HomeMy WebLinkAboutAgreement A-15-028 with JBI LTD.pdf AGREEMENT NO. 15-028
1 SECOND AMENDMENT TO AGREEMENT
2
3 THIS SECOND AMENDMENT TO AGREEMENT is made and entered into this
4 13th day of January , 2015, by and between the COUNTY OF FRESNO, a political
5 subdivision of the State of California, hereinafter referred to as "COUNTY," and JBI, LTD, a Texas
6 limited partnership, whose address is 1711 E. Beltline Road, Dallas, Texas 75019, hereinafter
7 referred to as"CONTRACTOR" or "JBI."
8 WITNESSETH:
9 WHEREAS, the COUNTY and CONTRACTOR entered into Procurement Agreement
10 number P-14-423-N, dated July 25, 2014 (hereinafter "Agreement"), pursuant to which
11 CONTRACTOR agreed to provide all services identified in Exhibit A-Scope of Services as well as
12 continually monitor for new opportunities of funding and strive to identify and optimize all federal
13 reimbursement opportunities for the COUNTY; and
14 WHEREAS, the intent of the Agreement is to compensate JBI for assisting the
15 COUNTY with accurate Title IV-E documentation, record retention, and the quarterly Title IV-E
16 Administrative claim compilation to ensure compliance with current federal and state Title IV-E
17 guidelines; and
18 WHEREAS, on December 3, 2014, a First Amendment to Agreement was executed
19 amending the Agreement to add the preparation and processing of retroactive quarterly Title IV-E
20 claims to the list of CONTRACTOR's obligations; and
21 WHEREAS, the First Amendment to Agreement also added a flat fee for processing
22 and submitting such retroactive quarterly claims and increased the contract maximum to $90,000
23 in order to pay for such additional services; and
24 WHEREAS, the $10,000 increase to the contract maximum was a temporary
25 measure until the Probation Department could bring this matter before the Board of Supervisors to
26 increase the maximum compensation under the Agreement to an amount in excess of County
27 Purchasing authority to ensure adequate compensation for all quarterly periods comprising the
28 existing term; and
1 WHEREAS, the parties now desire to amend the Agreement to extend the initial one
2 year term to three years and provide for two additional one year extension periods, and to
3 increase the contract maximum accordingly to ensure payment for all services provided during the
4 entire potential 5 year term.
5 NOW, THEREFORE, the parties agree as follows-
6 1. Section 3. TERM as set forth on page 2 of the Agreement is deleted in its
7 entirety and replaced with the following:
8 "This Agreement shall become effective on July 25, 2014 and shall terminate
9 on July 24, 2017. This Agreement may be extended for two (2) additional consecutive
10 one (1) year periods upon written approval of the Chief Probation Officer or his
11 designee no later than thirty (30) days prior to the first day of the next one (1) year
12 extension period. The Chief Probation Officer or his designee is authorized to
13 execute such written approval on behalf of COUNTY."
14 2. Section 5. COMPENSATION/INVOICING set forth on page 3 of the Agreement
15 is deleted in its entirety and replaced with the following:
16 "COUNTY agrees to pay CONTRACTOR and CONTRACTOR agrees to
17 receive compensation for CONTRACTOR's services as follows: Performance Fees
18 in the sum of ten percent (10%) of gross Title IV-E Juvenile Justice funds received
19 by the COUNTY relating to services provided by CONTRACTOR, provided that
20 CONTRACTOR's Performance Fees for any given quarterly period of this
21 Agreement shall be capped at $30,000 per quarter.
22 Additionally, COUNTY shall pay CONTRACTOR a flat fee for its services
23 with regard to each of the retroactive quarters, in the amount of $10,000 per
24 retroactive quarter.
25 CONTRACTOR will be paid its fees within forty-five (45) days of COUNTY's
26 receipt of such funds, pursuant to CONTRACTOR's submission of quarterly invoices
27 to: County of Fresno, Probation Business Office, 3333 E. American Avenue, Suite B,
28 Fresno, CA 93725 or by e-mail to Probation lnvoicesCa�_co.fresno.ca.us. Unless
-2-
1 otherwise directed by JBI in writing, the COUNTY shall make payment to the order
2 of JBI, at 1711 E. Beltline Road, Dallas, Texas 75019.
3 JBI agrees that in the unlikely event any funds recovered by the COUNTY as
4 a result of this Agreement are subsequently disallowed, and said disallowance is
5 not directly related to JBI's performance, that the related fees paid to JBI based on
6 such disallowed reimbursements will be credited against future payments to JBI, or
7 be promptly repaid to the COUNTY should this Agreement be terminated.
8 JBI shall have the right to review the COUNTY's claims, grant awards, and
9 such books, records, and other documents as may be required to ensure that the
10 payment of JBI's Fees is in accordance with this Agreement.
11 In no event shall the total fees paid for services performed under this
12 Agreement exceed $150,000.00 during the first year(July 25, 2014 through July 24,
13 2015), and $120,000 per year for each of the one year periods of July 25, 2015
14 through July 24, 2016 and July 25, 2016 through July 24, 2017. If this Agreement is
15 extended for one (1) or two (2) additional consecutive one year periods in accordance
16 with Section 4, "Term," the Probation Department will pay CONTRACTOR a
17 maximum of$120,000 for each such extension period.
18 In no event shall the maximum compensation under this Agreement exceed
19 $630,000 for the entire potential 5 year term. It is understood that all expenses
20 incidental to CONTRACTOR's performance of services under this Agreement shall be
21 borne by CONTRACTOR."
22 COUNTY and CONTRACTOR agree that this Second Amendment is sufficient to
23 amend the Agreement and, that upon execution of this Second Amendment, the Agreement and
24 the First and Second Amendments together shall be considered the Agreement.
25 The Agreement, as hereby amended, is ratified and continued. All provisions, terms,
26 covenants, conditions and promises contained in the Agreement and not amended herein shall
27 remain in full force and effect.
28 H
-3-
1 IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment
2 as of the day and year first hereinabove written.
3 CONTRACTOR COUNTY OFFRESN4 kn Q 6/ 6"k a, �Vj
(Aut rized Signature) Deborah A. Poochigian, C irman
5 Board of Superviso
6
Kimberly King, Senior Vice President, ATTEST:
7 Government Affairs BERNICE E.SEIDEL,Clerk
JBI, LTD. Board of Supervisors
8 1711 E. Beltline Road, By �16"
Dallas, TX 75019 Deputy
9 Mailing Address
10 DATE: `�I DATE: Ao�y,
11
REVI D & RECQMME FOR APPROVAL
12 ,41Zr
13 ick ez, hief Probation Officer
14
APPROVED AS TO LEGAL FORM APPROVED AS TO ACCOUNTING FORM
15
t; e
16 unty Counsel Au r- ontroller asurer-Tax Collector
17
FOR ACCOUNTING USE ONLY:
18
ORG No.: 34309999
19 Account No.: 7295
Requisition No.: 3431500028
20 Duna IAbdASs o p0111 wo
21
22
23
24
25
26
27
28
-4-