspect and shall make the documents available at the time and date specified. Should the County suspect or find that the Contractor or any of its subcontractors are not in compliance, the County will consider this a material breach of the contract and may pursue any and all remedies allowed by law, including, but not limited to: suspension of work, termination of the contract for default, and suspension and/or debarment of the Contractor. All costs necessary to verify compliance are the responsibility of the Contractor. 10.32 CONTRACTOR LICENSE REQUIREMENT The Contractor shall procure all permits, insurance, and licenses, and pay the charges and fees necessary and incidental to the lawful conduct of his/her business, and as necessary complete any requirements, by any and all governmental or non-governmental entities as mandated to maintain compliance with and remain in good standing. The Contractor shall keep fully informed of existing and future trade or industry requirements, and Federal, State, and local laws, ordinances, and regulations which in any manner affect the fulfillment of a contract and shall comply with the same. Contractor shall immediately notify both Office of Procurement Services and the department of any and all changes concerning permits, insurance, or licenses. 10.33 INFLUENCE 10.33.1 As prescribed in MC1-1203 of the Maricopa County Procurement Code, any effort to influence an employee or agent to breach the Maricopa County Ethical Code of Conduct or any ethical conduct, may be grounds for disbarment or suspension under MC1-902. SERIAL 210231-ITN 10.33.2 An attempt to influence includes, but is not limited to: 10.33.2.1 A person offering or providing a gratuity, gift, tip, present, donation, money, entertainment or educational passes or tickets, or any type of valuable contribution or subsidy that is offered or given with the intent to influence a decision, obtain a contract, garner favorable treatment, or gain favorable consideration of any kind. 10.33.3 If a person attempts to influence any employee or agent of Maricopa County, the chief procurement officer, or his designee, reserves the right to seek any remedy provided by the Maricopa County Procurement Code, any remedy in equity or in the law, or any remedy provided by this contract. 10.33.4 ABSOLUTELY NO CONTACT BETWEEN THE RESPONDENT AND ANY COUNTY PERSONNEL, OTHER THAN THE OFFICE OF PROCUREMENT SERVICES, IS ALLOWED DURING THE SOLICITATION PROCESS UNLESS THE COMMUNICATION IS IN REGARD TO PRE-EXISTING BUSINESS WITH THE COUNTY. ANY COMMUNICATIONS REGARDING THE SOLICITATION, ITS PARTICIPANTS, OR ANY DOCUMENTATION PRIOR TO THE CONTRACT AWARD MAY BE GROUNDS FOR DISMISSAL OF THE RESPONDENT FROM THE EVALUATION PROCESS. 10.34 CONFIDENTIAL INFORMATION 10.34.1 Any information obtained in the course of performing this contract may include information that is proprietary or confidential to the County. This provision establishes the Contractor’s obligation regarding such information. 10.34.2 The Contractor shall establish and maintain procedures and controls that are adequate to assure that no information contained in its records and/or obtained from the County or from others in carrying out its functions (services) under the contract shall be used by or disclosed by it, its agents, officers, or employees, except as required to efficiently perform duties under the contract. The Contractor’s procedures and controls, at a minimum, must be the same procedures and controls it uses to protect its own proprietary or confidential information. If, at any time during the duration of the contract, the County determines that the procedures and controls in place are not adequate, the Contractor shall institute any new and/or additional measures requested by the County within 15 business days of the written request to do so. 10.34.3 Any requests to the Contractor for County proprietary or confidential information shall be referred to the County for review and approval, prior to any dissemination. 10.35 PUBLIC RECORDS Under Arizona law, all offers submitted and opened are public records and must be retained by the County at the Maricopa County Office of Procurement Services. Offers shall be open to public inspection and copying after contract award and execution, except for such offers or sections thereof determined to contain proprietary or confidential information by the Office of Procurement Services. If an offeror believes that information in its offer or any resulting contract should not be released in response to a public record request, under Arizona law, the offeror shall indicate the specific information deemed confidential or proprietary and submit a statement with its offer detailing the reasons that the information should not be disclosed. Such reasons shall include the specific harm or prejudice which may arise from disclosure. The records manager of the Office of Procurement Services shall determine whether the identified information is confidential pursuant to the Maricopa County Procurement Code. SERIAL 210231-ITN 10.36 INTEGRATION This contract represents the entire and integrated agreement between the parties and supersedes all prior negotiations, proposals, communications, understandings, representations, or agreements, whether oral or written, expressed, or implied. 10.37 UNIFORM ADMINISTRATIVE REQUIREMENTS By entering into this contract, the Contractor agrees to comply with all applicable provisions of Title 2, Subtitle A, Chapter II, Part 200—UNIFORM ADMINISTRATIVE REQUIREMENTS, COST PRINCIPLES, AND AUDIT REQUIREMENTS FOR FEDERAL AWARDS contained in Title 2 C.F.R. § 200 et seq. 10.38 GOVERNING LAW This contract shall be governed by the laws of the State of Arizona. Venue for any actions or lawsuits involving this contract will be in Maricopa County Superior Court, Phoenix, Arizona. 10.39 PRICES Contractor warrants that prices extended to County under this contract are no higher than those paid by any other customer for these or similar services. 10.40 ORDER OF PRECEDENCE In the event of a conflict in the Scope of Work (Exhibit B) and the Contractor Proposal (Exhibit C), the Scope of Work (Exhibit B) shall prevail. 10.41 INCORPORATION OF DOCUMENTS The following are to be attached to and made part of this Contract: 10.41.1 Exhibit A – Vendor Information and Pricing 10.41.2 Exhibit B – Scope of Work 10.41.3 Exhibit C – Contractor Proposal 10.42 NOTICES All notices given pursuant to the terms of this contract shall be addressed to: For County: Maricopa County Office of Procurement Services 160 S. 4th Avenue Phoenix, Arizona 85003-1647 For Contractor: Tax Management Associates, Inc. Attn: Chip Cooke 5121 Parkway Plaza Boulevard Charlotte, NC 28227 SERIAL 210231-ITN IN WITNESS WHEREOF, this contract is executed on the date set forth above. CONTRACTOR AUTHORIZED SIGNATURE PRINTED NAME AND TITLE ADDRESS DATE MARICOPA COUNTY CHAIRMAN, BOARD OF SUPERVISORS DATE ATTESTED: CLERK OF THE BOARD DATE APPROVED AS TO FORM: DEPUTY COUNTY ATTORNEY DATE SERIAL 210231-ITN EXHIBIT A VENDOR INFORMATION AND PRICING NIGP CODE: 91804, 94620 COMPANY NAME: Tax Management Associates, Inc. DOING BUSINESS AS (dba): MAILING ADDRESS: 5121 Parkway Plaza Boulevard, Charlotte, NC 28217 REMIT TO ADDRESS: TELEPHONE NUMBER: 704-847-1234 FAX NUMBER: 704-708-8400 WWW ADDRESS: www.tma1.com REPRESENTATIVE NAME: Chip Cooke REPRESENTATIVE TELEPHONE NUMBER: 704-847-1234 REPRESENTATIVE E-MAIL ADDRESS: chip.cooke@tma1.com YES NO WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO PURCHASE FROM THIS CONTRACT: WILL ACCEPT PROCUREMENT CARD FOR PAYMENT PAYMENT TERMS: [ X] NET 30 DAYS 1.0 PRICING: 1.1 Cost per audit performed per Exhibit 3 FCV Range 1.1.1 Cost per audit account performed (Class S) $650.00 $0 to $125,000 1.1.2 Cost per audit account performed (Class A) $850.00 $125,000 to $400,000 1.1.3 Cost per audit account performed (Class B) $1,700.00 $400,000 - $1,000,000 1.1.4 Cost per audit account performed (Class C) $2,600.00 $1,000,000 - $5,000,000 1.1.5 Cost per audit account performed (Class D) $7,000.00 $5,000,000 - $10,000,000 1.1.6 Cost per audit account performed (Class D2) $8,000.00 $10,000,000 - $20,000,000 1.1.7 Cost per audit account performed (Class D3) $12,000.00 $20,000,000 and up 1.1.8 Cost per account for Business Personal Property Statements (AZ DOR Form 82520) processed in paper form or using the Assessor's e-file process (10,000 minimum) $17.00 1.2Hourly rate cost for State Board of Equalization hearing $200.00 1.3 Hourly rate for Trial Preparation and Expert Witness Testimony $350.00 1.4 Hourly Labor Rate for Optional Services (list as needed) $75.00 Technical Support $75.00 Staff Auditor Note: The above pricing includes all associated travel and per diem costs SERIAL 210231-ITN EXHIBIT B SCOPE OF WORK 1.0 SCOPE OF WORK 1.1 The contractor shall be responsible for conducting business personal property audits (BPPA) in accordance with the written audit program described in section 1.3.1. All requirements of this contract are the responsibility of the contractor that include but are not limited to travel, food, lodging, interview, and submission of work papers. Additionally, the contractor shall be available if requested to attend the Arizona State Board of Equalization hearings when the Board considers the omitted or incorrectly reported personal property or to provide expert witness testimony in a related court case. 1.2 The Assessor will randomly select accounts for audit based on the account Full Cash Value (FCV) as stratified in the chart below. The accounts selected will have no potential conflict of interest or prior relationship that may unduly influence the outcome or results of the audit. The number of audits requested annually may vary and will be dependent on availability of funding. The size class represents all accounts for a taxpayer. Audit Size Classes Size Class FCV Range Class S $0 to $125,000 Class A $125,000 to $400,000 Class B $400,000 to $1,000,000 Class C $1,000,000 to $5,000,000 Class D $5,000,000 to $10,000,000 Class D2 $10,000,000 - $20,000,000 Class D3 $20,000,000 and up 1.3 REQUIREMENTS Contractor shall provide all labor, supervision, mileage, meals, incidentals, materials and staff to deliver audit services as set forth below. Additionally, contractor shall provide processing of annual Business Personal Property Statements using Assessors E-file application. 1.3.1 The contractor shall develop and provide, a written audit program containing procedures for conducting BPPA’s in Maricopa County, Arizona. The purpose of this program is to guide the contractor’s staff in their work and as a means of allowing the Assessor to determine whether all appropriate procedures identified in the contractor’s audit program are complete. The audit program will be a practical guide used in the completion of a given audit, but the Assessor recognizes that some procedures may not be necessary or appropriate in all audit situations. The extent of audit procedures completed depends on the size and nature of the property owner’s business, the nature and extent of its property and the results of initial audit procedures. 1.3.2 All audits shall be performed in accordance with generally Accepted Accounting principles and Financial Accounting Standards Board requirements. Contractor shall be responsible to be aware of any administrative or legislative changes that may impact the valuation or auditing of Business Personal Property. 1.3.3 BPPA Requirements 1.3.3.1 Contractor will initiate contact with each selected account, advising the taxpayer of its selection by the County for a personal property audit and requesting access to their records and an interview to inspect property. SERIAL 210231-ITN 1.3.3.2 Contractor will perform an inspection of the property which includes a test of a sampling of property to verify the completeness and accuracy of the owner’s fixed asset records, and identify any tangible expensed items assessed as supplies on hand. Note observations in the audit work papers. 1.3.3.3 Contractor will conduct a detailed initial interview with the property owner or one or more representatives or authorized agents, who are knowledgeable regarding the financial activities, business activities and operations of the property owner. 1.3.3.3.1 interviews of a representative who lacks personal operational or accounting knowledge are not sufficient. 1.3.3.3.2 A representative with personal operational knowledge should have at least one or more year(s) of work history with the business being audited and shall be a Certified Public Accountant (CPA), senior employee with budget, accounting and finance experience, or supervisors and employees who are familiar with the business operation. 1.3.3.4 Contractor may review, compare and reconcile each account's personal property tax declaration for each relevant year with federal and state income tax returns and/or internal fixed asset records maintained by the taxpayer or other relevant records, including but not limited to audited financial statements. 1.3.3.5 Contractor will analyze the leased equipment used by each taxpayer in each relevant fiscal year. 1.3.3.6 Contractor will review the listing of items of fixed assets recorded as leasehold improvements of items the taxpayer claims to be included as realty. Contractor will review to determine if any items of personal property are not being reported. 1.3.3.7 Contractor will review the list of items purported to be out of town, declarations filed with other towns and shipping documents, examine for accuracy for items not reported and will confirm with site visit. 1.3.3.8 Contractor will review application of additional depreciation and statutory exemption, construction work in progress accounts, and reporting of rebooked assets. 1.3.3.9 Contractor will verify the authenticity and reliability of the property owner’s asset records and expense records related to the supplies on hand estimate. 1.3.3.10 Contractor will review receipts for items reported as sold or scrapped, examine and reconcile sales receipts, salvage receipts, and confirm with a site visit 1.3.3.11 Contractor will prepare and submit a detailed report to the County of each account. In all cases, whether audits reveal discrepancies or not, the Assessor will be provided a written report summarizing the procedures used, with the results and all necessary supporting documentation. 1.3.3.12 Contractor may be asked to serve as a witness or otherwise participate in the conduct of a formal administrative or judicial hearing in connection with an account appeal of any increased assessment resulting from the Auditor's efforts at no additional charge. Participation is at the sole discretion of the Assessor. SERIAL 210231-ITN 1.3.3.13 Contractor will identify omitted accounts and will report to the County information pertaining to all omitted accounts identified. 1.3.3.14 Contractor may meet formally or informally with the Assessor or his designee, upon request, at mutually agreed upon times throughout the duration of the audit program. 1.3.3.15 Contractor will complete the asset and expense analysis and schedule an exit interview within 20 days of the initial interview with the property owner or representative to discuss audit determinations and any aspects/issues of the audit that the property owner requests to discuss. 1.3.3.15.1 The contractor should make reasonable efforts to conduct the exit interview in person. 1.3.3.15.2 The contractor shall provide the Assessor’s office with a copy of the minutes of each such exit interview with work papers. 1.3.3.15.3 The contractor should notify the Assessor or his or her representative of the exit interview so they may attend the exit interview if they choose. 1.3.3.15.4 The contractor should provide the property owner or representative a short, written summary of the audit results at the exit interview or within 10 business days if adjustments need to be made and an explanation of any matters the auditor deems significant. 1.3.3.15.5 The property owner or representative may request an explanation of specific audit determinations. 1.3.3.16 If a property owner or representative does not cooperate in the scheduling of an initial interview, site visit, or exit interview, the work papers shall reflect that. 1.3.3.17 Contractor will provide a summary of assessable costs by schedule and equipment class by year of acquisition for all years audited, with supporting work paper documentation that contains a complete asset listing for the property owner and allows a reviewer to follow the auditor’s review and reconciliation process that has led to the develop of the summary. 1.3.3.18 Contractor shall document property location changes, pending property location changes, and any other business changes, such as a pending or recent sale, closing, or transfer. 1.3.3.19 Contractor shall submit the following audit workpapers electronically within 20 days of completion of the audit: 1.3.3.19.1 minutes of the initial interview with the property owner, representative who has personal operational knowledge of the financial record keeping practices for any business personal property owned, or that they have charge or control of, in Maricopa County, Arizona. 1.3.3.19.2 minutes of exit interviews. If no exit interview occurred, include documentation of attempts to schedule an interview in the work papers. SERIAL 210231-ITN 1.3.3.19.3 include the record of a personal inspection of the property owner’s location. 1.3.3.19.4 a complete and comprehensive listing of the property owner’s fixed assets including supplies on hand in Maricopa County, Arizona for the indicated tax year(s) under review, and a reconciliation between that listing and the summary of assets used to calculate the owner’s assessments. If the business has an operating history less than two years, then the audit work papers shall include information as of the dates of operation. 1.3.3.19.5 all materials which evidence the documentation and process(es) used to authenticate the listing of the owner’s fixed assets including the supplies on hand. 1.3.3.19.6 a listing of the specific procedures in the audit program actually performed. 1.3.3.19.7 the real property information used as the basis for determining the allocation of fixed assets expenditures between the real property and personal property assessments. 1.3.3.19.8 a summary of assessable costs by schedule and equipment class by year of acquisition for all years audited, application of the additional depreciation and the statutory exemption if applicable for the year(s) under review. If the business has an operating history less than two years, then the audit work papers shall include information as of the dates they were in business. 1.3.4 The contractor shall provide a separate report to the Assessor regarding changes or potential changes. Such reports shall include: 1.3.4.1 Address 1.3.4.2 Company name 1.3.4.3 Parcel and Business Personal Property ID numbers (as assigned by the Assessor) 1.3.4.4 Business personal property assets at that location 1.3.4.5 Real property buildings or other structures 1.3.5 Processing of Business Personal Property Statements (AZ DOR Form 82520) 1.3.5.1 The Contractor shall provide a per-account price to review and process business Personal Property Tax Statements. 1.3.5.2 Property statements will be provided to the Contractor either as a PDF copy of the original paper filing, or as an Excel file prepared using the Assessor’s Excel-based e-file process and compared against prior year statements to verify changes required. 1.3.5.3 The Contractor price should reflect processing of a minimum of 10,000 statements. 1.3.5.4 Contractor is not to deviate from the file format and contents within the Assessor’s Excel workbooks built for e-filers. If the contractor chooses to utilize a process outside of the Assessor’s Excel workbooks, that process should not be incorporated into the Assessor’s Excel workbooks. SERIAL 210231-ITN 1.3.5.5 When the contractor’s staff completes their review of the Excel files, they will upload the files to the web-based file sharing system in order to be retrieved by the Assessor’s office. 1.3.5.6 County will provide access to and training for its Excel-based e-file application to process business property statements. Assessor will make available Excel files through a web-based file sharing system (e.g., OneDrive), which can then be accessed and distributed to the contractor’s staff. 1.3.6 Training will include the following: 1.3.6.1.1 instruction on how the conditional formatting and formulas work within the Excel file. 1.3.6.1.2 demonstration of how to process the Excel file. 1.3.6.1.3 reference materials available on a web-based file sharing system (e.g., OneDrive) such as valuation table index and coding guidelines. 1.3.6.1.4 instruction of what to do when existing accounts are to be deleted and when new accounts must be created. 1.3.6.1.5 It will be the contractor’s responsibility to ensure that their own staff members are trained to correctly and accurately process the Excel files. SERIAL 210231-ITN EXHIBIT C CONTRACTOR PROPOSAL Executive Summary Founded in 1979, Tax Management Associates, Inc. (TMA) has grown into one of the nation’s largest and most experienced providers of revenue enhancement services for state and local government for a few simple reasons; we provide the most knowledgeable and experienced staff anywhere, we treat the taxpayer with respect and courtesy, and we ensure that our clients’ expectations and goals are met. TMA is based in Charlotte, North Carolina where it maintains its corporate headquarters. As part of our contract and commitment to Maricopa County, TMA opened a branch office in Phoenix Arizona. If selected, TMA will continue to utilize and enhance the staff working in this office for this project. In addition, TMA also has branch offices serving Brighton, Michigan; Gwinnett, Georgia; Nashville, Tennessee; and Indianapolis, Indiana. The TMA staff consists of some of the most educated and knowledgeable professionals in the field of ad valorem taxation. These experts include CPAs, MBAs, one Ph.D. and Personal Property Specialist (PPS) designees. TMA’s staff includes over 60 full time auditors who are backed by support staff, IT professionals, and a management team with over 500 client engagements either completed or in progress. For much of TMA’s existence, TMA’s core business has revolved around personal property auditing for local jurisdictions. For over 30 years, TMA has performed these services for over five hundred (500) state and local government clients in twenty-three (23) states including the State of Arizona. For over 10 years, we have conducted projects in the following Arizona counties: Coconino, Gila, Graham, Maricopa, Pima, Pinal, Yavapai, and Yuma. Our Outsourcing service assists jurisdictions faced with retirements, asset reallocation, or budget deficits, as an ideal staffing solution. From processing personal property returns to listing, to billing, to discovery, and audit, our staff successfully performs all facets of a project so your office staff can concentrate on other value-added initiatives. With more than 40 years of experience in the property tax industry, TMA can provide experts to supplement your local tax office. In addition to Business Personal Property Auditing and Outsourcing Consulting Services, TMA also performs the following services: Our Services: Discovery of Non-Reporting Businesses Hotel/Motel Tax Audits Public Utility Audits, Appraisals on Locally Assessed Properties Sales and Use Tax Audits Gross Receipts Audits Franchise and License Fee Audits Short Term Rental Tax Audits Homestead Exemption Audits Special Ad Valorem Projects Customized Software Solutions SERIAL 210231-ITN TMA’s Discovery service utilizes our internal IT division to locate and record information on all businesses, new and old, within your jurisdiction. Our Discovery service ensures that all business owners are identified and listing, thereby increasing confidence in the tax process and alleviating the tax burden from long standing business owners. In addition to TMA’s audit and outsourcing consulting staff, TMA has fully staffed call centers in Brighton, Michigan and Charlotte, North Carolina to assist in TMA’s Discovery Services, Homestead Exemption Audit Services, and Outsourcing Services. These two groups use the latest technology and Voice Over Internet Protocol (VOIP) phone systems to provide a level of taxpayer service second to none. Supporting Software & Services In addition to performing audits, TMA is also known for creating innovative software for assessing officials. Tax Management Associates’ Cost Analysis Valuation System (CAVS) is an online valuation guide that provides thousands of personal property items represented in hundreds of documented businesses. This product allows you to move away from arbitrary and capricious valuations to establish both fair and defensible values using cost data. TMA designed CAVS to be an easily accessible, dynamic solution. It relies on a line by line items of cost data to assist Assessor in arriving at reliable valuations for smaller businesses. Each business type within the CAVS system is capable of customization including: adding or removing items of cost, modifying costs within line items, adjusting the total figure up or down by set percentages and pre-selecting specific ranges according to quality or size. Taxscribe® is an online portal for taxpayers to expedite the filing process of business personal property taxes. Benefiting taxpayers and assessing officers alike, the electronic form eases entry and validates data to eliminate incorrect figures, unsigned documents, and paper waste. This customized solution provides the jurisdiction a streamlined review and acceptance process with cleaner incoming filings, online views, workflow processing, and direct messaging. We also offer online access to TMA’s portal, Informer, keeping you up to date on all of your TMA services. Informer provides real-time updates, statistics, and detailed information for each service provided to your jurisdiction including Audit, Discovery and Homestead services. General Approach & Methodologies Processes and Deliverables 1. Establish Scope and Expected Results TMA executives and audit managers will meet with County representatives to establish the actual scope document associated with this project. The scope document will identify the high-level objectives as well as the expected volume and timeline for completion. TMA will offer up a management and audit team to meet these objectives and both parties will sign off on the scope document. 2. Decide on Deliverables Format and Timeline TMA will, at the same time as the scope document, decide with the County on the number and format of deliverables to be expected during the project. These items may include audit correspondence, templates, summaries and other audit documentation as well as agreed upon management reports. A timeline for delivery will be established including weekly, monthly, quarterly and annual submissions of work deliverables. 3. Pull Files for Audit The County will pull the requisite number of files previously agreed upon and submit to TMA for the initial phases of processing returns and audits including data recording and first correspondence with the taxpayer. The number of files will be determined from the scope document formed in Process 1. However, should the County wish to change or modify the number of deliverables, TMA will be open to scope change at this time. SERIAL 210231-ITN 4. Perform Processing Returns and Business Personal Property Audits Assigned TMA outsourcing and audit and support staff will begin the process of completing all of the personal property returns and audits presently assigned to it for the given period. This will include standard audit procedures including requesting information from the taxpayer (POS reports, cash register tapes, monthly income statements, sales ledgers, accounting reports, federal tax returns, and profit & loss statements) and ultimately beginning the reconciliation process. Once the audit is completed, a summary report will be generated and sent to the County’s representative for review. 5. Conduct Weekly Calls and Monthly Reviews TMA managers will conduct weekly phone calls to update the County on progress with the program and identify any potential problems. More formal monthly updates may be held as deemed necessary by the County. Business Personal Property Audit Methodology Since 1987, TMA has been in the business of performing compliance reviews on businesses for state and local government. The process of verifying taxes filed by businesses and individuals ensures equity and uniformity in the tax system. It is also an important tool to maximize revenues legally owed to the jurisdiction in question. Without such checks in place, fraud, waste, and abuse are most certainly going to occur whether by accident or by design. The following methodology explains in detail the steps to completion for a successful compliance program. These steps are typically initiated regardless of the type of account being examined: 1. Notify the Taxpayer TMA will prepare a form letter to be mailed to the assigned account. This letter will be forwarded to the County for proper signature and for mailing. This letter informs the taxpayer of an intended audit and advises the taxpayer that a TMA representative will be making contact for scheduling the audit date. 2. Make initial contact with the Taxpayer A TMA representative will contact the taxpayer by telephone to determine the individual with whom the auditor should be speaking regarding the scheduling of an audit appointment and the place at which the financial accounting records are located. Once the proper individual and the place at which the accounting records are located are determined, the TMA representative will consult with the applicable party to determine an appointment date and to respond to questions. At this time, discussions will usually relate to the type of financial documentation that will be required for audit completion. TMA places emphasis on cooperating with taxpayers and scheduling audit appointments at the convenience of the taxpayer, provided the elapsed time is within reason. 3. Prepare Confirmation Letter Once the appointment has been made by phone, TMA creates a letter to the taxpayer to confirm the appointment date and time. This letter also notifies the Assessor of the scheduled audit, the name of the auditor and the place at which the audit will be performed. The letter is created on the Assessor’s letterhead for authorized signature. 4. Audit Performance According to internal TMA audit rules, it is imperative that the auditor arrives on time as scheduled, dressed appropriately, and prepared to perform the audit. Any delay should promptly be communicated to the taxpayer and the project manager and the reason for delay adequately explained. SERIAL 210231-ITN Upon arrival, the auditor usually has a meeting with the taxpayer and/or his/her representatives, to explain TMA's relationship with the County Assessor and Project Manager. The auditor also utilizes this time to ask questions regarding their accounting records and accounting policies. A walk-through of the facility where the personal property is located may take place at this time. Notes will be taken regarding observations throughout the walk-through. The auditor will review applications of additional depreciation where applicable, review property application of statutory exemption, review construction in progress, and reporting review of rebooked costs. The taxpayer, or knowledgeable business representative, usually participates in the verification of information contained in their listings as the auditor moves forward with the audit. The auditor will request additional information if needed and respond to any questions the taxpayer may have regarding the findings. The taxpayer is also advised that a complete summary of the findings will be forwarded along with any proposed assessment. If the audit results in a finding of listing compliance, the taxpayer is informed, thanked for their time, and advised that a letter will be mailed to confirm the findings. 5. Prepare Audit Report for Assessor Upon the auditor’s return to their workplace, a report, inclusive of checklists and details, is prepared for the project manager for review and approval. This summary will contain a breakdown of all business assets by year and proper schedule classification. Upon approval, a letter that fully explains the audit findings is prepared and forwarded to the County Assessor. This letter is considered a "Position Letter." The Assessor and Project Manager review the findings and is responsible for final determination prior to any notice being mailed to the taxpayer. If there are adjustments needed, the auditors will be advised and will respond accordingly. Upon approval, the letter is initialed and returned to TMA for the final draft of notice to the taxpayer. TMA will also include property location changes, impending property location change, when applicable, or other business changes such as impending close. This information will be submitted to the Assessor when received by TMA in order to adequately document changes in property. 6. Prepare Notice of Audit findings for taxpayer Upon completion of final audit findings as approved by the Assessor, a notice will be prepared for mailing to the taxpayer. This notice will be prepared on the Assessor’s letterhead and signed by the Assessor or Project Manager. This letter represents a detailed analysis of the audit findings and defines the errors or omissions causing any proposed additional assessments by classes of assets. In addition, the taxpayer is advised of the appeal procedures to be followed if an exception is taken to the findings or proposed assessment. TMA defends its audit findings throughout all appeal processes. 7. Audit Follow-up If the taxpayer files an exception to the audit findings, the auditor will review any claim or documentation the taxpayer provides to support a change in the audit findings including an updated review of the accounting records to verify additional data. The auditor will adjust the audit findings accordingly if justified and approved by the Assessor. It is rare for any assessment generated from a TMA audit to be appealed further than the administrative level. 8. On-site Reviews It is TMA's practice to conduct a walk-through of the facility where the audited personal property is located whether or not required by contract. This process will be performed on all field audits performed by TMA audit staff. 9. Defense of Audit Findings TMA will provide the Assessor’s Office or its legal counsel, representation and/or testimony on behalf of the Assessor’s Office as an expert witness during appeals and/or litigation regarding the audit findings. SERIAL 210231-ITN Management Reports TMA provides internal and external status reports regarding audit status. TMA maintains an internal database of all audit activity, and TMA has dedicated staff able to provide custom reports to your jurisdiction. The following picture shows TMA’s internal system, Athena. Athena tracks projects by state, jurisdiction, and contract. Each detailed record is kept within a line item detailing the record number, taxpayer name, audit size, discovery result, current status, and value of the discovery. TMA’s external system, Informer, is available to provide real-time updates to clients, keeping them up to date on all TMA services. Administration and Processing of e-Filed Personal Property Returns Maricopa County is seeking services to assist in the processing of personal property Statements (AZ DOR Form 82520) received through its E-filing system. This includes identifying and processing assigned Excel spreadsheets received during the listing period from January to May. TMA is currently performing this service for Maricopa County as well as operating similar programs in jurisdictions in other states with tremendous success. TMA is currently staffed for comprehensive listing administration programs under separate and distinct staffs within the company. TMA’s size (160 professionals) allows it to split its services into distinct units under dedicated management in order to concentrate on the task at hand. TMA believes that it is the only company in the country that has dedicated staff for each of the areas found within this ITN. TMA staff will process assigned business personal property statement returns filed using the Maricopa County Assessor’s Office E-filing system. Maricopa will provide TMA with an E-file “template” for each taxpayer in Excel format. This template includes taxpayer-provided data as of current lien date, previously filed data with historical asset coding, account and location information, and template for placement of current assets to be imported into Maricopa’s CAMA system. SERIAL 210231-ITN TMA will perform the following functions on the assigned E-filed personal property statements: Organize and format taxpayer asset listing to work with Maricopa’s E-file template. This would include combining taxpayer’s electronic asset listing(s) into a singular list for purposes of importing into the County’s template. Compare current data with previously filed data to carry forward historical asset coding and identify new acquisitions. Code new acquisitions in accordance with Arizona DOR guidelines using Maricopa “Trend Coding.” Verify address information for new account assignment or account deletion to be performed by Maricopa staff. Submit completed templates to Maricopa for review and approval. TMA would consider the following items out of scope: Processing of paper filed returns Contacting taxpayers for additional information Training Program TMA offers to train the personnel of the jurisdiction in every aspect of the business personal property audit process from reviewing and benchmarking returns to audits on Fortune 500 corporations. This training comes at no additional cost to the jurisdiction and we feel it is necessary to complete the audit program. Staff will be encouraged to join TMA auditors on audits from time-to-time and learn the methodologies of auditing and the different approaches used to complete a full-scale audit program. TMA will also train the jurisdiction in all aspects of TMA’s ad valorem expertise including, but not limited to: discovering non-listing entities, verification of all self-assessed taxes, and working with taxpayers on difficult issues. This training may be one-on-one or in a classroom setting. Customer Service and Public Relations TMA places the utmost importance on customer service and public relations. TMA prides itself on its comprehensive public relations program and the professional manner in which TMA treats the individual taxpayer. TMA’s objective has always been to deliver a successful revenue enhancement project that the jurisdiction can be proud of when communicating with its constituents and peers. TMA understands that interactions with taxpayers need to be professional and courteous, while also achieving the goals of the project. TMA has the know-how to successfully manage these taxpayer interactions and strives to create a positive experience at every opportunity. TMA’s goal is to always remain professional and understanding while educating and helping taxpayers to fulfill applicable tax requirements as well as helping them complete the process and conducting an exit interview with the taxpayer to reconcile findings. We consider ourselves to be the client’s number one ambassador and would adhere to all customer service requirements and standards as required by Maricopa County. TMA considers customer service to be a top priority. TMA will use the following customer service guidelines in executing the proposed solution: ● Taxpayers will be able to reach TMA representatives via email or a toll-free 800 number. TMA has a fully staffed call center available to handle high call volume. Additionally, TMA does not implement an Interactive Voice Response (IVR) system, meaning that every call is answered by a person. Our research has shown that customer satisfaction drops the longer an individual is sent through a recording tree. Therefore, we do not use that technology. ● Given the sensitive nature of taxpayer issues, TMA customer service representatives are given extensive training in customer service, so that they are equipped to handle the most difficult taxpayer scenarios. TMA representatives are always taught not to assume guilt, but to ask questions and clarify. ● As TMA understands that each jurisdiction has its own laws, requirements, and SERIAL 210231-ITN preferences, each employee continually undergoes training on the unique requirements for each jurisdiction. This ensures that employees provide accurate information to the taxpayers they are helping. ● TMA continually sets customer service goals for its employees. Additionally, all phone calls are recorded for quality assurance and training purposes and are periodically monitored to check for potential issues. ● TMA continuously trains and retrains employees to address any issues and to ensure and maintain the highest level of professionalism in all taxpayer interactions. Project Personnel TMA employs only the highest quality professionals to participate in its audit engagements, including CPAs, PPS designees, and other similar accounting and investigative experts. TMA’s full-time auditors and investigators are backed by support staff, IT professionals, and a management team with over 500 client engagements either completed or in process. The TMA staff goes through a rigorous training regimen beginning with the initial employment screening of qualified accounting majors or individuals with similar experience. Employees are required to apprentice under experienced TMA staff and constantly gain valuable insight through continuing education, in-house training seminars, and state specific certification. Our auditors are considered the most experienced and professional in the nation. TMA also travels to the taxpayer’s corporate headquarters for our audits where necessary to ensure the highest level of quality service. This gives our auditors the chance to sit down with taxpayers, discuss the relevant issues, educate in local statutes/ordinances, and ultimately resolve any outstanding issues. By meeting face to face with taxpayers, TMA may assure the jurisdiction that its taxpayers are treated with dignity and respect during the entire process. Management Personnel Profiles Richard H. (Chip) Cooke, Jr., MBA – Chief Executive Officer Chip Cooke will oversee the project through the scope establishment and contract assignment phase of the engagement. Chip will work with key County personnel to make sure that the engagement is underway according to the County’s time schedule and goals. Chip has been with TMA since 1994 and holds an MBA from Wake Forest University. Mark C. Cooke, Ph.D. – Chief Innovations Officer Dr. Mark Cooke has been with TMA since 2004 and serves as Chief Innovations Officer, including Legal Residence Exemption Audit, Homestead Exemption Audit, Outsourcing, and Discovery Service programs for the company. Mark received his Ph.D. from the University of Connecticut and utilizes his experience to manage all of TMA’s complex ad valorem solutions for state and local government. Tom Tucker – Chief Operations Office, PPS Tom Tucker is the Chief Operations Officer and has had oversight responsibilities for every TMA audit engagement since 1987. In addition, Tom is an expert auditor who will personally oversee any particularly large or complex audits. Tom holds IAAO’s prestigious PPS designation (Personal Property Specialist), one of only a handful in the United States today. Dale Baker – Deputy Chief Operations Officer Dale Baker currently oversees all of TMA’s existing audit engagements. Dale has been with TMA since 1989. He is a seasoned auditor who may work with TMA field auditors on select engagements requiring his expertise. Dale will oversee the overall project in conjunction with a TMA branch office manager. SERIAL 210231-ITN Supervisory & Project Staff Renato Berisha – Personal Property Regional Manager Renato is responsible for overseeing operations in the state of Arizona. Additional responsibilities include comprehensive reconciliations of personal property for TMA’s Audit Division. Duties also include the training of new audit personnel, handling of complex appeals, and education and training of jurisdiction staff to all aspects of personal property administration and accounting techniques. Al Consiglio – Director, Special Projects Al started with TMA in 2003 and is responsible for managing special projects including Outsourcing Projects. Al reviews all files and is in charge of personnel issues for auditors. He is the liaison between TMA and the local jurisdictions. He will also assist in conducting appeals. Jennifer Hoskins – Special Projects Manager Jennifer has worked in the personal property industry for over 20 years and has been with TMA for 16 of them. Jennifer has worked in TMA’s Business Personal Property Audit Division, Information Technology, Sales & Marketing Division, and the Special Projects Division where she is heavily involved in TMA’s Administrative Outsourcing Projects. Jennifer is involved with technology implementation and creates state-specific templates for use by TMA’s audit staff to complete audits based on client specifications. Arizona Project Personnel April Feliciano – Lead Manager April will serve as the Maricopa Lead Manager and Senior Auditor. Vianey Lopez – Senior Auditor Liz Palm – Senior Auditor Senior Auditor associates will analyze the financial information and conduct a cost reconciliation on the business personal property schedule under review. This analysis will include but is not limited to reviewing – chart of accounts, trial balances, general ledgers, depreciation schedules, profit and loss statements, income statements, lease agreements and a site visit of the facility. Senior Auditor associates will conduct interviews with the taxpayer or agent to determine that all appropriate information has been provided. Once the review has been completed, an exit interview with the taxpayer or agent will be conducted to share the results of the review. They will be in contact with the jurisdiction to determine any real verse personal property issues should they arise.