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HomeMy WebLinkAboutTAX MANAGEMENT ASSOCIATES CONTRACT CALVIN HICKS ,~ ..~." BUSINESS PERSONAL PROPERTY CONSULTING SERVICES BETWEEN AUGUSTA, GEORGIA AND TAX MANAGEMENT ASSOCIATES, INC. THIS AGREEMENT, entered this . f/ day of 1. !l4iJ!~ ' 2007, by and between AUGUST A, GEORGIA, a political subdivision of the State of Georgia (hereinafter referred to as "COUNTY"); and TAX MANAGEMENT ASSOCIATES, INC. (hereinafter referred to as "CONTRACTOR"), organized and existing under the laws of North Carolina and authorized to do business in the State of Georgia, shall constitute the terms and conditions under which the Contractor shall provide Business Personal Property Consulting Services to be implemented by the Richmond County Board of Assessors under the guidance of the Chief Appraiser. WITNESSETH: That for and in consideration of the mutual covenants and agreements herein set forth, the County and the Contractor hereby agree as follows: ARTICLE I. AGREEMENT TIME The services to be performed under this Agreement shall commence after receipt of written notice to proceed, and shall be for the period ending December 31, 2008 and County shall have the right to renew the Agreement on a yearly basis thereafter, provided the County provides at least 30 days advance written notice of its intent not to renew this Agreement. ARTICLE II. SCOPE OF WORK ," The Contractor agrees to provide Business Personal Property Consulting Services including, but not limited to the Discovery of Non-Listing Businesses within Augusta - Richmond County and Business Personal Property Auditing Services on an as needed basis, and as more fully described on Exhibit "A". ARTICLE III. FEES FOR SERVICES County shall pay Contractor for basic services performed: 1. Discovery of Non-Listed Businesses Discovered Account Size Range Fee $7,501 - $19,999 $20,000 - $49,999 $50,000 and greater $100.00 $200.00 $350.00 Fees for discovered businesses will only be invoiced after the discovered account has been billed and collected by County for collection of current and prior year's assessments. The discovered account size range will be the higher of the adjusted and final assessment for the current or preceding tax year.. 2. Business Personal Property Audits Account Class Account Range Per Audit Fixed Fee A B C $50,000 - $399,999 $400,000 - $999,999 $1,000,000 - $4,999,999 $500.00 $1,400.00 $2,200,00 2 D E $5,000,000 - $19,999,999 $20,000,000 and Greater $5,200,00 $8,500.00 ," Individual per audit fixed fees shall be payable by the County forty-five (45) days following the later of the completion of the audit or the expiration of the taxpayer appeal rights. The per audit fixed fee shall be based on the account size range, as established by the adjusted and final assessment, for the current or preceding tax year The Contractor shall submit to the County monthly statements which indicate the progress of the work and the number of either discovered businesses or fixed fee audits completed and submitted to County tol date of statement. The County will then make payment based upon the work complet~d and accepted by the County, as determined by I the County. In case of termination of the Agreement before completion of the work, the Contractor will be paid only for the Jork completed as of the date of termination as I determined by the County. No additional remuneration wi'll be allowed for an extension of time, unless authorized by the County through an ap~roved agreement amendment. I ARTICLE IV. GENERAL CONDITIONS I A. Accuracy of Work I I The Contractor shall be responsible for the accuracy of work and any error and/or omission made by the Contractor in any: phase of the work under this Agreement. I B. Additional Work I I If the Contractor is asked by thel County to perform work beyond the scope of this Agreement for which payment is desired, he shall notify the County in writing, state the I work is considered outside the basic scope of work of this Agreement, give a proposed I cost for the additional work, and obtain approval in writing from the County prior to I performing the additional work for which he is to be paid. The County shall in no way be I 3 C. Ownership of Documents held liable for any work performed under this section which has not first been approved in writing by the County. All documents, including reports, drawings, estimates, specifications, and data are and remain the property of the County, The Contractor agrees that the County may reuse any and all plans, specifications, drawings, or any other data or documents described herein in its sole discretion without first obtaining permission of the Contractor and without any payment of any monies to the Contractor therefore. However, any reuse of the documents by the County for a different property address shall be at its risk and the Contractor shall have no liability where such documents are reused, D. Successors and Assigns The County and the Contractor each binds himself and his partners, successors, executors, administrators, and assigns to the other party of this Agreement and to the partners, successors, executors, administrators, and assigns of such other party, in respect to all covenants of this Agreement; except as above, neither the County nor the Contractor shall assign, sublet, or transfer his interest in this Agreement without the written consent of the other. Nothing herein shall be construed as creating any personal liability on the part of any officers or agent of the County, nor shall it be construed as gIVIng any rights or benefits hereunder to anyone other than the parties to this Agreement. E. Reviews and Acceptance Work performed by the Contractor shall be subject to review and acceptance in stages as required by the County. Acceptance shall not relieve the Contractor of his professional obligation to correct, at his own expense, any errors in the work. 4 Tax Management Associates, Inc. 2225 Coronation Blvd. Charlotte, North Carolina 28227 Attn: Richard H. Cooke, Jr. F. Termination of Agreement The County may unilaterally terminate this Agreement, in whole or in part, for the County's convenience, or because of failure of the Contractor to fulfill the obligations of this Agreement in any respect. The County shall terminate by delivering to the Contractor, with at least thirty (30) days notice, a Notice of Termination specifying the nature, extent, and effective date of termination. If terminated by the County, the written notice shall be sent to the Contractor, addressed as follows: All notices sent to the above address shall be binding upon the Contractor unless said address is changed by the Contractor in writing to the County, In the event of termination, County shall pay the sum of $25.00 for each account deemed in process and for completed accounts, fees shall be payable in accordance with the terms and conditions provided for in this Agreement. For the Discovery Program, an account deemed to be in process shall be an account that has received a mailing from Contractor stating the need to submit a Business Personal Property Tax Return. For the Business Personal Property Audit Program, an account deemed to be in process is an account that has received an appointment letter from the Contractor. G. Indemnification Agreement As between the County and the Contractor as the other party, the Contractor shall assume responsibility and liability for any damage, loss or injury, including death, of any kind or nature whatever to person or property, including employees and property of the County, caused by or resulting from any error, or omission of the Contractor, or the negligent act of the Contractor or its subcontractors or any of their officers, agents, 5 servants, or employees, arising from the performance of the work under this Agreement. The Contractor shall defend, indemnify, and hold harmless the County and all of its officers, agents, servants, or employees from and against any and all claims, loss, damage, charge, or expense to which they or any of them may be put or subjected by reason of any such damage, loss, or injury. The Contractor expressly agrees to defend against any claims brought or actions filed against the County, where such claim or action involves, in whole or in part, the subject of the indemnity contained herein, whether such claims or actions are rightfully or wrongfully brought or filed. H. Insurance The Contractor shall furnish the following along with the Agreement documents sent to the County for execution: 1. Certificates of Insurance In compames doing business In Georgia and acceptable to the County covering: (a) Statutory Workers' Compensation Insurance, or proof that the Contractor is not required to provide such coverage under State law; (b) Professional Liability Insurance on the Contractor's servIces In this Agreement with limit of $1 ,000,000; (c) Comprehensive Liability Insurance coverIng all operations and automobiles: (1) With limits of $300,000 each occurrence for bodily injury - general liability coverage, and with limits of $100,000 each person and $300,000 each occurrence - automobile liability coverage. 6 (2) With limit of $100,000 property damage each occurrence - general liability coverage and automobile liability coverage 2. Certificates of Insurance must be executed In accordance with the following provisions: (a) Certificates to contain policy number, policy limits, and policy expiration date of all policies issued in accordance with this Agreement; (b) Certificates to contain the location and operations to which the insurance applies; (c) Certificates to contain Contractor's protective coverage for any subcontractor's operations; (d) Certificates to contain Contractor's contractual insurance coverage; ( e) Certificates are to be issued to: Augusta, Georgia C/O Richmond County Board of Assessors Attention: Chief Appraiser Room 102 530 Greene St. Augusta, GA 30911 3. The Contractor shall be wholly responsible for securing certificates of insurance coverage as set forth above from all sub-contractors who are engaged in this work. 4. The Contractor agrees to carry statutory Workers' Compensation Insurance and to have all subcontractors likewise carry statutory Workers' Compensation Insurance, 7 1. Georgia Laws Govern This Agreement shall be governed by and construed and enforced in accordance with the laws of Georgia. J. Venue This Agreement shall be deemed to have been made and performed in Augusta, Georgia. For the purposes of venue, all suits or causes of action arising out of this Agreement shall be brought in the courts of Richmond County, Georgia. K. Modification This Agreement may be modified or amended by the County to reduce the scope of work or project description upon seven (7) days written notice; the written notice shall be sent to the Contractor addressed as follows: Tax Management Associates, Inc. 2225 Coronation Blvd. Charlotte, NC 28227 Attn: Richard H. Cooke, Jr. All notices sent to the Contractor's address shall be binding upon the Contractor unless said address is changed by the Contractor in writing to the County. L. County Representative The County hereby designates the Chief Appraiser as the representative through whom the Contractor will contact the County. Such representative shall be consulted and his written recommendation obtained before any request for extra work is presented to 8 the Augusta - Richmond County Board of Commissioners. Payments to the Contractor shall be made only upon itemized bill submitted to and approved by said representative. I M. Contractor's Status The relationship between the County and the Contractor shall be that of owner and independent contractor. N. Sole Agreement This Agreement constitutes the sole agreement between the parties. No representations oral or written not incorporated herein shall be binding on the parties. No amendment or modifications of this Agreement shall be enforceable unless approved by action of the Board of Commissioners of Augusta, Georgia. THIS SECTION IS LEFT BLANK INTENTIONALLY 9 By: ~l~~ .\\- ~ .~. Rich~. Cooke Its: President By: ~1~ Charles F. Smith Chairman, IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in two (2) counterparts, each to be considered as an original by their authorized representative, the day and date hereinabove written, TAX MANAGEMENT ASSOCIATES, INC. RICHMOND COUNTY BOARD OF ASSESSORS AUGUSTA, GEORGIA mR Its: Clerk of Commission Attest: Its: 10 11 I' ." EXHIBIT" A" Contractor shall perform as a minimum the following in regards to the above mentioned services: A. Discovery of Non-Listing Businesses 1. Collect electronic information from the local jurisdiction Contractor will acquire from the County an electronic copy of the business personal property tax returns and commercial and industrial real parcel information. This information will include for each business currently filing a rendition in the jurisdiction the business name, owner name, "doing business as" information, property address, mailing address, parcel identification number, and such like information that Contractor may reasonably request and which is reasonably available to County and is publicly disclosable, which will help the Contractor identify unique business establishments and their locations. 2. Contractor will create a custom relational database architecture and discovery program protocol Contractor will create a relational database used to store, sort, and query all applicable information throughout the discovery project. This is a type of "data mining" project which uses various resources to discover businesses. Contractor maintains the hardware and develops the software necessary for this stage of the project in-house, and uses these resources to provide the jurisdiction with reports on discovered businesses for follow-up. 3. Collection of electronic information Contractor will collect information from a variety of database and electronic resources, These may be from government providers, publicly accessible databases, or private resources, The architecture of the discovery database, i.e. the software applications, will allow for the data mining of this information to discover business activity within the jurisdiction which may not be reported. However, it will also allow for the removal of false positives, saving time and resources in the final canvass stages of the discovery program. The information derived from such "data mining" 12 and the relational database developed pursuant to this paragraph and paragraph 2 above, shall be the property of County. 4. Query and output of business entities not appearing on the jurisdiction's tax roll Contractor will utilize software applications that allow for an output of businesses and their contact information. The query responses will be analyzed to produce a list of business names and locations, contact information, and the years in operation. The output from the applications will be used to identify an initial list of "discovered" businesses to be verified throughout the remainder of the discovery process. 5. First contact with list of potential businesses bv mail From the preceding reports, letters are generated by Contractor to be executed and sent by County to each business entity outlining the statutory responsibility to file a BPP Tax Return and the jurisdiction's intent to assess the business for personal property at that location. The letter shall include such information as agreed to by County and Contractor, but typically will include a copy of the jurisdiction's listing form and instructions, and encourages the business to file a return in the next thirty days. A return envelope is provided, preaddressed to the Contractor's call center, which will be received by the appropriate call center representatives, 6. Collection and processing of mailed responses The mailed responses will be collected and interpreted by Contractor's call center for new information. This could include mailed responses from taxpayers, items returned undeliverable, or other postal markings. This information is included in the database for future queries, and for the purpose of organizing secondary canvass methods. 7, Second mailing based on updated material For those accounts not finalized by the initial review, but validated through subsequent research and query methods, Contractor will prepare a second mailing to the business at the assumed address. Like the first mailing, all information derived from the second mailing will be incorporated within the database and utilized to update the overall list of "discovered" businesses. 13 8. Alternative canvass methods: telephone interviews, site visits, and mapping The database results from the preceding steps are used to produce a list of businesses and their contact information, Reports are also produced for those businesses which have replied to either the first or second mailing. For those businesses which fail to file, secondary canvass methodology will be employed. For these businesses, Contractor's staff will make use of, and train County staff (at no additional cost to County) in, mapping methods, telephone interviews, and site visits to ensure that the business is located in the jurisdiction, actively operating, and to acquire information about the size and nature of the establishment. 9. Application of values from internal CA VS process Contractor maintains a propriety in-house BPP valuation system that can be used to reliably determine the taxable value associated with a particular business type. This system will be applied to all businesses estimated to have an asset value of $50,000.00 or less and to be actively operating in the jurisdiction but which fail to file or fail to respond to requests for information by the Contractor and County staff. This system is referred to as the Cost Analysis Valuation System, or CA VS. CA VS is an online valuation guide. The Contractor will give unrestricted access to and train the County's staff on how to use the CA VS system to value businesses. After the end of the consulting agreement, the County can, but is under no obligation to, acquire the CA VS product on an annual subscription basis. 10. Training and Consulting At no additional cost to County, Contractor will work with County staff to train them on the listing and assessment of discovered businesses. This will include open access to Contractor methodologies and staff on an as-requested basis, such that the County can implement many of Contractor's discovery methodologies at the conclusion of Contractor's discovery program. 11. Management Reporting During the discovery project, Contractor will be responsible for making contact with the taxpayers, collecting necessary information, and ensuring that proper listing forms are filed for all business entities. This will include providing to the County on a regular basis updates on Contractor progress, and all Business Personal Property Tax Returns collected for processing. Contractor will be available by request to the County in order to explain and testify regarding the discovery program and its findings at all administrative hearings, B. Business Personal Property Auditing Upon written request of County, Contactor will assist In the auditing of newly discovered (non-listed) businesses as well as existing accounts. The procedures for conducting an audit are as follows: 1. Notify the taxpayer The Contractor sends a form letter, containing property situs and other identifying data, to the taxpayer, advising him of the intended audit. The letter also informs the taxpayer that an auditor will be contacting him for an appointment. 2. Make initial contact with the taxpayer A Contractor representative will make telephone contact with the taxpayer to determine with whom the auditor should be speaking and where the financial accounting records are located, Once the proper person is identified (be it an officer of the company, a staff accountant, outside accountant, or tax consultant), and the location of the accounting records is established, the Contractor representative will consult with the taxpayer to choose a date and time, some four to six weeks in the future, for the audit appointment. The Contractor representative will also discuss generally the financial documentation required to be made available to the auditor for the audit performance. 3. Write confirmation letter to the taxpayer Once the appointment has been made, Contractor creates a letter to the taxpayer on the County's stationery. It is a written confirmation of Contractor's phone conversation with the taxpayer. This letter also notifies the Chief Appraiser and the taxpayer who has been scheduled for audit, when and where the audit will occur, and the auditor who will be performing the audit. .' 14 4. Conduct the audit appointment The appointment date arrives. The Contractor auditor is on time, dressed appropriately and prepared to perform the audit. He usually begins with a conversation with the taxpayer by explaining Contractor's relationship with the County. The taxpayer usually finds himself at ease once the reasons for the audit are explained, and he sees that it will be handled in a professional manner as part of a county-wide program. The taxpayer usually participates in the verification of his listings as the auditor checks for additions, deletions, and omissions that were not appropriately reported. If all of the assets were reported correctly (or within acceptable limits), the auditor informs the taxpayer of his findings and thanks him for his time and efforts. A no discovery letter to the taxpayer on the County's letterhead will reiterate the correct filing and again thank the taxpayer for his time. 5. Inform the taxpayer of errors and omissions If the auditor discovers incorrectly reported or omitted asset costs, the auditor then continues the conversation relating to the correctness of his findings into a training mode for the taxpayer. The discrepancies are fully discussed. The auditor will strive for taxpayer understanding and concurrence on the audit discovery. Before the auditor departs, he explains how the taxpayer will be contacted by a letter and assessment notice from the county. The taxpayer is also informed of the appeal procedures relating to any disputed notice of additional assessment. 6. Prepare audit report The auditor prepares a report for the project director. He then writes a letter to the Chief Appraiser that fully explains his findings. This letter IS considered Contractor's position letter. The Chief Appraiser reviews the letter. If there are any questions or disagreements with the auditor's findings, the Chief Appraiser and auditor will concur on the questionable items before the taxpayer is notified. If the Chief Appraiser agrees to assess the findings, he initials the position letter and returns it to Contractor. ~ 15 Contractor then creates on County letterhead the statutorily required letter to officially notify the taxpayer of the discovery. This letter is returned to the Chief Appraiser for an authorized signature and mailing to the taxpayer. Use of this letter explains again the findings of the audit and provides a means of explaining how the numbers on the assessment notice were developed. A copy of any assessment notice may be sent with the letter. 7. Taxpayer question time and appeal process The auditor who performed the audit and/or the project director will be available to answer all of the taxpayer's or the County's questions. The auditor will again meet with the taxpayer, attend the meeting with the County, or host a meeting between all parties. Seldom is this required. Contractor defends its audit findings throughout any appeal. The auditor will explain his findings in all of the formal appeal processes. If the appeal continues into the courts, TMA will provide experts to testify to the findings. 16