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HomeMy WebLinkAboutMerchant_Cost_Consulting,_LLC_-_Engagement_Letter_-_6.1.26Docusign Envelope ID: FC03E4DE-304E-838E-81B4-75755378BEB1 c‘, Merchant Cost Consulting Merchant Cost Consulting LLC - Cost Optimization Engagement Agreement 1. PURPOSE Client engages MCC to analyze, negotiate, validate, and optimize operating expenses, vendor contracts, and cost structures. MCC agrees to provide such services subject to the terms herein. This Agreement is between MCC and City of Waterloo. Iowa(business entity). 2. SERVICES PROVIDED MCC shall provide comprehensive cost optimization, advisory, audit, negotiation, and vendor management services across Client's merchant services (credit/debit processing, gateway fees, chargebacks, PCI, assessments) Services may include but are not limited to: Vendor contract review and restructuring, Rate renegotiation and benchmarking. RFP management and vendor sourcing, Billing audits and discrepancy identification, Refund and credit recovery, Avoided cost analysis, Ongoing monitoring and compliance validation, Implementation oversight of negotiated savings. 3. TERM The initial term of this Agreement shall commence on the date Client first implements pricing changes, contractual improvements, or cost savings resulting from MCC's work and shall continue for Thirty -Six (36) months. Upon expiration, this Agreement shall automatically renew for successive twelve (12) month periods unless either Party provides written notice of non -renewal at least sixty (60) days prior to expiration. 4. CONTINUITY FOLLOWING VENDOR OR PROCESSOR CHANGES If Client changes vendors, processors, carriers, suppliers, or service providers during the term and such change results in cost reductions attributable to MCC's work, this Agreement shall remain in effect and MCC shall remain entitled to compensation. This Agreement applies to Client and any parent entities, subsidiaries, affiliates, successors, or related operating entities that benefit from MCC's services. 5. DEFINITION OF SAVINGS Savings means the difference between Client's actual costs prior to MCC engagement and costs after implementation of MCC's recommendations, including rate reductions, fee reductions, contract renegotiations, refunds, avoided increases, and pricing structure improvements. Client's pre -engagement rates, fees, and costs shall serve as the agreed baseline for savings calculations unless otherwise documented in writing. 6. COMPENSATION Client agrees to compensate Forty (40%) of realized savings. Compensation shall be due monthly based on realized savings and payable within thirty (30) days of invoice. 7. AUDIT & VERIFICATION RIGHTS Clients shall provide MCC reasonable access to vendor invoices, contracts, statements, billing records, and usage data necessary to verify savings and calculate compensation. MCC shall remain entitled to compensation for savings realized from any successor vendor where such savings derive from MCC's work. 8. PROPRIETARY WORK PRODUCT All MCC analyses, recommendations, negotiations, and savings strategies constitute proprietary work products and may not be implemented without compensation. r Signed by: Client Signature- bbt.StAA, '-393E8397B3D3421... Print Name Dave Boesen Date Signed 6/1/2026