CSP905120-1_GDC160_Contract_Rev_1.1.25.pdf

Index No.: GDC160

Eff. Date: 01/01/25

STATE OF OHIO

DEPARTMENT OF ADMINISTRATIVE SERVICES

GENERAL SERVICES DIVISION

OFFICE OF PROCUREMENT SERVICES

4200 SURFACE ROAD, COLUMBUS, OH 43228-1395

OPTIONAL USE CONTRACT FOR: THIRD-PARTY ADMINISTRATOR (TPA) FOR FACILITY MAINTENANCE AND REPAIR

PROJECTS

CONTRACT NUMBER: CSP905120 EFFECTIVE DATES: 01/01/20 TO 12/31/22

* Renewal through 12/31/25

The Department of Administrative Services has accepted Proposals submitted in response to Request for Proposal (RFP) No.

CSP905120 that opened on 10/09/19. The evaluation of the Proposal responses has been completed. The Offeror listed herein has been determined to be the highest ranking Offeror and has been awarded a Contract for the services listed. The respective Proposal response including, Contract Terms & Conditions, any Proposal amendment, special Contract Terms & Conditions, specifications, pricing schedules and any attachments incorporated by reference and accepted by DAS become a part of this Services Contract.

This Requirements Contract is effective beginning and ending on the dates noted above unless, prior to the expiration date, the Contract is renewed, terminated, or cancelled in accordance with the Contract Terms and Conditions.

This Requirements Contract is available to the State of Ohio and all of its agencies as applicable.

The agency is eligible to make purchases of the contracted services in any amount and at any time as determined by the agency. The State makes no representation or guarantee that department will purchase the volume of services as advertised in the Request for Proposal.

This Requirements Contract and any Amendments thereto are available from the DAS Web site at the following address:

https://procure.ohio.gov/

*Denotes contract renewal with amendment 6 effective 01/01/25.

Eff. Date.: 01/01/23 Page No.: 2

Mutually Agreed-upon Changes

This following amendment is issued to revise the compensation language Page 28 of the Request for Proposal document:

COMPENSATION. In consideration of the Contractor's promises and satisfactory performance, the State will pay the Contractor the amount(s) identified in the RFP (the "Fee"), plus any other expenses identified as reimbursable in the RFP. In no event will payments under this Contract exceed the “not-to-exceed” amount in the RFP without the prior, written approval of the State and, when required, the Ohio Controlling Board and any other source of funding. At the time the Scope of Work is presented to the State agency, Contractor shall identify the periodic milestones payment schedule, if the work will take beyond thirty (30) calendar days to complete. The Contractor's right to the Fee is contingent on the complete and satisfactory performance of the Project or, in the case of milestone payments or periodic payments of an hourly, daily, weekly, monthly, or annual rate, all relevant parts of the Project tied to the applicable milestone or period. The TPA and State Representative will meet no less than monthly to approve the milestone payments and percentage of completion. The meeting will determine the approved amount submitted for the periodic billing, which will include the TPA fee at the same percentage rate as the Contractor’s progress payment. No invoices for the work will be submitted without the approval of the State Agency’s Representative assigned to the work. Payment of the periodic billing is also contingent on the Contractor delivering a proper invoice and any other documents required by the RFP.

An invoice must comply with the State's then-current policies regarding invoices and their submission. The State will notify the Contractor in writing within fifteen (15) business days after it receives a defective invoice of any defect and provide the information necessary to correct the defect. The Contractor will send all invoices under this Contract to the “bill to” address in the RFP or in the applicable purchase order.

The State will pay the Contractor interest on any late payment as provided in Section 126.30 of the Ohio Revised Code (the "Revised Code"). If the State disputes a payment for anything covered by an invoice, within 15 business days after receipt of that invoice, the State will notify the Contractor, in writing, stating the grounds for the dispute. The State may then deduct the disputed amount from its payment as a non-exclusive remedy. If, in the opinion of the State, a material breach has occurred by the Contractor, the State retains the right to withhold payment from the Contractor. Both parties agree that an attempt at resolution of any claims or material breach or disputes will first be made jointly by the Contractor Project Manager, the Contractor Project Principal, the Agency Project Representative and the State Procurement Administrator. If, within 30 calendar days following the above notification, the claim or dispute has not been resolved, only then will it be submitted to non-binding mediation (pursuant to the rules as stipulated by the American Arbitration Association). A claim or dispute must be submitted to non-binding mediation prior to the initiation of any formal legal process. The State will consult with the Contractor as early as reasonably possible about the nature of the claim or dispute and the amount of payment affected. When the Contractor has resolved the matter to the State's satisfaction, the State will pay the disputed amount within 30 business days after the matter is resolved. No payments are required to be made by the State until the matter is resolved.

If the State has already paid the Contractor on an invoice but later disputes the amount covered by the invoice, and if the Contractor fails to correct the problem within 30 calendar days after written notice, the Contractor will reimburse the State for that amount at the end of the 30 calendar days as a non-exclusive remedy for the State. On written request from the Contractor, the State will provide reasonable assistance in determining the nature of the problem by giving the Contractor reasonable access to the State’s facilities and any information the State has regarding the problem.

*PROHIBITION OF THE EXPENDITURE OF PUBLIC FUND FOR OFFSHORE SERVICES

No State Cabinet Agency, Board or Commission will enter into any contract to purchase services provided outside of the United States or that allows State data to be sent, taken, accessed, tested, maintained, backed-up, stored, or made available remotely outside (located) of the United States, unless a duly signed waiver from the State has been attained.

Notwithstanding any other terms of this Contract, the State reserves the right to recover any funds paid for services the Contractor performs outside of the United States for which it did not receive a waiver. The State does not waive any other rights and remedies provided to the State in the Contract.

Further, no State agency, board, commission, State educational institution, or pension fund will make any purchase from or investment in any Russian institution or company. Notwithstanding any other terms of this Contract, the State reserves the right to recover any funds paid to Contractor for purchases or investments in a Russian institution or company in violation of this paragraph. The provisions of this paragraph will expire when the applicable Executive Order is no longer effective.

The Contractor must complete the Contractor/Subcontractor Affirmation and Disclosure Form affirming the Contractor understands and will meet the requirements of the above prohibition. During the performance of this Contract, if the Contractor changes the location(s) disclosed on the Affirmation and Disclosure Form, Contractor must complete and submit a revised Affirmation and Disclosure Form reflecting such changes.

*Denotes addition of term with amendment 4.

Eff. Date.: 06/01/20 Page No.: 3 *

COST SUMMARY

Third Party Administrator (TPA) for Facility Maintenance and Repair Projects

Contract: CSP905120 Index: GDC160

UNSPSC CATEGORY CODE: 72100000

Description

Unit of Measure

Percentage

Mark-up

Third Party Administrator Fee (percentage of total project cost)

Per project

10%

All Cost must be in U.S. Dollars.

The State will not be responsible for any costs not identified.

There will be no additional reimbursement for travel or other related expenses.

*Denotes page renumbering with amendment 2.

Eff. Date.: 06/01/20 Page No.: 4 *

CONTRACTOR INDEX

CONTRACTOR AND TERMS: CONTRACT NO CSP905120-1

OAKS ID: 55627

Coleman Spohn Corporation (CSC) TERMS: Net 30 Days 1775 E. 45th Street Cleveland, OH 44103

CONTRACTOR'S CONTACT:

Mr. Lonnie Coleman, President Telephone: (216) 431-8070 Fax: (216) 431-6924 E-mail: lcoleman@colemanspohn.com

Mr. David Kause, Project Manager Telephone: (216) 431-8070 Fax: (216) 431-6924 E-mail: dkause@colemanspohn.com

REMIT TO:

Coleman Spohn Corporation (CSC) 1775 E. 45th Street Cleveland, OH 44103

*Denotes page renumbering with amendment 2.

mailto:lcoleman@colemanspohn.com mailto:dkause@colemanspohn.com

Eff. Date.: 01/01/25 Page No.: 5

SUMMARY OF AMENDMENTS

Amendment Number

Effective Date Description

6 01/01/25 This amendment is issued to notify that as a result of mutual agreement between the State of Ohio and the Contractor, this contract is renewed for an additional twelve (12) months, effective 01/01/25 through 12/31/25.

5 01/01/24 This amendment is issued to notify that as a result of mutual agreement between the State of Ohio and the Contractor, this contract is renewed for an additional twelve (12) months, effective 01/01/24 through 12/31/24.

4 01/01/23

This amendment is issued to notify that as a result of mutual agreement between the State of Ohio and the Contractor, this contract is renewed for an additional twelve (12) months, effective 01/01/23 through 12/31/23.

Additionally, this amendment is issued to include updated language regarding the Prohibition of the Expenditure of Public Funds for Offshore Services Effective 01/01/23.

3 02/11/22 This amendment is issue to add the revised contract and amendment to the OhioBuys webpage and contract shell.

2 06/01/20 This amendment is issued to update the Compensation Terms and Conditions, effective with all orders issued on or after 06/01/20.

1 01/01/20 This amendment is issued to correct a typographical error on page 1.