220000001025.pdf

STATE OF MICHIGAN PROCUREMENT

Department Technology, Management and Budget Central Procurement Services 320 S Walnut Street Lansing, MI 48933 P.O. Box 30026, Lansing, MI 48909

CONTRACT CHANGE NOTICE

Change Notice Number 6 to

Contract Number MA220000001025

C O

N

TR

AC

TO

R

THE REHMANN GROUP

1500 W. Big Beaver Rd., 2nd Floor

Troy MI 48084

Nathan C. Baldermann

517-841-4235 nathan.baldermann@rehmann.com

CV0045122

ST

AT

E

Pr og ra m

M an ag er

Various TREA

C on tr ac t Ad m in is tr at or Adam Ashley DTMB

(517) 855-1376 ashleya2@michigan.gov

CONTRACT SUMMARY

Consultant Services for Schools and Local Units of Government – Prequalified Contract

INITIAL EFFECTIVE DATE

June 1, 2022

INITIAL EXPIRATION DATE

May 31, 2025

INITIAL AVAILABLE OPTIONS

2 - 1 Year

EXPIRATION DATE BEFORE

May 31, 2026

PAYMENT TERMS

Net 45

DELIVERY TIMEFRAME

N/A

ALTERNATE PAYMENT OPTIONS

P-Card Direct Voucher (PRC) Other

EXTENDED PURCHASING

Yes No

MINIMUM DELIVERY REQUIREMENTS

N/A

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION

1 Year

EXTENSION LENGTH OF EXTENSION REVISED EXP. DATE

May 31, 2027

CURRENT VALUE

$68,000.00

VALUE OF CHANGE NOTICE

$0.00

ESTIMATED AGGREGATE CONTRACT VALUE

$68,000.00

DESCRIPTION

Please note the Program Manager or Contract Administrator may have changed, and are reflected on this Change Notice.

Effective April 30, 2026, the last option year available on this contract is hereby exercised. The revised contract expiration date is 05/31/2027.

All other terms, conditions, specifications, and pricing remain the same. Per contractor and agency agreement, and DTMB Central Procurement approval.

CHANGE NOTICE NO. 6 TO CONTRACT NO. MA220000001025

Program Managers for

Multi-Agency and Statewide Contracts

AGENCY NAME PHONE EMAIL

TREA Jessica Thomas 517-335-1215 Thomasj45@michigan.gov

TREA Kevin Smith 313-456-4279 SmithK155@michigan.gov

TREA Chelan Burks-Andrews BurksAndrewsC@michigan.g ov

STATE OF MICHIGAN

ENTERPRISE PROCUREMENT

Department of Technology, Management, and Budget 320 S. Walnut Street 2nd Floor Lansing, MI 48933

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

CONTRACT SUMMARY

Consultant Services for Schools and Local Units of Government – Prequalified Contract

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

June 1, 2022 May 31, 2025 2 - 12 Months May 31, 2025

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

N/A

P-Card Direct Voucher (PRC) Other Yes No

1500 W. Big Beaver Rd., 2nd Floor

Troy MI 48084

Nathan C. Baldermann

517-841-4235 nathan.baldermann@rehmann.com

CV0045122

THE REHMANN GROUP

C O

N

TR

A C

TO

R

Adam Ashley

(517)855-1376

DTMB

Various TREA ashleya2@michigan.gov

C ontract

A dm inistrator Program M anagerSTA

TE

N/ANet 45

Change Notice Number 4

Contract Number MA220000001025 to

DESCRIPTION OF CHANGE NOTICE

OPTION EXTENSIONLENGTH OF OPTION LENGTH OF EXTENSION REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

12 Months May 31, 2026

$68,000.00 $0.00 $68,000.00

DESCRIPTION

Effective April 18, 2025, 1 option year available on this contract is hereby exercised. The revised contract expiration date is 5/31/2026.

All other terms, conditions, specifications and pricing remain the same. Per contractor and agency agreement, and DTMB Central Procurement approval.

AGENCY NAME PHONE EMAIL

TREA Jessica Thomas 517-335-1215 Thomasj45@michigan.gov

TREA Kevin Smith 313-456-4279 SmithK155@michigan.gov

Program Managers for

Multi-Agency and Statewide Contracts

CHANGE NOTICE NO. 4 TO CONTRACT NO. MA220000001025

ENTERPRISE PROCUREMENT

Department of Technology, Management, and Budget 320 S. Walnut Street 2nd Floor Lansing, MI 48933

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

CONTRACT SUMMARY

Consultant Services for Schools and Local Units of Government – Prequalified Contract

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

June 1, 2022 May 31, 2025 2 - 12 Months May 31, 2025

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

MINIMUM DELIVERY REQUIREMENTS

N/A

P-Card Direct Voucher (PRC) Other Yes No

1500 W. Big Beaver Rd., 2nd Floor

Troy MI 48084

Nathan C. Baldermann

517-841-4235 nathan.baldermann@rehmann.com

THE REHMANN GROUP

C O

N

TR

A C

TO

R

Adam Ashley

(517)-855-1376

DTMB

Various TREA ashleya2@michigan.gov

C ontract

A dm inistrator Program M anagerSTA

TE

N/ANet 45

Change Notice Number 3

Contract Number MA220000001025 to

DESCRIPTION OF CHANGE NOTICE

OPTION EXTENSIONLENGTH OF OPTION LENGTH OF EXTENSION REVISED EXP. DATE

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

$68,000.00 $0.00 $68,000.00

DESCRIPTION

Effective September 6th, 2024, the State Contract Administrator has been updated to Adam Ashley.

Email: ashleya2@michigan.gov

Phone: (517)-855-1376

All other terms, conditions, specifications and pricing remain the same. Per Contractor and agency agreement, and DTMB Central Procurement Services approval.

AGENCY NAME PHONE EMAIL

TREA Jessica Thomas 517-335-1215 Thomasj45@michigan.gov

TREA Kevin Smith 313-456-4279 SmithK155@michigan.gov

Program Managers for

Multi-Agency and Statewide Contracts

CHANGE NOTICE NO. 3 TO CONTRACT NO. MA220000001025

CENTRAL PROCUREMENT SERVICES

Department of Technology, Management, and Budget

320 S. WALNUT ST., LANSING, MICHIGAN 48933

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

Change Notice Number 2 to

Contract Number 220000001025

Thomasj45@michigan.gov

Jessica Thomas

Jordana Sager nathan.baldermann@rehmann.com

Nathan C. Baldermann

Troy, MI 48084

THE REHMANN GROUP

CV0045122

517-841-4235

1500 W. Big Beaver Rd., 2nd Floor

(517) 896-1903

S T

A T

E

P ro g ra m

M a n a g e r

C o n tra ct

A d m in istra to r

C O

N T R A C T O

R

517-335-1215

DTMB

sagerj2@michigan.gov

$20,000.00

June 1, 2022 May 31, 2025

CONSULTANT SERVICES FOR SCHOOLS AND LOCAL UNITS OF GOVERNMENT – PREQUALIFIED

CONTRACT

May 31, 2025

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

2 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

☐ P-Card ☐ PRC ☐ Other ☒ Yes ☐ No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION EXTENSION LENGTH OF EXTENSION REVISED EXP. DATE

☐ ☐ N/A

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

N/A

$48,000.00 $68,000.00

Effective August 31, 2023, the attached Schedule A - Statement of Work and Schedule B - Pricing is hereby added to the Contract for use by Treasury for The City of Highland Park Water and Sewer Rate Study and $48,000.00 is being added for these activities.

All other terms, conditions, specifications and pricing remain the same. Per contractor and agency agreement, and DTMB Central Procurement approval.

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

N/A

DESCRIPTION

CONTRACT SUMMARY

TREA

Mich igan .gov/MiProcure ment

Version 2021-2 Page 1 of 9

SCHEDULE A - STATEMENT OF WORK

CONTRACT ACTIVITIES

Water and Sewer Rate Study For the City of Highland Park

The Michigan Department of Treasury (Treasury) is seeking to engage a municipal consultant that specialize in providing services to a local unit of government in the State of Michigan for the long-term fiscal health and stability of our state. Contractors must be a participant of the prequalification program that allows State agencies and MiDEAL members to contract for education and municipal consulting services on a fast-track, as-needed basis.

BACKGROUND

The Bureau of Local Government and School Services is seeking to provide technical and administrative support for a water and sewer rate study for the City of Highland Park. The city of Highland Park (the “City”) and the Great Lakes Water Authority (“GLWA”) (as successor to Detroit Water and Sewerage Department) have been engaged in a long-running dispute over the City’s failure to fully pay GLWA’s water and sewer charges. On June 20, 2023, Wayne County Circuit Court entered orders reinstating a judgment of $19.8 million (“Judgment”) for GLWA against the City but staying enforcement of the Judgment pending the parties’ participation in court-ordered mediation to work toward a comprehensive solution for settlement. An essential consideration at the core of the parties’ dispute is whether the current City rates to its retail customers generate sufficient revenue to fully pay for the water and sewer charges and the City’s local system operational, maintenance, debt service and capital needs.

In accordance with Generally Accepted Accounting Principles for government, the City’s water and sewer utility is accounted for and reported as an enterprise fund of the City. The City’s water and sewer fund is financed and operated in a manner like a private enterprise where the intent of the City is that the costs, including financing of necessary capital improvements, of providing water and sewer services to the general public on a continuing basis be financed or recovered primarily through user rates. The State is funding this study as part of its efforts to assist in mediating the ongoing legal disputes between the City and GLWA.

The City owns, operates, and maintains approximately 60 miles of water mains and distribution lines, and 119 miles of sewer lines. The City provides water and sewer services to approximately 2,845 customers. The current rates and the mechanism for annually adjusting and setting rates is defined by its Ordinances, Chapters

1040.17 & 1042.1, which can be found here:

https://library.municode.com/mi/highland_park/codes/code_of_ordinances.

The Fiscal Year 2022 water rates are posted on the City’s website at https://highlandparkmi.gov/Services/Water/WaterandSewerRates.aspx In addition, the City has a number of connection fees, charges for meters, and similar miscellaneous fees which are included as miscellaneous service charges and https://library.municode.com/mi/highland_park/codes/code_of_ordinances https://highlandparkmi.gov/Services/Water/WaterandSewerRates.aspx

Version 2021-2 Page 2 of 9 service tapping fees and can be found at https://highlandparkmi.gov/Services/Water/WaterDepartmentFeeSchedule.aspx.

SCOPE

The Contractor must evaluate the City’s current water and sewer rate structure to recommend a rate structure that is appropriate to fully cover the financial obligations.

This will include evaluation of the City’s current water and sewer rate structure, recommendation of a water and sewer rate structure that is appropriate to fully cover financial obligations and to provide adequate funding for necessary and proper water and sewer system improvements.

The Contractor must:

A. Meet with the State of Michigan (the “State”) to discuss and understand the goals for the rate study and concerns regarding water and sewer rates.

B. Review current water and sewer rate model and existing rate methodology.

C. Review of historical water and sewer system demands and billed customer use.

D. Review and analyze water and sewer fund’s financial history, such as auditor reports.

E. Review of current year’s water and sewer fund projection.

F. Review of future capital expenditures and capital improvement program, effects on proposed rates, and recommendation for funding.

G. Review of capital and operating reserves and projection of future requirements to meet replacement needs.

H. Analysis of existing rate structure for adequacy in meeting the following:

1. Cost of service expenses, including GLWA’s charges and operations and maintenance of the City’s local system (replacement and repair programs, including emergency repairs).

2. Administrative costs.

3. Debt service requirements.

4. Funding and level of reserve requirements.

I. Recommendation of a rate structure/model that will provide for a completely self-supporting system.

J. Perform other future, related work, that is mutually agreed upon by the Contractor and the State, associated with the requirements in this Contract. The scope of work (SOW) will be added to the Contract via the Change Notice process.

1. Requirements

1.1. General Requirements

The Contractor must:

A. Meet with the City as well as the State to discuss and understand the goals for the rate study and concerns regarding water and sewer rates.

B. Review, analyze and document the current water and sewer rate model and existing rate methodology.

C. Develop a recommendation for a self-supporting model.

1.2. ADA Compliance

The State is required to comply with the Americans with Disabilities Act of 1990 (ADA) and has adopted a formal policy regarding accessibility requirements for https://highlandparkmi.gov/Services/Water/WaterDepartmentFeeSchedule.aspx

Version 2021-2 Page 3 of 9 websites and software applications. The State is requiring that Contractor’s proposed Solution, where relevant, to level AA of the World Wide Web Consortium (W3C) Web Content Accessibility Guidelines (WCAG) 2.0. Contractor may consider, where relevant, the W3C’s Guidance on Applying WCAG 2.0 to Non-Web Information and Communications Technologies (WCAG2ICT) for non-web software and content. The State may require that Contractor complete a Voluntary Product Accessibility Template for WCAG 2.0 (WCAG 2.0 VPAT) or other comparable document for the proposed Solution.

http://www.michigan.gov/documents/dmb/1650.00_209567_7.pdf?20151026134621

2. Service Requirements

2.1. Timeframes

All Contract Activities must be completed and delivered within 45 calendar days of the Effective Date. The final implementation timeline of all Contract Activities will be mutually agreed upon by the State and the Contractor. The receipt of order date is pursuant to the section of the Standard Contract Terms.

A. Phase 1 Deliverable: Project Planning and Assessment of SOW

1. Kick-off meeting tentatively scheduled for week of August 28, 2023.

2. Acquire an understanding of the State’s goals and expectations.

3. Develop a final, written project plan for implementation.

B. Phase 2 Deliverable: Review, analyze, and document the current water and sewer rate model including existing rate methodology.

1. Review current and historical projections.

2. Develop an understanding of future projections based on current models.

3. Analyze and identify deficiencies current models and projections.

4. Analyze and identify future capital needs.

5. Analyze and identify future reserves needed to maintain the system.

6. Identify areas where the current methodology needs improvement.

C. Phase 3 Deliverable: Develop a financial projection of a self-supporting model using the data obtained.

1. Develop a rate structure for a self-supporting system.

2. Include future capital needs and improvements in the new rate structure.

3. Incorporate needed reserve levels in the new rate structure.

D. Phase 4 Deliverable: Present Findings in a written report on or before October 6, 2023, or a mutually agreed upon date.

2.2. Conflict of Interest

Contractor must identify any potential conflicts of interest in performing the services described in a SOW. The Contractor must also include a statement explaining why such relationships do not constitute a conflict of interest relative to performing the proposed engagement.

Contractor agrees that should a conflict of interest arise during the performance of contract activities, a discussion will be initiated with all involved parties before moving forward. The Program Manager has the final decision regarding any conflict of interest, real or perceived, and the continuation of contract activities.

http://www.michigan.gov/documents/dmb/1650.00_209567_7.pdf?20151026134621

Version 2021-2 Page 4 of 9

3. Acceptance

3.1. Acceptance

The State will use the following criteria to determine acceptance of the Contract Activities:

A. A written project plan including a timeline of completion.

B. An analysis of the current water and sewer rate model including existing rate methodology and existing water and sewer system costs.

C. Complete recommendations for a self-sustaining cost and rate model.

4. Staffing

4.1. Contractor Representative

The Contractor must appoint one or more individuals specifically assigned to State of Michigan accounts, who will respond to State inquiries regarding the Contract Activities, answer questions related to ordering and delivery, etc. (the “Contractor Representative”).

The Contractor must notify the Contract Administrator at least 14 calendar days before removing or assigning a new Contractor Representative.

Nathan C. Baldermann, CPA, CGFM 675 Robinson Road Jackson, MI 49203 517.841.4235 nathan.baldermann@rehmann.com

4.2. Program Manager

The Program Manager for each party related to this SOW will monitor and coordinate the day-to-day activities with the City’s representative (each a “Program Manager”).

The State of Michigan’s representative will monitor the timely completion of the project including timely execution of the key deliverables outlined.

State: Contractor:

Kevin A. Smith, Deputy State Treasurer

City of Highland Park:

Designated Representative of the City (TBD)

675 Robinson Road Jackson, MI 49203 517.841.4235 nathan.baldermann@rehmann.com

4.3. Customer Service Toll-Free Number

See master contract Schedule A - SOW section 4.2 for details.

4.4. Work Hours

See master contract Schedule A - SOW section 4.3 for details.

4.5. Key Personnel

The Contractor must appoint individuals who will be directly responsible for the day-to-day operations of the Contract (“Key Personnel”). Key Personnel must be

Version 2021-2 Page 5 of 9 specifically assigned to the State account, be knowledgeable on the contractual requirements, and respond to State inquiries in a timely fashion.

See master contract Schedule A - SOW section 4.4 for more details.

A. The Contractor must identify all Key Personnel that will be assigned to this contract in the table below which includes the following:

1. Name and title of staff that will be designated as Key Personnel.

2. Key Personnel years of experience in the current classification.

3. Identify which of the required key personnel positions they are fulfilling.

4. Key Personnel’s roles and responsibilities, as they relate to this RFP, if the

Contractor is successful in being awarded the Contract. Descriptions of roles should be functional and not just by title.

5. Identify if each Key Personnel is a direct, subcontract, or contract employee.

6. Identify if each Key Personnel staff member is employed full-time (FT), part-time (PT) or temporary (T), including consultants used for the purpose of providing information for the proposal.

7. List each Key Personnel staff member’s length of employment or affiliation with the Contractor’s organization.

8. Identify each Key Personnel’s percentage of work time devoted to this Contract.

9. Identify where each Key Personnel staff member will be physically located (city and state) during the Contract performance.

1. Name

2. Years of

Experience in Current

Classification

3. Role(s) / Responsibilities

4. Direct / Subcontract/

Contract

5. % of Work Time

6. Physical Location

Nathan Baldermann 13 Principal, Program

Manager Direct | FT 30% Jackson, MI

Daniel Clark 7 Principal, Subject Matter Expert Direct | FT 15% Detroit, MI

Mike Birchmeier 3 Principal, Subject

Matter Expert Direct | FT 5% Saginaw, MI

Teresa Choate 7 Senior Manager, Project Manager Direct | FT 25% Jackson, MI

Rachel Frisch 7 Senior Manager, Project Manager Direct | FT 25% Muskegon, MI

4.6. Contractor Personnel

The Contractor must identify the roles and responsibilities of all Contractor Personnel that will be performing services under this Contract in the table below:

Version 2021-2 Page 6 of 9

Functional Roles

Responsibilities

Program Manager

Overall responsibility for project deliverables and primary contact with State officials.

Subject Matter Experts

Relying on deep experience and development of other self-sustaining rate models, this role will perform an intensive review of the current model with the goal of identifying blind spots and deficiencies of the current model.

Project Managers

Will review the current model and develop updated financial models to determine a rate structure that will support a self-supporting system.

4.7. Disclosure of Subcontractors

The Contractor does not plan on utilizing subcontractors on this project. However, if the Contractor intends to utilize subcontractors in the future, the Contractor must disclose the following:

• The legal business name; address; telephone number; a description of subcontractor’s organization and the services it will provide; and information concerning subcontractor’s ability to provide the Contract Activities.

• The relationship of the subcontractor to the Contractor.

• Whether the Contractor has a previous working experience with the subcontractor. If yes, provide the details of that previous relationship.

• A complete description of the Contract Activities that will be performed or provided by the subcontractor.

4.8. Security

The Contractor must explain any security measures in place to ensure the security of State and City facilities. The Contractor’s staff may be required to make deliveries to or enter State facilities. The Contractor must: (a) explain how it intends to ensure the security of State facilities, (b) whether it uses uniforms and ID badges, etc., (c) identify the company that will perform background checks, and (d) the scope of the background checks.

5. Project Management

5.1. Project Plan

The Contractor will carry out this project under the direction and control of the Program Manager. Within five business days of the award of any SOW, the Contractor must submit, for final approval, a detailed project plan to the Program Manager.

The final Project Plan must agree with the Contractor’s SOW proposal and accepted by the State. The plan must include: (a) the Contractor's organizational chart with names and title of personnel assigned to the project, which must align with the staffing stated in accepted proposals; and (b) the project breakdown showing sub-projects, tasks, timeline, and resources required.

Version 2021-2 Page 7 of 9

5.2. Meetings

The Contractor must attend meetings necessary to achieve the project deliverables of the engagement in including weekly meetings with the State, the City and other stakeholders as the State deems appropriate. Meetings with the State will be virtual;

however, the project may require physical meetings at the City when necessary.

Initial Kick-off meeting tentatively scheduled for August 31, 2023.

5.3. Reporting

The Contractor must submit to the Program Manager the following written reports:

A. Weekly project updates to include any obstacles encountered, completed tasks, as well as additional resources needed to produce a complete work product, the work according to the project timeline.

B. Completion of fieldwork no later than September 1, 2023.

C. Findings Report (See Section 2.1.D. Phase 4) due on or before October 6, 2023, or a mutually agreed upon date.

6. Pricing

6.1. Price Term

Pricing is firm for the entire length of the engagement related to this SOW.

Contractor pricing must not exceed rates provided in Schedule B of the master contract.

7. Ordering

7.1. Authorizing Document

See master contract Schedule A - SOW section 7.1 for details.

8. Invoice and Payment

8.1. Invoice Requirements

See master contract Schedule A - Invoices shall be submitted no later than 30 calendar days after the completion of each project phase, identified in Section 2.1.

All invoices submitted to the state must include: (a) date; (b) purchase order; (c) hours; (d) description of the contract activities; (e) unit price; (f) shipping cost (if any);

(g) vendor-generated invoice number; and (h) total price. Overtime, holiday pay, and travel expenses will not be paid.

8.2. Payment Methods

See master contract Schedule A - The State will make payment for Contract activities via Electronic Funds Transfer (EFT).

9. Liquidated Damages See master contract Schedule A - SOW section 9. for details.

10. Service-Level Agreement (SLA) A. The Contractor will be held accountable to meet the requirements and the service level requirements established in this Contract.

B. The State reserves the right to reconsider or amend SLA amounts for split awards

Version 2021-2 Page 8 of 9 should they occur.

C. Please Note: Should bidders require clarification or have any questions with regard to the SLAs, they should submit them during the Question and Answer Period of this solicitation; please see the Proposal Instructions for the timeline.

Service Level Agreements for this Contract will be as follows:

Credit Due for Failing to Meet the Service Level Agreements

1. $100.00 may be assessed for each of the first five occurrences of non-compliance in a given calendar year.

2. $500.00 may be assessed beginning with the sixth occurrence of non-compliance and on each occurrence thereafter in a given calendar year.

Extenuating circumstances will be reviewed by the Program Manager before any Service Credits are assessed.

At the discretion of the State, these credits may be applied toward any payable due to the Contractor or be payable directly to the State. Payments made directly to the state will be completed within 10 days of notice of assessment.

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SCHEDULE B PRICING

The City of Highland Park Water and Sewer Rate Study

1. Pricing includes all costs, including but not limited to, any one-time or set-up charges, fees, and potential costs that Contractor may charge the State (e.g., shipping and handling, per piece pricing, and palletizing).

Phase Proposed Hours

Additional Service Costs

Price Proposal (Hourly

Rate/Fee)

Total Phase Cost

Phase 1: Project planning and stakeholder engagement.

20 N/A $400.00 Blended Rate $8,000.00

Phase 2: Review of Existing system rates and methodology

40 N/A $400.00 Blended Rate $16,000.00

Phase 3:

Recommendation for Self- Supporting Model

45 N/A $400.00 Blended Rate $18,000.00

Phase 4: Present findings Final Deliverables to the State

15 N/A $400.00 Blended Rate $6,000.00

Total Project Cost: $48,000.00

2. NOTES:

A. As a reminder, overtime, holiday pay, and travel expenses will not be paid.

B. Provide the hourly rate (not-to-exceed) for each staff level and all applicable personnel assigned to the Contract for the proposed services. For example, please indicate positions at Senior Manager, Director, Manager, etc. Senior levels, entry level staff, as well as Specialty Services (e.g., Cyber engineer, Subject Matter Expert, etc.).

C. Hourly Rates must not exceed rates provided in Schedule B of the master contract.

Position Hourly Rate (Not to Exceed)

Principal $490.00 Senior Manager $365.00 Manager $310.00 Senior $250.00 Staff $190.00

CENTRAL PROCUREMENT SERVICES

Department of Technology, Management, and Budget

320 S. WALNUT ST., LANSING, MICHIGAN 48933

P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE

Change Notice Number 1 to

220000001025Contract Number

Thomasj45@michigan.gov

Jessica Thomas

Jordana Sager nathan.baldermann@rehmann.com

Nathan C. Baldermann

Troy, MI 48084

THE REHMANN GROUP

CV0045122

517-841-4235

1500 W. Big Beaver Rd., 2nd Floor

(517) 896-1903

S T

A T

E

P ro g a n a g e r

C o n tra ct

A d m in istra to r

C O

N T R A C T O

R

517-335-1215

DTMB

sagerj2@michigan.gov

$20,000.00

June 1, 2022 May 31, 2025

CONSULTANT SERVICES FOR SCHOOLS AND LOCAL UNITS OF GOVERNMENT – PREQUALIFIED

CONTRACT

May 31, 2025

INITIAL AVAILABLE OPTIONS EXPIRATION DATE

BEFORE

2 - 1 Year

PAYMENT TERMS DELIVERY TIMEFRAME

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

☐ P-Card ☐ PRC ☐ Other ☒ Yes ☐ No

MINIMUM DELIVERY REQUIREMENTS

DESCRIPTION OF CHANGE NOTICE

OPTION LENGTH OF OPTION EXTENSION LENGTH OF EXTENSION REVISED EXP. DATE

☐ ☐ N/A

CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE

N/A

$0.00 $20,000.00

Effective 02/02/2023, the Contract Administrator has been changed to Jordana Sager:

Jordana Sager SagerJ2@michigan.gov 517-896-1903

All other terms, conditions, specifications and pricing remain the same. Per contractor and agency agreement, and DTMB Central Procurement approval.

INITIAL EXPIRATION DATEINITIAL EFFECTIVE DATE

N/A

DESCRIPTION

TREA

NOTICE OF CONTRACT

NOTICE OF CONTRACT NO. 220000001025 .

between

THE STATE OF MICHIGAN

and

C O

N

TR

A C

TO

R

Rehmann Robson LLC

ST

A

TE

Pr og an ag er Jessica Thomas Treasury

1500 W. Big Beaver Rd., 2nd Floor 517-335-1215

Troy, MI 48084 Thomasj45@michigan.gov

Nathan C. Baldermann

C on tra ct

Ad in is tra to r Courtney Powell DTMB

517-841-4235 517-249-0452 nathan.baldermann@rehmann.com Powellc11@michigan.gov

CV0045122

DESCRIPTION: Consultant Services for Schools and Local Units of Government – Prequalified Contract

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE

INITIAL AVAILABLE

OPTIONS

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

June 1, 2022 May 31, 2025 2 – 1 Year N/A

PAYMENT TERMS DELIVERY TIMEFRAME

Net 45 N/A

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

☐ P-card ☐ Payment Request (PRC) ☐ Other ☒ Yes ☐ No

MINIMUM DELIVERY REQUIREMENTS

N/A

MISCELLANEOUS INFORMATION

THIS IS NOT AN ORDER: This Contract agreement is awarded on the basis of the State’s inquiry bearing solicitation number 220000000841. Orders for delivery will be issued directly by the Department through a Delivery Order (DO).

ESTIMATED CONTRACT VALUE AT TIME OF EXECUTION $20,000.00

STATE OF MICHIGAN PROCUREMENT

Department of Technology, Management & Budget 320 S. Walnut St., Lansing, Michigan 48909 PO Box 30026, Lansing Michigan 48933

CONTRACT NO. 220000001025

FOR THE CONTRACTOR:

Company Name

Authorized Agent Signature

Authorized Agent (Print or Type)

Date

FOR THE STATE:

Signature

Name & Title

Agency

Date

STANDARD CONTRACT TERMS

This STANDARD CONTRACT (“Contract”) is agreed to between the State of Michigan (the “State”) and Rehmann Robson LLC (“Contractor”), a Michigan limited liability corporation. This Contract is effective on June 1, 2022 (“Effective Date”), and unless terminated, expires on May 31, 2025.

This Contract may be renewed for up to two additional one year period(s).

Renewal is at the sole discretion of the State and will automatically extend the Term of this Contract. The State will document its exercise of renewal options via Contract Change Notice.

The parties agree as follows:

1. Duties of Contractor. Contractor must perform the services and provide the deliverables described in Schedule A – Statement of Work (the “Contract Activities”). An obligation to provide delivery of any commodity is considered a service and is a Contract Activity.

Contractor must furnish all labor, equipment, materials, and supplies necessary for the performance of the Contract Activities, and meet operational standards, unless otherwise specified in Schedule A.

Contractor must: (a) perform the Contract Activities in a timely, professional, safe, and workmanlike manner consistent with standards in the trade, profession, or industry; (b) meet or exceed the performance and operational standards, and specifications of the Contract; (c) provide all Contract Activities in good quality, with no material defects; (d) not interfere with the State’s operations; (e) obtain and maintain all necessary licenses, permits or other authorizations necessary for the performance of the Contract; (f) cooperate with the State, including the State’s quality assurance personnel, and any third party to achieve the objectives of the Contract; (g) return to the State any State-furnished equipment or other resources in the same condition as when provided when no longer required for the Contract; (h) not make any media releases without prior written authorization from the State; (i) assign to the State any claims resulting from state or federal antitrust violations to the extent that those violations concern materials or services supplied by third parties toward fulfillment of the Contract; (j) comply with all State physical and IT security policies and standards which will be made available upon request;

and (k) provide the State priority in performance of the Contract except as mandated by federal disaster response requirements. Any breach under this paragraph is considered a material breach.

Contractor must also be clearly identifiable while on State property by wearing identification issued by the State, and clearly identify themselves whenever making contact with the State.

2. Notices. All notices and other communications required or permitted under this Contract must be in writing and will be considered given and received: (a) when verified by written receipt if sent by courier; (b) when actually received if sent by mail without verification of receipt; or (c) when verified by automated receipt or electronic logs if sent by facsimile or email.

If to State: If to Contractor:

Courtney Powell 320 S. Walnut St Lansing, MI 48933 powellc11@michigan.gov 517-249-0452

Nathan C. Baldermann, CPA, CGFM Principal 675 Robinson Rd Jackson, MI 49203 nathan.baldermann@rehmann.com 517.841.4235

3. Contract Administrator. The Contract Administrator for each party is the only person authorized to modify any terms of this Contract, and approve and execute any change under this Contract (each a “Contract Administrator”):

State: Contractor:

Courtney Powell 320 S. Walnut St Lansing, MI 48933 powellc11@michigan.gov 517-249-0452

Nathan C. Baldermann, CPA, CGFM Principal 675 Robinson Rd Jackson, MI 49203 nathan.baldermann@rehmann.com 517.841.4235

4. Program Manager. The Program Manager for each party will monitor and coordinate the day-to-day activities of the Contract (each a “Program Manager”):

State: Contractor:

Jessica Thomas 430 W Allegan St Lansing MI 48933 Thomasj45@michigan.gov 517-335-1215

Principal 675 Robinson Rd Jackson, MI 49203 nathan.baldermann@rehmann.com 517.841.4235

5. Performance Guarantee. Contractor must at all times have financial resources sufficient, in the opinion of the State, to ensure performance of the Contract and must provide proof upon request. The State may require a performance bond (as specified in Schedule A – Statement of Work) if, in the opinion of the State, it will ensure performance of the Contract.

6. Insurance Requirements. Contractor, at its sole expense, must maintain the insurance coverage identified below. All required insurance must: (a) protect the State from claims that may arise out of, are alleged to arise out of, or otherwise result from Contractor's or a subcontractor's performance; (b) be primary and non-contributing to any comparable liability insurance (including self-insurance) carried by the State; and (c) be provided by a company with an A.M. Best rating of "A-" or better, and a financial size of VII or better.

mailto:Thomasj45@michigan.gov

Required Limits Additional Requirements

Commercial General Liability Insurance

Minimum Limits:

$1,000,000 Each Occurrence

$1,000,000 Personal & Advertising Injury

$2,000,000 Products/Completed Operations

$2,000,000 General Aggregate

Contractor must have their policy endorsed to add “the State of Michigan, its departments, divisions, agencies, offices, commissions, officers, employees, and agents” as additional insureds using endorsement CG 20 10 11 85, or both CG 20 10 12 19 and CG 20 37 12 19.

Automobile Liability Insurance

Minimum Limits:

$1,000,000 Per Accident Contractor must have their policy: (1) endorsed to add “the State of Michigan, its departments, divisions, agencies, offices, commissions, officers, employees, and agents” as additional insureds; and (2) include Hired and Non-Owned Automobile coverage.

Workers' Compensation Insurance

Minimum Limits:

Coverage according to applicable laws governing work activities.

Waiver of subrogation, except where waiver is prohibited by law.

Employers Liability Insurance Minimum Limits:

$500,000 Each Accident

$500,000 Each Employee by Disease

$500,000 Aggregate Disease

Professional Liability (Errors and Omissions) Insurance

Minimum Limits:

$3,000,000 Each Occurrence

$3,000,000 Annual Aggregate

Required Limits Additional Requirements

If any of the required policies provide claims-made coverage, the Contractor must: (a) provide coverage with a retroactive date before the Effective Date of the Contract or the beginning of Contract Activities; (b) maintain coverage and provide evidence of coverage for at least three (3) years after completion of the Contract Activities; and (c) if coverage is cancelled or not renewed, and not replaced with another claims-made policy form with a retroactive date prior to the Contract Effective Date, Contractor must purchase extended reporting coverage for a minimum of three (3) years after completion of work.

Contractor must: (a) provide insurance certificates to the Contract Administrator, containing the agreement or delivery order number, at Contract formation and within twenty (20) calendar days of the expiration date of the applicable policies; (b) require that subcontractors maintain the required insurance contained in this Section; (c) notify the Contract Administrator within five (5) business days if any insurance is cancelled; and (d) waive all rights against the State for damages covered by insurance. Failure to maintain the required insurance does not limit this waiver.

This Section is not intended to and is not to be construed in any manner as waiving, restricting or limiting the liability of either party for any obligations under this Contract (including any provisions hereof requiring Contractor to indemnify, defend and hold harmless the State).

7. Administrative Fee and Reporting. Contractor must pay an administrative fee of 0.05% with a $5,000 cap per project on all payments made to Contractor under the Contract including transactions with the State (including its departments, divisions, agencies, offices, and commissions), MiDEAL members, and other states (including governmental subdivisions and authorized entities). Administrative fee payments must be made online by check or credit card at: https://www.thepayplace.com/mi/dtmb/adminfee Contractor must submit an itemized purchasing activity report, which includes at a minimum, the name of the purchasing entity and the total dollar volume in sales. Reports should be mailed to MiDeal@michigan.gov.

The administrative fee and purchasing activity report are due within 30 calendar days from the last day of each calendar quarter.

8. Extended Purchasing Program. This contract is extended to MiDEAL members. MiDEAL members include local units of government, school districts, universities, community colleges, and nonprofit hospitals. A current list of MiDEAL members is available at www.michigan.gov/mideal.

Upon written agreement between the State and Contractor, this contract may also be extended to: (a) other states (including governmental subdivisions and authorized entities) and (b) State of Michigan employees.

https://www.thepayplace.com/mi/dtmb/adminfee http://www.michigan.gov/mideal

If extended, Contractor must supply all Contract Activities at the established Contract prices and terms. The State reserves the right to impose an administrative fee and negotiate additional discounts based on any increased volume generated by such extensions.

Contractor must submit invoices to, and receive payment from, extended purchasing program members on a direct and individual basis.

9. Independent Contractor. Contractor is an independent contractor and assumes all rights, obligations and liabilities set forth in this Contract.

Contractor, its employees, and agents will not be considered employees of the State. No partnership or joint venture relationship is created by virtue of this Contract. Contractor, and not the State, is responsible for the payment of wages, benefits and taxes of Contractor’s employees and any subcontractors.

Prior performance does not modify Contractor’s status as an independent contractor.

Contractor hereby acknowledges that the State is and will be the sole and exclusive owner of all right, title, and interest in the Contract Activities and all associated intellectual property rights, if any. Such Contract Activities are works made for hire as defined in Section 101 of the Copyright Act of 1976. To the extent any Contract Activities and related intellectual property do not qualify as works made for hire under the Copyright Act, Contractor will, and hereby does, immediately on its creation, assign, transfer and otherwise convey to the State, irrevocably and in perpetuity, throughout the universe, all right, title and interest in and to the Contract Activities, including all intellectual property rights therein.

10. Subcontracting. Contractor may not delegate any of its obligations under the Contract without the prior written approval of the State. Contractor must notify the State at least 90 calendar days before the proposed delegation and provide the State any information it requests to determine whether the delegation is in its best interest. If approved, Contractor must: (a) be the sole point of contact regarding all contractual matters, including payment and charges for all Contract Activities; (b) make all payments to the subcontractor;

and (c) incorporate the terms and conditions contained in this Contract in any subcontract with a subcontractor. Contractor remains responsible for the completion of the Contract Activities, compliance with the terms of this Contract, and the acts and omissions of the subcontractor. The State, in its sole discretion, may require the replacement of any subcontractor.

11. Staffing. The State’s Contract Administrator may require Contractor to remove or reassign personnel by providing a notice to Contractor.

12. Background Checks. Pursuant to Michigan law, all agencies subject to IRS Pub. 1075 are required to ask the Michigan State Police to perform fingerprint background checks on all employees, including Contractor and Subcontractor employees, who may have access to any database of information maintained by the federal government that contains confidential or personal information, including, but not limited to, federal tax information. Further, pursuant to

Michigan law, any agency described above is prohibited from providing Contractors or Subcontractors with the result of such background check. For more information, please see Michigan Public Act 427 of 2018. Upon request, or as may be specified in Schedule A, Contractor must perform background checks on all employees and subcontractors and its employees prior to their assignment. The scope is at the discretion of the State and documentation must be provided as requested. Contractor is responsible for all costs associated with the requested background checks. The State, in its sole discretion, may also perform background checks.

13. Assignment. Contractor may not assign this Contract to any other party without the prior approval of the State. Upon notice to Contractor, the State, in its sole discretion, may assign in whole or in part, its rights or responsibilities under this Contract to any other party. If the State determines that a novation of the Contract to a third party is necessary, Contractor will agree to the novation and provide all necessary documentation and signatures.

14. Change of Control. Contractor will notify within 30 days of any public announcement or otherwise once legally permitted to do so, the State of a change in Contractor’s organizational structure or ownership. For purposes of this Contract, a change in control means any of the following: (a) a sale of more than 50% of Contractor’s stock; (b) a sale of substantially all of Contractor’s assets; (c) a change in a majority of Contractor’s board members;

(d) consummation of a merger or consolidation of Contractor with any other entity; (e) a change in ownership through a transaction or series of transactions; (f) or the board (or the stockholders) approves a plan of complete liquidation. A change of control does not include any consolidation or merger effected exclusively to change the domicile of Contractor, or any transaction or series of transactions principally for bona fide equity financing purposes.

In the event of a change of control, Contractor must require the successor to assume this Contract and all of its obligations under this Contract.

15. Ordering. Contractor is not authorized to begin performance until receipt of authorization as identified in Schedule A.

16. Acceptance. Contract Activities are subject to inspection and testing by the State within 30 calendar days of the State’s receipt of them (“State Review Period”), unless otherwise provided in Schedule A. If the Contract Activities are not fully accepted by the State, the State will notify Contractor by the end of the State Review Period that either: (a) the Contract Activities are accepted but noted deficiencies must be corrected; or (b) the Contract Activities are rejected. If the State finds material deficiencies, it may: (i) reject the Contract Activities without performing any further inspections; (ii) demand performance at no additional cost; or (iii) terminate this Contract in accordance with Section 23, Termination for Cause.

Within 10 business days from the date of Contractor’s receipt of notification of acceptance with deficiencies or rejection of any Contract Activities, Contractor must cure, at no additional cost, the deficiency and deliver unequivocally acceptable Contract Activities to the State. If acceptance with deficiencies or rejection of the Contract Activities impacts the content or delivery of other non-completed Contract Activities, the parties’ respective Program Managers must determine an agreed to number of days for re-submission that minimizes the overall impact to the Contract. However, nothing herein affects, alters, or relieves Contractor of its obligations to correct deficiencies in accordance with the time response standards set forth in this Contract.

If Contractor is unable or refuses to correct the deficiency within the time response standards set forth in this Contract, the State may cancel the order in whole or in part. The State, or a third party identified by the State, may perform the Contract Activities and recover the difference between the cost to cure and the Contract price plus an additional 10% administrative fee.

17. Delivery. Contractor must deliver all Contract Activities F.O.B. destination, within the State premises with transportation and handling charges paid by Contractor, unless otherwise specified in Schedule A. All containers and packaging become the State’s exclusive property upon acceptance.

18. Risk of Loss and Title. Until final acceptance, title and risk of loss or damage to Contract Activities remains with Contractor. Contractor is responsible for filing, processing, and collecting all damage claims. The State will record and report to Contractor any evidence of visible damage. If the State rejects the Contract Activities, Contractor must remove them from the premises within 10 calendar days after notification of rejection. The risk of loss of rejected or non-conforming Contract Activities remains with Contractor. Rejected Contract Activities not removed by Contractor within 10 calendar days will be deemed abandoned by Contractor, and the State will have the right to dispose of it as its own property. Contractor must reimburse the State for costs and expenses incurred in storing or effecting removal or disposition of rejected Contract Activities.

19. Warranty Period. The warranty period, if applicable, for Contract Activities is a fixed period commencing on the date specified in Schedule A. If the Contract Activities do not function as warranted during the warranty period, the State may return such non-conforming Contract Activities to the Contractor for a full refund.

20. Terms of Payment. Invoices must conform to the requirements communicated from time-to-time by the State. All undisputed amounts are payable within 45 days of the State’s receipt. Contractor may only charge for Contract Activities performed as specified in Schedule A. Invoices must include an itemized statement of all charges. The State is exempt from State sales tax for direct purchases and may be exempt from federal excise tax, if Services purchased under this Agreement are for the State’s exclusive use. All prices are exclusive of taxes, and Contractor is responsible for all sales, use and excise taxes, and any other similar taxes, duties and charges of any kind imposed by any federal, state, or local governmental entity on any amounts payable by the State under this Contract.

The State has the right to withhold payment of any disputed amounts until the parties agree as to the validity of the disputed amount. The State will notify Contractor of any dispute within a reasonable time. Payment by the State will not constitute a waiver of any rights as to Contractor’s continuing obligations, including claims for deficiencies or substandard Contract Activities.

Contractor’s acceptance of final payment by the State constitutes a waiver of all claims by Contractor against the State for payment under this Contract, other than those claims previously filed in writing on a timely basis and still disputed.

The State will only disburse payments under this Contract through Electronic Funds Transfer (EFT). Contractor must register with the State at http://www.michigan.gov/SIGMAVSS to receive electronic fund transfer payments. If Contractor does not register, the State is not liable for failure to provide payment. Without prejudice to any other right or remedy it may have, the State reserves the right to set off at any time any amount then due and owing to it by Contractor against any amount payable by the State to Contractor under this Contract.

21. Liquidated Damages. Liquidated damages, if applicable, will be assessed as described in Schedule A.

22. Stop Work Order. The State may suspend any or all activities under the Contract at any time. The State will provide Contractor a written stop work order detailing the suspension. Contractor must comply with the stop work order upon receipt. Within 90 calendar days, or any longer period agreed to by Contractor, the State will either: (a) issue a notice authorizing Contractor to resume work, or (b) terminate the Contract or delivery order. The State will not pay for Contract Activities, Contractor’s lost profits, or any additional compensation during a stop work period.

23. Termination for Cause. The State may terminate this Contract for cause, in whole or in part, if Contractor, as determined by the State: (a) endangers the value, integrity, or security of any…