FIN-B Cooperative Agt (09-2017)
-1-
COOPERATIVE PURCHASE AGREEMENT
THIS AGREEMENT is made and entered into effective the day of _____ 202_, by and between the City of Fresno, a California municipal corporation (City), and TK Elevator Corporation, a Delaware Company (CONTRACTOR/VENDOR).
AGREEMENT
NOW, THEREFORE, it is mutually agreed as follows:
1. The Charter for the City allows for cooperative purchase agreements for work of public improvement. The City is allowed to piggyback on an existing government agency’s agreement, under Fresno City Charter Section 1208. The Parties agree the Vendor was the lowest responsive and responsible bidder for Request for Proposal for Bid # 080420 (RFP) issued by Sourcewell. The RFP is attached hereto as Exhibit A and is incorporated herein by reference. The Parties agree that the Vendor has entered into an Elevators, Escalators, and Moving Walks with Related Equipment, Services, and Supplies Contract with Sorcewell (Original Government Contract).
2. Vendor's Obligations. The Vendor shall provide those services and carry out that work described in the Original Government Contract, which is attached hereto as Exhibit B and is incorporated herein by reference, subject to all the terms and conditions contained or incorporated herein.
3. City’s Obligations. The City shall make to Vendor those payments described in Exhibits A and B , subject to all the terms and conditions contained or incorporated herein.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D FIN-B Cooperative Agt (09-2017)
-2-
4. Notwithstanding the requirement that the Original Government Contract is fully binding on the Parties, the parties have agreed to modify certain non -material provisions of the Original Government Contract as applied to this Agreement between the Vendor and the City, as follows:
a) The City’s Standard Terms and Conditions attached as Exhibit C.
b) The City’s lnsurance and Indemnity provisions attached as Exhibit D.
c) Address change for the City: Notwithstanding the address and contact information for the government entity as set out in Exhibit B, the Vendor agrees that notices and invoices will be sent to:
City:
City of Fresno
Attention: L. Nathan Sanchez
2101 G St., Bldg C
Fresno, CA 93706
Phone: (559) 621-1215
FAX: (559) 457- 1565
d) Notwithstanding anything in Exhibits A and B to the contrary, this Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of California, excluding, however, any confl ict of laws rule which would apply the law of another jurisdiction. Venue for purposes of the filing of any action regarding the enforcement or interpretation of this Agreement and any rights and duties hereunder shall be Fresno County, California. e) All other provisions in the Original Government Contract are fully binding on the parties and will represent the agreement between the City and Vendor.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D FIN-B Cooperative Agt (09-2017)
-3-
IN WITNESS WHEREOF, the parties have executed this Agreement at Fresno, California, the day and year first above written.
CITY OF FRESNO,
a California municipal corporation
By:
Melissa Perales
Purchasing Manager
APPROVED AS TO FORM:
City Attorney’s Office
By:
Pauline Brickey Date
Deputy City Attorney
ATTEST:
Briana Parra, CMC
City Clerk
By:
Deputy
TK ELEVATOR CORPORATION,
a Delaware Company
By:
Name:
Title:
(If corporation or LLC., Board
Chair, Pres. or Vice Pres.)
By:
Name:
Title:
(If corporation or LLC., CFO, Treasurer,
Secretary or Assistant Secretary)
Any Applicable Professional License:
Number:
Name:
Date of Issuance:
Addresses:
City:
City of Fresno
Attention: Sherri Cuadros
2600 Fresno St.
Fresno, CA 93721
Phone: (559) 621-1151
FAX: (559) 457-1360
Vendor:
TK Elevator
Attention: Mark Hintz
940 Riverside Parkway, Suite 20
West Sacramento, CA, 95605
Phone: (559) 271-1238
FAX: (866) 572-2888
Attachments: Exhibit A - RFP #080420
Exhibit B - Original Government Contract
Exhibit C - City’s Terms and Conditions
Exhibit D - City’s Insurance and Indemnity
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D VP Contracts
Mark Hintz
n/a
Assistant Secretary
Mayra Blanco
N/a
651371
___________________
Todd Stermer, CMC
1/11/2022
EXHIBIT A
RFP # 080420
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D Rev. 2/2020 Sourcewell RFP #080420
Elevators, Escalators, and Moving Walks with Related Equipment, Services, and Supplies
RFP #080420
REQUEST FOR PROPOSALS
for
Elevators, Escalators, and Moving Walks with Related Equipment, Services, and Supplies
Proposal Due Date: August 4, 2020, 4:30 p.m., Central Time
Sourcewell, a State of Minnesota local government agency and service cooperative, is requesting proposals for Elevators, Escalators, and Moving Walks with Related Equipment, Services, and Supplies to result in a contracting solution for use by its Participating Entities. Sourcewell Participating Entities include thousands of governmental, higher education, K -12 education, nonprofit, tribal government, and other public agencies located in the United States and Canada.
A full copy of the Request for Proposals can be found on the Sourcewell Procurement Portal [https://proportal.sourcewell-mn.gov]. Only proposals submitted through the Sourcewell Procurement Portal will be considered. Proposals are due no later than August 4, 2020, at 4:30 p.m. Central Time, and late proposals will not be considered.
Solicitation Schedule
Public Notice of RFP Published: June 16, 2020
Pre-proposal Conference: July 8, 2020, 10:00 a.m., Central Time Question Submission Deadline: July 28, 2020, 4:30 p.m., Central Time Proposal Due Date: August 4, 2020, 4:30 p.m., Central Time Late responses will not be considered.
Opening: August 4, 2020, 6:30 p.m., Central Time **
** SEE RFP SUB-SECTION V. G. “OPENING”
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D Rev. 2/2020 Sourcewell RFP #080420
Elevators, Escalators, and Moving Walks with Related Equipment, Services, and Supplies
I. ABOUT SOURCEWELL PARTICIPATING ENTITIES
A. SOURCEWELL
Sourcewell is a State of Minnesota local government agency and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) that facilitates a competitive public solicitation and contract award process for the benefit of its 50,000+ participating entities across the United States and Canada. Sourcewell’s solicitation process complies with State of Minnesota law and policies, conforms to Canadian trade agreements, and results in cooperative contracting solutions from which Sourcewell’s Participating Entities procure equipment, products, and services.
Cooperative contracting provides participating entities and vendors increased administrative efficiencies and the power of combined purchasing volume that result in overall cost savings. At times, Sourcewell also partners with other purchasing cooperatives to combine the purchasing volume of their membership into a single solicitation and contract expanding the reach of contracted vendors’ potential pool of end users.
Sourcewell uses a website-based platform, the Sourcewell Procurement Portal, through which all proposals to this RFP must be submitted.
B. USE OF RESULTING CONTRACTS
In the United States, Sourcewell’s contracts are available for use by:
• Federal and state government entities;
• Cities, towns, and counties/parishes;
• Education service cooperatives;
• K-12 and higher education entities;
• Tribal government entities;
• Some nonprofit entities; and
• Other public entities.
In Canada, Sourcewell’s contracts are available for use by:
• Provincial and territorial government departments, ministries, agencies, boards, councils, committees, commissions, and similar agencies; • Regional, local, district, and other forms of municipal government, municipal organizations, school boards, and publicly-funded academic, health, and social service entities referred to as MASH sector (this should be construed to include but not be limited to the Cities of Calgary, Edmonton, Toronto, Calgary, Ottawa, and Winnipeg), as well as any corporation or entity owned or controlled by one or more of the preceding entities;
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D Rev. 2/2020 Sourcewell RFP #080420
Elevators, Escalators, and Moving Walks with Related Equipment, Services, and Supplies
• Crown corporations, government enterprises, and other entities that are owned or controlled by these entities through ownership interest; • Members of the Rural Municipalities of Alberta (RMA) and their represented Associations, Saskatchewan Association of Rural Municipalities (SARM), Saskatchewan Urban Municipalities Association (SUMA), Association of Manitoba Municipalities (AMM), Local Authority Services (LAS), Municipalities Newfoundland and Labrador (MNL), Nova Scotia Federation of Municipalities (NSFM), and Federation of Prince Edward Island Municipalities (FPEIM).
For a listing of current United States and Canadian Participating Entities visit Sourcewell’s website (note: there is a tab for each country’s listing): https://www.sourcewell- mn.gov/sourcewell-for-vendors/member-locator.
Access to contracted equipment, products, or services by Participating Entities is typically through a purchase order issued directly to the applicable vendor. A Participating Entity may request additional terms or conditions related to a purchase. Use of Sourcewell contracts is voluntary and Participating Entities retain the right to obtain similar equipment, products, or services from other sources.
To meet Participating Entities’ needs, public notice of this RFP has been broadly published, including notification in the United States to each state-level procurement department for possible re-posting.
Proof of publication will be available at the conclusion of the solicitation process.
II. EQUIPMENT, PRODUCTS, AND SERVICES
A. SOLUTIONS-BASED SOLICITATION
This RFP and contract award process is a solutions -based solicitation; meaning that Sourcewell is seeking equipment, products, or services that meet the general requirements of the scope of this RFP and that are commonly desired or are required by law or industry standards.
B. REQUESTED EQUIPMENT, PRODUCTS, OR SERVICES
It is expected that Proposers will offer a wide array of equipment, products, or services at lower prices and with better value than what they would ordinarily offer to a single government entity, a school district, or a regional cooperative.
1. Sourcewell is seeking proposals for Elevators, Escalators, and Moving Walks with Related Equipment, Services, and Supplies, including, but not to be limited to:
a. Elevators, escalators, and moving walkways;
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D Rev. 2/2020 Sourcewell RFP #080420
Elevators, Escalators, and Moving Walks with Related Equipment, Services, and Supplies
b. Dumbwaiters;
c. Wheelchair, vertical and inclined platform lifts;
d. Installation, modernization, preventative maintenance services, emergency and on- call response services, repair, inspection, and warranty services related to a. - c. above; and,
e. Supplies, parts, and accessories related to a. - d. above.
A Proposer may elect to offer a materials-only solution, a turn-key solution, or an alternative solution. Generally, a turn-key solution is most desirable to Sourcewell and its Participating Entities, however, it is not mandatory or required.
2. The primary focus of this solicitation is on elevators, escalators, and moving walks. This solicitation should NOT be construed to include:
a. Pool or physical therapy lifts.
3. This solicitation does not include those equipment, products, or services covered under categories included in contracts currently maintained by Sourcewell:
a. Vehicle Lifts, with Garage and Fleet Maintenance Equipment (RFP #013020)
b. Facility MRO (Maintenance, Repair & Operations), Industrial & Building Supplies with Related Equipment, Accessories (RFP #121218)
Proposers may include related equipment, accessories, and services to the extent that these solutions are complementary to the equipment, products, or service(s) being proposed.
Generally, the solutions for Participating Entities are turn-key solutions, providing a combination of equipment, products and services, delivery, and installation to a properly operating status. However, equipment or products only solutions may be appropriate for situations where Participating Entities possess the ability, either in-house or through local third- party contractors, to properly install and bring to operation the equipment or products being proposed.
Sourcewell prefers vendors that provide a sole source of responsibility for the products and services provided under a resulting contract. If Proposer requires the use of dealers, resellers, or subcontractors to provide the products or services, the Proposal should address how the products or services will be provided to Participating Entities and describe the network of dealers, resellers, and/or subcontractors that will be available to serve Participating Entities under a resulting contract.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D Rev. 2/2020 Sourcewell RFP #080420
Elevators, Escalators, and Moving Walks with Related Equipment, Services, and Supplies
Sourcewell desires the broadest possible selection of equipment, products, and services being proposed over the largest possible geographic area and to the largest possible cross-section of Sourcewell current and future Participating Entities.
C. REQUIREMENTS
It is expected that Proposers have knowledge of all applicable industry standards, laws, and regulations and possess an ability to market and distribute the equipment, products, or services to Participating Entities.
1. Safety Requirements. All items proposed must comply with current applicable safety or regulatory standards or codes.
2. Deviation from Industry Standard. Deviations from industry standards must be identified with an explanation of how the equipment, products, and services will provide equivalent function, coverage, performance, and/or related services.
3. New Equipment and Products. Proposed equipment and products must be for new, current model; however, Proposer may offer certain close-out equipment or products if it is specifically noted in the Pricing proposal.
4. Delivered and operational. Unless clearly noted in the Proposal, equipment and products must be delivered to the Participating Entity as operational.
5. Warranty. All equipment, products, supplies, and services must be covered by a warranty that is the industry standard or better.
D. ANTICIPATED CONTRACT TERM
Sourcewell anticipates that the term of any resulting contract(s) will be four (4) years. Up to two one-year extensions may be offered based on the best interests of Sourcewell and its Participating Entities.
E. ESTIMATED CONTRACT VALUE AND USAGE
Based on past volume of similar contracts, the estimated annual value of all transactions from contracts resulting from this RFP are anticipated to be USD $30M; therefore, proposers are expected to propose volume pricing. Sourcewell anticipates considerable activity under the contract(s) awarded from this RFP; however, sales and sales volume from any resulting contract are not guaranteed.
F. MARKETING PLAN
Proposer’s sales force will be the primary source of communication with Participating Entities.
The Proposer’s Marketing Plan should demonstrate Proposer’s ability to deploy a sales force or dealer network to Participating Entities, as well as Proposer’s sales and service capabilities. It is expected that Proposer will promote and market any contract award.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D Rev. 2/2020 Sourcewell RFP #080420
Elevators, Escalators, and Moving Walks with Related Equipment, Services, and Supplies
G. ADDITIONAL CONSIDERATIONS
1. Contracts will be awarded to Proposers able to best meet the need of Participating Entities. Proposers should submit their complete line of equipment, products, or services that are applicable to the scope of this RFP.
2. Proposers should include all relevant information in its proposal, since Sourcewell cannot consider information that is not included in the Proposal. Sourcewell reserves the right to verify Proposer’s information and may request clarification from a Proposer, including samples of the proposed equipment or products.
3. Depending upon the responses received in a given category, Sourcewell may need to organize responses into subcategories in order to provide the broadest coverage of the requested equipment, products, or services to Participating Entities. Awards may be based on a subcategory.
4. A Proposer’s documented negative past performance with Sourcewell or its Participating Entities occurring under a previously awarded Sourcewell contract may be considered in the evaluation of a proposal.
III. PRICING
A. REQUIREMENTS
All proposed pricing must be:
1. Either Line-Item Pricing or Percentage Discount from Catalog Pricing, or a combination of these:
a. Line-item Pricing is pricing based on each individual product or services. Each line must indicate the Vendor’s published “List Price,” as well as the “Contract Price.” b. Percentage Discount from Catalog or Category is based on a percentage discount from a catalog or list price, defined as a published Manufacturer’s Suggested Retail Price (MSRP) for the products or services. Individualized percentage discounts can be applied to any number of defined product groupings. Proposers will be responsible for providing and maintaining current published MSRP with Sourcewell, and this pricing must be included in its proposal and provided throughout th e term of any Contract resulting from this RFP.
2. The Proposer’s ceiling price (Ceiling price means that the proposed pricing will be considered as the highest price for which equipment, products, or services may be billed to a Participating Entity). However , it is permissible for vendors to sell at a price that is lower than the contracted price;
3. Stated in U.S. and Canadian dollars (as applicable); and
4. Clearly understood, complete, and fully describe the total cost of acquisition (e.g., the cost of the proposed equipment, products, and services delivered and operational for its intended purpose in the Participating Entity’s location).
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D Rev. 2/2020 Sourcewell RFP #080420
Elevators, Escalators, and Moving Walks with Related Equipment, Services, and Supplies
Proposers should clearly identify any costs that are NOT included in the proposed product or service pricing. This may include items such as installation, set up, mandatory training, or initial inspection. Include identification of any parties that impose such costs and their relationship to the Proposer. Additionally, Proposers should clearly describe any uniq ue distribution and/or delivery methods or options offered in the Proposal.
B. ADMINISTRATIVE FEES
Proposers are expected to pay to Sourcewell an administrative fee in exchange for Sourcewell facilitating the resulting contracts. The administrative fee is normally calculated as a percentage of the total sales to Participating Entities for all contracted equipment, products, or services made during a calendar quarter, and is typically one percent (1%) to two percent (2%). In some categories, a flat fee may be an acceptable alternative.
IV. CONTRACT
Proposers awarded a contract will be required to execute a contract with Sourcewell (see attached template). Only those modifications the Proposer indicates in its proposal will be available for discussion. Much of the language in the Contract reflects Minnesota legal requirements and cannot be altered. Numerous and/or onerous exceptions that contradict Minnesota law may result in the Proposal being disqualified from further review and evaluation.
To request a modification to the Contract terms, conditions, or specifications, a Proposer must complete and submit the Exceptions to Terms, Conditions, or Specifications table, with all requested modifications, through the Sourcewell Procurement Portal at the time of submitting the Proposer’s Proposal. Exceptions must:
1. Clearly identify the affected article and section, and
2. Clearly note what language is requested to be modified.
Unclear requests will be automatically denied.
Only those exceptions that have been accepted by Sourcewell will be included in the contract document provided to the awarded vendor for signature.
If a Proposer receives a contract award resulting from this solicitation it will have up to 30 days to sign and return the contract. After that time, at Sourcewell’s sole discretion, the contract award may be revoked.
V. RFP PROCESS
A. PRE-PROPOSAL CONFERENCE
Sourcewell will hold an optional, non-mandatory pre-proposal conference via webcast on the date and time noted on page one of this RFP and on the Sourcewell Procurement Portal. The DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D Rev. 2/2020 Sourcewell RFP #080420
Elevators, Escalators, and Moving Walks with Related Equipment, Services, and Supplies
purpose of this conference is to allow potential Proposers to ask questions regarding this RFP and Sourcewell’s competitive contracting process. Information about the webcast will be sent to all entities that have registered for this solicitation opportunity through their Sourcewell Procurement Portal Vendor Account. Pre-proposal conference attendance is optional.
B. QUESTIONS REGARDING THIS RFP AND ORAL COMMUNICATION
Questions regarding this RFP must be submitted through the Sourcewell Procurement Portal.
The deadline for submission of questions is found in the Solicitation Schedule and on the Sourcewell Procurement Portal. Answers to questions will be issued through an addendum to this RFP. Repetitive questions will be summarized into a single answer and identifying information will be removed from the submitted questions.
All questions, whether specific to a Proposer or generally related to the RFP, must be submitted using this process. Do not contact individual Sourcewell staff to ask questions or request information as this may disqualify the Proposer from responding to this RFP. Sourcewell will not respond to questions submitted after the deadline.
C. ADDENDA
Sourcewell may modify this RFP at any time prior to the proposal due date by issuing an addendum. Addenda issued by Sourcewell become a part of the RFP and will be delivered to potential Proposers through the Sourcewell Procurement Portal. Sourcewell accepts no liability in connection with the delivery of any addenda.
Before a proposal will be accepted through the Sourcewell Procurement Portal, all addenda, if any, must be acknowledged by the Proposer by checking the box for each addendum. It is the responsibility of the Proposer to check for any addenda that may have been issued up to the solicitation due date and time.
If an addendum is issued after a Proposer submitted its proposal, the Sourcewell Procurement Portal will WITHDRAW the submission and change the Proposer’s proposal status to INCOMPLETE. The Proposer can view this status change in the “MY BIDS” section of the Sourcewell Procurement Portal Vendor Account. The Proposer is solely responsible to check the “MY BIDS” section of the Sourcewell Procurement Portal Vendor Account periodically after submitting its Proposal (and up to the Proposal due date). If the Proposer’s Proposal status has changed to INCOMPLETE, the Proposer is solely responsible to:
i) make any required adjustments to its proposal;
ii) acknowledge the addenda; and
iii) ensure the re-submitted proposal is received through the Sourcewell Procurement Portal no later than the Proposal Due Date and time shown in the Solicitation Schedule above.
D. PROPOSAL SUBMISSION
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D Rev. 2/2020 Sourcewell RFP #080420
Elevators, Escalators, and Moving Walks with Related Equipment, Services, and Supplies
Proposer’s complete proposal must be submitted through the Sourcewell Procurement Portal no later than the date and time specified in the Solicitation Schedule. Any other form of proposal submission, whether electronic, paper, or otherwise, will not be considered by Sourcewell. Late proposals will not be considered. It is the Proposer’s sole responsibility to ensure that the proposal is received on time.
It is recommended that Proposers allow sufficient time to upload the proposal and to resolve any issues that may arise. The time and date that a Proposal is received by Sourcewell is solely determined by the Sourcewell Procurement Portal web clock.
In the event of problems with the Sourcewell Procurement Portal, follow the instructions for technical support posted in the portal. It may take up to twenty-four (24) hours to respond to certain issues.
Upon successful submission of a proposal, the Portal will automatically generate a confirmation email to the Proposer. If the Proposer does not receive a confirmation email, contact Sourcewell’s support provider at [email protected].
To ensure receipt of the latest information and updates via email regarding this solicitation, or if the Proposer has obtained this solicitation document from a third party, the onus is on the Proposer to create a Sourcewell Procurement Portal Vendor Account and register for this solicitation opportunity.
Within the Procurement Portal, all proposals must be digitally acknowledged by an authorized representative of the Proposer attesting that the information contained in in the proposal is true and accurate. By submitting a proposal, Proposer warrants that the information provided is true, correct, and reliable for purposes of evaluation for potential contract award. The submission of inaccurate, misleading, or false information is grounds for disqualification from a contract award and may subject the Proposer to remedies available by law.
E. GENERAL PROPOSAL REQUIREMENTS
Proposals must be:
• In substantial compliance with the requirements of this RFP or it will be considered nonresponsive and be rejected.
• Complete. A proposal will be rejected if it is conditional or incomplete. • Submitted in English.
• Valid and irrevocable for 90 days following the Proposal Due Date.
Any and all costs incurred in responding to this RFP will be borne by the Proposer.
F. PROPOSAL WITHDRAWAL
Prior to the proposal deadline, a Proposer may withdraw its proposal.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D Rev. 2/2020 Sourcewell RFP #080420
Elevators, Escalators, and Moving Walks with Related Equipment, Services, and Supplies
G. OPENING
The Opening of Proposals will be conducted electronically through the Sourcewell Procurement Portal. A list of all Proposers will be made publicly available in the Sourcewell Procurement Portal after the Proposal Due Date, but no later than the Opening time listed in the Solicitation Schedule.
To view the list of Proposers, verify that the Sourcewell Procurement Portal opportunities list search is set to “All” or “Closed.” The solicitation status will automatically change to “Closed” after the Proposal Due Date and Time.
VI. EVALUATION AND AWARD
A. EVALUATION
It is the intent of Sourcewell to award one or more contracts to responsive and responsible Proposer(s) offering the best overall quality, selection of equipment, products, and services, and price that meet the commonly requested specifications of Sourcewell and its Participating Entities. The award(s) will be limited to the number of Proposers that Sourcewell determines is necessary to meet the needs of Participating Entities. Factors to be considered in determining the number of contracts to be awarded in any category may include the following:
• The number of and geographic location of:
o Proposers necessary to offer a comprehensive selection of equipment, products, or services for Participating Entities’ use.
o A Proposer’s sales and service network to assure availability of product supply and coverage to meet Participating Entities’ anticipated needs. • Total evaluation scores.
• The attributes of Proposers, and their equipment, products, or services, to assist Participating Entities achieve environmental and social requirements, preferences, and goals. Information submitted as part of a proposal should be as specific as possible when responding to the RFP. Do not assume Sourcewell’s knowledge about a specific vendor or product.
B. AWARD(S)
Award(s) will be made to the Proposer(s) whose proposal conforms to all conditions and requirements of the RFP, and consistent with the award criteria defined in this RFP.
Sourcewell may request written clarification of a proposal at any time during the evaluation process.
Proposal evaluation will be based on the following scoring criteria and the Sourcewell Evaluator Scoring Guide (available in the Sourcewell Procurement Portal):
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D Rev. 2/2020 Sourcewell RFP #080420
Elevators, Escalators, and Moving Walks with Related Equipment, Services, and Supplies
Conformance to RFP Requirements 50
Financial Viability and Marketplace Success 75
Ability to Sell and Deliver Service 100
Marketing Plan 50
Value Added Attributes 75
Warranty 50
Depth and Breadth of Offered Equipment, Products, or Services 200 Pricing 400
TOTAL POINTS 1000
C. PROTESTS OF AWARDS
Any protest made under this RFP by a Proposer must be in writing, addressed to Sourcewell’s Executive Director, and delivered to the Sourcewell office located at 202 12th Street NE, P.O.
Box 219, Staples, MN 56479. The protest must be received no later than 10 calendar days’ following Sourcewell’s notice of contract award(s) or non-award and must be time stamped by Sourcewell no later than 4:30 p.m., Central Time.
A protest must include the following items:
• The name, address, and telephone number of the protester; • The original signature of the protester or its representative; • Identification of the solicitation by RFP number;
• A precise statement of the relevant facts;
• Identification of the issues to be resolved;
• Identification of the legal or factual basis;
• Any additional supporting documentation; and
• Protest bond in the amount of $20,000, except where prohibited by law or treaty.
Protests that do not address these elements will not be reviewed.
D. RIGHTS RESERVED
This RFP does not commit Sourcewell to award any contract and a proposal may be rejected if it is nonresponsive, conditional, incomplete, conflicting, or misleading. Proposals that contain false statements or do not support an attribute or condition stated by the Proposer may be rejected.
Sourcewell reserves the right to:
• Modify or cancel this RFP at any time;
• Reject any and all proposals received;
• Reject proposals that do not comply with the provisions of this RFP; • Select, for contracts or for discussion, a proposal other than that with the lowest cost; DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D Rev. 2/2020 Sourcewell RFP #080420
Elevators, Escalators, and Moving Walks with Related Equipment, Services, and Supplies
• Independently verify any information provided in a Proposal; • Disqualify any Proposer that does not meet the requirements of this RFP, is debarred or suspended by the United States or Canada, State of Minnesota, Participating Entity’s state or province; has an officer, or other key personnel, who have been charged with a serious crime; or is bankrupt, insolvent, or where bankruptcy or insolvency are a reasonable prospect;
• Waive or modify any informalities, irregularities, or inconsistencies in the proposals received;
• Clarify any part of a proposal and discuss any aspect of the proposal with any Proposer; and negotiate with more than one Proposer;
• Award a contract if only one responsive proposal is received if it is in the best interest of Participating Entities; and
• Award a contract to one or more Proposers if it is in the best interest of Participating Entities.
E. DISPOSITION OF PROPOSALS
All materials submitted in response to this RFP will become property of Sourcewell and will become public record in accordance with Minnesota Statutes Section 13.591, after negotiations are complete. Sourcewell considers that negotiations are complete upon execution of a resulting contract. It is the Proposer’s responsibility to clearly identify any data submitted that it considers to be protected. Proposer must also include a justification for the classification citing the applicable Minnesota law.
Sourcewell will not consider the prices submitted by the Proposer to be confidential, proprietary, or trade secret materials. Financial information, including financial statements, provided by a Proposer is not considered trade secret under the statutory definition.
The Proposer understands that Sourcewell will reject proposals that are marked confidential or nonpublic, either substantially or in their entirety.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D
6/17/2020
Addendum No. 1
Solicitation Number: RFP 080420
Solicitation Name: Elevators, Escalators, and Moving Walks with Related Equipment, Services, and Supplies
Consider the following Question and Answer to be part of the above-titled solicitation documents. The remainder of the documents remain unchanged.
Question 1:
Where are the details for the products that we're providing services (i.e. how many elevators would we be servicing, where are their locations, etc.)?
Answer 1:
Sourcewell utilizes a competitive, solutions-based solicitation approach that is not based on detailed specifications or finite quantities for our cooperative contract awards. A respondent is allowed to propose the entire line of products and services falling within the scope of the RFP. Section II. B. of the RFP addresses the requested equipment, products, or services for this solicitation.
Sourcewell is seeking solutions to serve the largest possible cross-section of current and potential Participating Entities. Refer to RFP Article I., Section B – Participating Entities and Use of the Resulting Contracts.
End of Addendum
Acknowledgement of this Addendum to RFP 080420 posted to the Sourcewell Procurement Portal on 6/17/2020, is required at the time of proposal submittal.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D
EXHIBIT B
Original Government Contract
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 080420-TKE
Rev. 2/2020 1
Solicitation Number: RFP #080420
CONTRACT
This Contract is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and thyssenkrupp Elevator, 3100 Interstate North Circle Suite 500, Atlanta, GA 30339 (Vendor).
Sourcewell is a State of Minnesota local government agency and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) that offers cooperative procurement solutions to government entities. Participation is open to federal, state/province, and municipal governmental entities, higher education, K-12 education, nonprofit, tribal government, and other public entities located in the United States and Canada.
Vendor desires to contract with Sourcewell to provide equipment, products, or services to Sourcewell and the entities that access Sourcewell’s cooperative purchasing contracts (Participating Entities).
1. TERM OF CONTRACT
A. EFFECTIVE DATE. This Contract is effective upon the date of the final signature below.
B. EXPIRATION DATE AND EXTENSION. This Contract expires August 28, 2024, unless it is cancelled sooner pursuant to Article 24. This Contract may be extended up to one additional one-year period upon request of Sourcewell and with written agreement by Vendor.
C. SURVIVAL OF TERMS. Articles 11 through 16 survive the expiration or cancellation of this Contract.
2. EQUIPMENT, PRODUCTS, OR SERVICES
A. EQUIPMENT, PRODUCTS, OR SERVICES. Vendor will provide the Equipment, Products, or Services as stated in its Proposal submitted under the Solicitation Number listed above.
Vendor’s Equipment, Products, or Services Proposal (Proposal) is attached and incorporated into this Contract.
All Equipment and Products provided under this Contract must be new/current model. Vendor may offer close-out or refurbished Equipment or Products if they are clearly indicated in DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 080420-TKE
Rev. 2/2020 2
Vendor’s product and pricing list. Unless agreed to by the Participating Entities in advance, Equipment or Products must be delivered as operational to the Participating Entity’s site.
This Contract offers an indefinite quantity of sales, and while substantial volume is anticipated, sales and sales volume are not guaranteed.
B. WARRANTY. Vendor warrants that all Equipment, Products, and Services furnished are free from liens and encumbrances, and are free from defects in design, materials, and workmanship.
In addition, Vendor warrants the Equipment, Products, and Services are suitable for and will perform in accordance with the ordinary use for which they are intended. Vendor’s dealers and distributors must agree to assist the Participating Entity in reaching a resolution in any dispute over warranty terms with the manufacturer. Any manufacturer’s warranty that is effective past the expiration of the Vendor’s warranty will be passed on to the Participating Entity.
C. DEALERS, DISTRIBUTORS, AND/OR RESELLERS. Upon Contract execution, Vendor will make available to Sourcewell a means to validate or authenticate Vendor’s authorized dealers, distributors, and/or resellers relative to the Equipment, Products, and Services related to this Contract. This list may be updated from time-to-time and is incorporated into this Contract by reference. It is the Vendor’s responsibility to ensure Sourcewell receives the most current version of this list.
3. PRICING
All Equipment, Products, or Services under this Contract will be priced as stated in Vendor’s Proposal.
When providing pricing quotes to Participating Entities, all pricing quoted must reflect a Participating Entity’s total cost of acquisition. This means that the quoted cost is for delivered Equipment, Products, and Services that are operational for their intended purpose, and includes all costs to the Participating Entity’s requested delivery location.
Regardless of the payment method chosen by the Participating Entity, the total cost associated with any purchase option of the Equipment, Products, or Services must always be disclosed in the pricing quote to the applicable Participating Entity at the time of purchase.
A. SHIPPING AND SHIPPING COSTS. All delivered Equipment and Products must be properly packaged. Damaged Equipment and Products may be rejected. If the damage is not readily apparent at the time of delivery, Vendor must permit the Equipment and Products to be returned within a reasonable time at no cost to Sourcewell or its Participating Entities.
Participating Entities reserve the right to inspect the Equipment and Products at a reasonable time after delivery where circumstances or conditions prevent effective inspection of the Equipment and Products at the time of delivery.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 080420-TKE
Rev. 2/2020 3
Vendor must arrange for and pay for the return shipment on Equipment and Products that arrive in a defective or inoperable condition.
Sourcewell may declare the Vendor in breach of this Contract if the Vendor intentionally delivers substandard or inferior Equipment or Products. In the event of the delivery of nonconforming Equipment and Products, the Participating Entity will notify the Vendor as soon as possible and the Vendor will replace nonconforming Equipment and Products with conforming Equipment and Products that are acceptable to the Participating Entity.
B. SALES TAX. Each Participating Entity is responsible for supplying the Vendor with valid tax- exemption certification(s). When ordering, a Participating Entity must indicate if it is a tax- exempt entity.
C. HOT LIST PRICING. At any time during this Contract, Vendor may offer a specific selection of Equipment, Products, or Services at discounts greater than those listed in the Contract.
When Vendor determines it will offer Hot List Pricing, it must be submitted electronically to Sourcewell in a line-item format. Equipment, Products, or Services may be added or removed from the Hot List at any time through a Sourcewell Price and Product Change Form as defined in Article 4 below.
Hot List program and pricing may also be used to discount and liquidate close-out and discontinued Equipment and Products as long as those close-out and discontinued items are clearly identified as such. Current ordering process and administrative fees apply. Hot List Pricing must be published and made available to all Participating Entities.
4. PRODUCT AND PRICING CHANGE REQUESTS
Vendor may request Equipment, Product, or Service changes, additions, or deletions at any time. All requests must be made in writing by submitting a signed Sourcewell Price and Product Change Request Form to the assigned Sourcewell Contract Administrator. This form is available from the assigned Sourcewell Contract Administrator. At a minimum, the request must:
• Identify the applicable Sourcewell contract number;
• Clearly specify the requested change;
• Provide sufficient detail to justify the requested change; • Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change); and • Include a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion. The new pricing restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 080420-TKE
Rev. 2/2020 4
A fully executed Sourcewell Price and Product Request Form will be become an amendment to this Contract and be incorporated by reference.
5. PARTICIPATION, CONTRACT ACCESS, AND PARTICIPATING ENTITY REQUIREMENTS
A. PARTICIPATION. Sourcewell’s cooperative contracts are available and open to public and nonprofit entities across the United States and Canada; such as federal, state/province, municipal, K-12 and higher education, tribal government, and other public entities.
The benefits of this Contract should be available to all Participating Entities that can legally access the Equipment, Products, or Services under this Contract. A Participating Entity’s authority to access this Contract is determined through its cooperative purchasing, interlocal, or joint powers laws. Any entity accessing benefits of this Contract will be considered a Service Member of Sourcewell during such time of access. Vendor understands that a Participating Entity’s use of this Contract is at the Participating Entity’s sole convenience and Participating Entities reserve the right to obtain like Equipment, Products, or Services from any other source.
Vendor is responsible for familiarizing its sales and service forces with Sourcewell contract use eligibility requirements and documentation and will encourage potential members to join Sourcewell. Sourcewell reserves the right to add and remove Participating Entities to its roster during the term of this Contract.
B. PUBLIC FACILITIES. Vendor’s employees may be required to perform work at government- owned facilities, including schools. Vendor’s employees and agents must conduct themselves in a professional manner while on the premises, and in accordance with Participating Entity policies and procedures, and all applicable laws.
6. PARTICIPATING ENTITY USE AND PURCHASING
A. ORDERS AND PAYMENT. To access the contracted Equipment, Products, or Services under this Contract, a Participating Entity must clearly indicate to Vendor that it intends to access this Contract; however, order flow and procedure will be developed jointly between Sourcewell and Vendor. Typically, a Participating Entity will issue an order directly to Vendor. If a Participating Entity issues a purchase order, it may use its own forms, but the purchase order should clearly note the applicable Sourcewell contract number. All Participating Entity orders under this Contract must be issued prior to expiration of this Contract; however, Vendor performance, Participating Entity payment, and any applicable warranty periods or other Vendor or Participating Entity obligations may extend beyond the term of this Contract.
Vendor’s acceptable forms of payment are included in Attachment A. Participating Entities will be solely responsible for payment and Sourcewell will have no liability for any unpaid invoice of any Participating Entity.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 080420-TKE
Rev. 2/2020 5
B. ADDITIONAL TERMS AND CONDITIONS/PARTICIPATING ADDENDUM. Additional terms and conditions to a purchase order may be negotiated between a Participating Entity and Vendor, such as job or industry-specific requirements, legal requirements (e.g., affirmative action or immigration status requirements), or specific local policy requirements. Some Participating Entitles may require the use of a Participating Addendum; the terms of which will be worked out directly between the Participating Entity and the Vendor. Any negotiated additional terms and conditions must never be less favorable to the Participating Entity than what is contained in this Contract.
C. PERFORMANCE BOND. If requested by a Participating Entity, Vendor will provide a performance bond that meets the requirements set forth in the Participating Entity’s order.
D. SPECIALIZED SERVICE REQUIREMENTS. In the event that the Participating Entity requires service or specialized performance requirements (such as e-commerce specifications, specialized delivery requirements, or other specifications and requirements) not addressed in this Contract, the Participating Entity and the Vendor may enter into a separate, standalone agreement, apart from this Contract. Sourcewell, including its agents and employees, will not be made a party to a claim for breach of such agreement.
E. TERMINATION OF ORDERS. Participating Entities may terminate an order, in whole or in part, immediately upon notice to Vendor in the event of any of the following events:
1. The Participating Entity fails to receive funding or appropriation from its governing body at levels sufficient to pay for the goods to be purchased;
2. Federal, state, or provincial laws or regulations prohibit the purchase or change the Participating Entity’s requirements; or
3. Vendor commits any material breach of this Contract or the additional terms agreed to between the Vendor and a Participating Entity.
F. GOVERNING LAW AND VENUE. The governing law and venue for any action related to a Participating Entity’s order will be determined by the Participating Entity making the purchase.
7. CUSTOMER SERVICE
A. PRIMARY ACCOUNT REPRESENTATIVE. Vendor will assign an Account Representative to Sourcewell for this Contract and must provide prompt notice to Sourcewell if that person is changed. The Account Representative will be responsible for:
• Maintenance and management of this Contract;
• Timely response to all Sourcewell and Participating Entity inquiries; and • Business reviews to Sourcewell and Participating Entities, if applicable.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 080420-TKE
Rev. 2/2020 6
B. BUSINESS REVIEWS. Vendor must perform a minimum of one business review with Sourcewell per contract year. The business review will cover sales to Participating Entities, pricing and contract terms, administrative fees, supply issues, customer issues, and any other necessary information.
8. REPORT ON CONTRACT SALES ACTIVITY AND ADMINISTRATIVE FEE PAYMENT
A. CONTRACT SALES ACTIVITY REPORT. Each calendar quarter, Vendor must provide a contract sales activity report (Report) to the Sourcewell Contract Administrator assigned to this Contract. A Report must be provided regardless of the number or amount of sales during that quarter (i.e., if there are no sales, Vendor must submit a report indicating no sales were made).
The Report must contain the following fields:
• Customer Name (e.g., City of Staples Highway Department); • Customer Physical Street Address;
• Customer City;
• Customer State/Province;
• Customer Zip Code;
• Customer Contact Name;
• Customer Contact Email Address;
• Customer Contact Telephone Number;
• Sourcewell Assigned Entity/Participating Entity Number; • Item Purchased Description;
• Item Purchased Price;
• Sourcewell Administrative Fee Applied; and
• Date Purchase was invoiced/sale was recognized as revenue by Vendor.
B. ADMINISTRATIVE FEE. In consideration for the support and services provided by Sourcewell, the Vendor will pay an administrative fee to Sourcewell on all Equipment, Products, and Services provided to Participating Entities. The Administrative Fee must be included in, and not added to, the pricing. Vendor may not charge Participating Entities more than the contracted price to offset the Administrative Fee.
The Vendor will submit a check payable to Sourcewell for the percentage of administrative fee stated in the Proposal multiplied by the total sales of all Equipment, Products, and Services purchased by Participating Entities under this Contract during each calendar quarter. Payments should note the Sourcewell-assigned contract number in the memo and must be mailed to the address above “Attn: Accounts Receivable.” Payments must be received no later than 45 calendar days after the end of each calendar quarter.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 080420-TKE
Rev. 2/2020 7
Vendor agrees to cooperate with Sourcewell in auditing transactions under this Contract to ensure that the administrative fee is paid on all items purchased under this Contract.
In the event the Vendor is delinquent in any undisputed administrative fees, Sourcewell reserves the right to cancel this Contract and reject any proposal submitted by the Vendor in any subsequent solicitation. In the event this Contract is cancelled by either party prior to the Contract’s expiration date, the administrative fee payment will be due no more than 30 days from the cancellation date.
9. AUTHORIZED REPRESENTATIVE
Sourcewell's Authorized Representative is its Chief Procurement Officer.
Vendor’s Authorized Representative is the person named in the Vendor’s Proposal. If Vendor’s Authorized Representative changes at any time during this Contract, Vendor must promptly notify Sourcewell in writing.
10. ASSIGNMENT, AMENDMENTS, WAIVER, AND CONTRACT COMPLETE
A. ASSIGNMENT. Neither the Vendor nor Sourcewell may assign or transfer any rights or obligations under this Contract without the prior consent of the parties and a fully executed assignment agreement. Such consent will not be unreasonably withheld.
B. AMENDMENTS. Any amendment to this Contract must be in writing and will not be effective until it has been fully executed by the parties.
C. WAIVER. If either party fails to enforce any provision of this Contract, that failure does not waive the provision or the right to enforce it.
D. CONTRACT COMPLETE. This Contract contains all negotiations and agreements between Sourcewell and Vendor. No other understanding regarding this Contract, whether written or oral, may be used to bind either party.
E. RELATIONSHIP OF THE PARTIES. The relationship of the parties is one of independent contractors, each free to exercise judgment and discretion with regard to the conduct of their respective businesses. This Contract does not create a partnership, joint venture, or any other relationship such as master-servant, or principal-agent.
11. LIABILITY
Vendor must indemnify, save, and hold Sourcewell and its Participating Entities, including their agents and employees, harmless from any claims or causes of action, including attorneys’ fees, arising out of the performance of this Contract by the Vendor or its agents or employees; this DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 080420-TKE
Rev. 2/2020 8
indemnification includes injury or death to person(s) or property alleged to have been caused by some defect in the Equipment, Products, or Services under this Contract to the extent the Equipment, Product, or Service has been used according to its specifications. No party shall be liable for consequential damages under this Contract.
12. AUDITS
Sourcewell reserves the right to review the books, records, documents, and accounting procedures and practices of the Vendor relevant to this Contract for a minimum of 6 years from the end of this Contract. This clause extends to Participating Entities as it relates to business conducted by that Participating Entity under this Contract.
13. GOVERNMENT DATA PRACTICES
Vendor and Sourcewell must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell under this Contract and as it applies to all data created, collected, received, stored, used, maintained, or disseminated by the Vendor under this Contract.
If the Vendor receives a request to release the data referred to in this article, the Vendor must immediately notify Sourcewell and Sourcewell will assist with how the Vendor should respond to the request.
14. INDEMNIFICATION
As applicable, Vendor agrees to indemnify and hold harmless Sourcewell and its Participating Entities against any and all suits, claims, judgments, and costs instituted or recovered against Sourcewell or Participating Entities by any person on account of the use of any Equipment or Products by Sourcewell or its Participating Entities supplied by Vendor in violation of applicable patent or copyright laws.
15. INTELLECTUAL PROPERTY, PUBLICITY, MARKETING, AND ENDORSEMENT
A. INTELLECTUAL PROPERTY
1. Grant of License. During the term of this Contract:
a. Sourcewell grants to Vendor a royalty-free, worldwide, non-exclusive right and license to use theTrademark(s) provided to Vendor by Sourcewell in advertising and promotional materials for the purpose of marketing Sourcewell’s relationship with Vendor.
b. Vendor grants to Sourcewell a royalty-free, worldwide, non-exclusive right and license to use Vendor’s Trademarks in advertising and promotional materials for the purpose of marketing Vendor’s relationship with Sourcewell.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 080420-TKE
Rev. 2/2020 9
2. Limited Right of Sublicense. The right and license granted herein includes a limited right of each party to grant sublicenses to its and their respective distributors, marketing representatives, and agents (collectively “Permitted Sublicensees”) in advertising and promotional materials for the purpose of marketing the Parties’ relationship to Participating Entities. Any sublicense granted will be subject to the terms and conditions of this Article.
Each party will be responsible for any breach of this Article by any of their respective sublicensees.
3. Use; Quality Control.
a. Sourcewell must not alter Vendor’s Trademarks from the form provided by Vendor and must comply with Vendor’s removal requests as to specific uses of its trademarks or logos.
b. Vendor must not alter Sourcewell’s Trademarks from the form provided by Sourcewell and must comply with Sourcewell’s removal requests as to specific uses of its trademarks or logos.
c. Each party agrees to use, and to cause its Permitted Sublicensees to use, the other party’s Trademarks only in good faith and in a dignified manner consistent with such party’s use of the Trademarks. Upon written notice to the breaching party, the breaching party has 30 days of the date of the written notice to cure the breach or the license will be terminated.
4. Termination. Upon the termination of this Contract for any reason, each party, including Permitted Sublicensees, will have 30 days to remove all Trademarks from signage, websites, and the like bearing the other party’s name or logo (excepting Sourcewell’s pre-printed catalog of vendors which may be used until the next printing). Vendor must return all marketing and promotional materials, including signage, provided by Sourcewell, or dispose of it according to Sourcewell’s written directions.
B. PUBLICITY. Any publicity regarding the subject matter of this Contract must not be released without prior written approval from the Authorized Representatives. Publicity includes notices, informational pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Vendor individually or jointly with others, or any subcontractors, with respect to the program, publications, or services provided resulting from this Contract.
C. MARKETING. Any direct advertising, marketing, or offers with Participating Entities must be approved by Sourcewell. Materials should be sent to the Sourcewell Contract Administrator assigned to this Contract.
D. ENDORSEMENT. The Vendor must not claim that Sourcewell endorses its Equipment, Products, or Services.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 080420-TKE
Rev. 2/2020 10
16. GOVERNING LAW, JURISDICTION, AND VENUE
Minnesota law governs this Contract. Venue for all legal proceedings out of this Contract, or its breach, must be in the appropriate state court in Todd County or federal court in Fergus Falls, Minnesota.
17. FORCE MAJEURE
Neither party to this Contract will be held responsible for delay or default caused by acts of God or other conditions that are beyond that party’s reasonable control. A party defaulting under this provision must provide the other party prompt written notice of the default.
18. SEVERABILITY
If any provision of this Contract is found to be illegal, unenforceable, or void then both Sourcewell and Vendor will be relieved of all obligations arising under such provisions. If the remainder of this Contract is capable of performance, it will not be affected by such declaration or finding and must be fully performed.
19. PERFORMANCE, DEFAULT, AND REMEDIES
A. PERFORMANCE. During the term of this Contract, the parties will monitor performance and address unresolved contract issues as follows:
1. Notification. The parties must promptly notify each other in writing of any known dispute and work in good faith to resolve such dispute within a reasonable period of time. If necessary, Sourcewell and the Vendor will jointly develop a short briefing document that describes the issue(s), relevant impact, and positions of both parties.
2. Escalation. If parties are unable to resolve the issue in a timely manner, as specified above, either Sourcewell or Vendor may escalate the resolution of the issue to a higher level of management. The Vendor will have 30 calendar days to cure an outstanding issue.
3. Performance while Dispute is Pending. Notwithstanding the existence of a dispute, the Vendor must continue without delay to carry out all of its responsibilities under the Contract that are not affected by the dispute. If the Vendor fails to continue without delay to perform its responsibilities under the Contract, in the accomplishment of all undisputed work, any additional costs incurred by Sourcewell and/or its Participating Entities as a result of such failure to proceed will be borne by the Vendor.
B. DEFAULT AND REMEDIES. Either of the following constitutes cause to declare this Contract, or any Participating Entity order under this Contract, in default:
1. Nonperformance of contractual requirements, or
2. A material breach of any term or condition of this Contract.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 080420-TKE
Rev. 2/2020 11
Written notice of default and a reasonable opportunity to cure must be issued by the party claiming default. Time allowed for cure will not diminish or eliminate any liability for liquidated or other damages. If the default remains after the opportunity for cure, the non-defaulting party may:
• Exercise any remedy provided by law or equity, or
• Terminate the Contract or any portion thereof, including any orders issued against the Contract.
20. INSURANCE
A. REQUIREMENTS. At its own expense, Vendor must maintain insurance policy(ies) in effect at all times during the performance of this Contract with insurance company(ies) licensed or authorized to do business in the State of Minnesota having an “AM BEST” rating of A- or better, with coverage and limits of insurance not less than the following:
1. Workers’ Compensation and Employer’s Liability.
Workers’ Compensation: As required by any applicable law or regulation.
Employer's Liability Insurance: must be provided in amounts not less than listed below:
Minimum limits:
$500,000 each accident for bodily injury by accident
$500,000 policy limit for bodily injury by disease
$500,000 each employee for bodily injury by disease
2. Commercial General Liability Insurance. Vendor will maintain insurance covering its operations, with coverage on an occurrence basis, and must be subject to terms no less broad than the Insurance Services Office (“ISO”) Commercial General Liability Form CG0001 (2001 or newer edition), or equivalent. At a minimum, coverage must include liability arising from premises, operations, bodily injury and property damage, independent contractors, products-completed operations including construction defect, contractual liability, blanket contractual liability, and personal injury and advertising injury. All required limits, terms and conditions of coverage must be maintained during the term of this Contract.
Minimum Limits:
$1,000,000 each occurrence Bodily Injury and Property Damage $1,000,000 Personal and Advertising Injury
$2,000,000 aggregate for Products-Completed operations
$2,000,000 general aggregate
3. Commercial Automobile Liability Insurance. During the term of this Contract, Vendor will maintain insurance covering all owned, hired, and non-owned automobiles in limits of liability not less than indicated below. The coverage must be subject to terms DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 080420-TKE
Rev. 2/2020 12
no less broad than ISO Business Auto Coverage Form CA 0001 (2010 edition or newer), or equivalent.
Minimum Limits:
$1,000,000 each accident, combined single limit
4. Umbrella Insurance. During the term of this Contract, Vendor will maintain umbrella coverage over Workers’ Compensation, Commercial General Liability, and Commercial Automobile.
Minimum Limits:
$2,000,000
Failure of Vendor to maintain the required insurance will constitute a material breach entitling Sourcewell to immediately terminate this Contract for default.
B. CERTIFICATES OF INSURANCE. Prior to commencing under this Contract, Vendor must furnish to Sourcewell a certificate of insurance, as evidence of the insurance required under this Contract. Prior to expiration of the policy(ies), renewal certificates must be mailed to Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or sent to the Sourcewell Contract Administrator assigned to this Contract. The certificates must be signed by a person authorized by the insurer(s) to bind coverage on their behalf. All policies must include there will be no cancellation, suspension, non-renewal, or reduction of coverage without 30 days’ prior written notice to the Vendor.
Failure to request certificates of insurance by Sourcewell, or failure of Vendor to provide certificates of insurance, in no way limits or relieves Vendor of its duties and responsibilities in this Contract.
C. ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY INSURANCE CLAUSE. Vendor agrees to list Sourcewell and its Participating Entities, including their officers, agents, and employees, as an additional insured under the Vendor’s commercial general liability insurance policy with respect to liability arising out of activities, “operations,” or “work” performed by or on behalf of Vendor, and products and completed operations of Vendor. The policy provision(s) or endorsement(s) must further provide that coverage is primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds.
D. WAIVER OF SUBROGATION. Vendor waives and must require (by endorsement or otherwise) all its insurers to waive subrogation rights against Sourcewell and other additional insureds for losses paid under the insurance policies required by this Contract or other insurance applicable to the Vendor or its subcontractors. The waiver must apply to all deductibles and/or self-insured retentions applicable to the required or any other insurance maintained by the Vendor or its subcontractors. Where permitted by law, Vendor must require DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 080420-TKE
Rev. 2/2020 13
similar written express waivers of subrogation and insurance clauses from each of its subcontractors.
E. UMBRELLA/EXCESS LIABILITY. The limits required by this Contract can be met by either providing a primary policy or in combination with umbrella/excess liability policy(ies).
21. COMPLIANCE
A. LAWS AND REGULATIONS. All Equipment, Products, or Services provided under this Contract must comply fully with applicable federal laws and regulations, and with the laws in the states and provinces in which the Equipment, Products, or Services are sold.
B. LICENSES. Vendor must maintain a valid and current status on all required federal, state/provincial, and local licenses, bonds, and permits required for the operation of the business that the Vendor conducts with Sourcewell and Participating Entities.
22. BANKRUPTCY, DEBARMENT, OR SUSPENSION CERTIFICATION
Vendor certifies and warrants that it is not in bankruptcy or that it has previously disclosed in writing certain information to Sourcewell related to bankruptcy actions. If at any time during this Contract Vendor declares bankruptcy, Vendor must immediately notify Sourcewell in writing.
Vendor certifies and warrants that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any Participating Entity. Vendor certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this Contract. Vendor further warrants that it will provide immediate written notice to Sourcewell if this certification changes at any time.
23. PROVISIONS FOR NON-UNITED STATES FEDERAL ENTITY PROCUREMENTS UNDER
UNITED STATES FEDERAL AWARDS OR OTHER AWARDS
Participating Entities that use United States federal grant or FEMA funds to purchase goods or services from this Contract may be subject to additional requirements including the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 C.F.R. § 200. Participating Entities may also require additional requirements based on specific funding specifications. Within this Article, all references to “federal” should be interpreted to mean the United States federal government.
The following list only applies when a Participating Entity accesses Vendor’s Equipment, Products, or Services with United States federal funds.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 080420-TKE
Rev. 2/2020 14
A. EQUAL EMPLOYMENT OPPORTUNITY. Except as otherwise provided under 41 C.F.R. § 60, all contracts that meet the definition of “federally assisted construction contract” in 41 C.F.R. § 60-
1.3 must include the equal opportunity clause provided under 41 C.F.R. §60-1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 FR 12319, 12935, 3 C.F.R. §, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 C.F.R. § 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.” The equal opportunity clause is incorporated herein by reference.
B. DAVIS-BACON ACT, AS AMENDED (40 U.S.C. § 3141-3148). When required by federal program legislation, all prime construction contracts in excess of $2,000 awarded by non- federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. § 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-federal entity must report all suspected or reported violations to the federal awarding agency. The contracts must also include a provision for compliance with the Copeland “Anti-Kickback” Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations (29 C.F.R. § 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-federal entity must report all suspected or reported violations to the federal awarding agency. Vendor must be in compliance with all applicable Davis-Bacon Act provisions.
C. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (40 U.S.C. § 3701-3708). Where applicable, all contracts awarded by the non-federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. § 5).
Under 40 U.S.C. § 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. § 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 080420-TKE
Rev. 2/2020 15
do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. This provision is hereby incorporated by reference into this Contract. Vendor certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Vendor must comply with applicable requirements as referenced above.
D. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT. If the federal award meets the definition of “funding agreement” under 37 C.F.R. § 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the recipient or subrecipient must comply with the requirements of 37 C.F.R. § 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency. Vendor certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Vendor must comply with applicable requirements as referenced above.
E. CLEAN AIR ACT (42 U.S.C. § 7401-7671Q.) AND THE FEDERAL WATER POLLUTION CONTROL ACT (33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of $150,000 require the non-federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. § 7401- 7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. § 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). Vendor certifies that during the term of this Contract will comply with applicable requirements as referenced above.
F. DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689). A contract award (see 2 C.F.R. § 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 C.F.R. §180 that implement Executive Orders 12549 (3 C.F.R. § 1986 Comp., p. 189) and 12689 (3 C.F.R. § 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Vendor certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency.
G. BYRD ANTI-LOBBYING AMENDMENT, AS AMENDED (31 U.S.C. § 1352). Vendors must file any required certifications. Vendors must not have used federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Vendors must disclose any lobbying with non-federal funds that DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 080420-TKE
Rev. 2/2020 16
takes place in connection with obtaining any federal award. Such disclosures are forwarded from tier to tier up to the non-federal award. Vendors must file all certifications and disclosures required by, and otherwise comply with, the Byrd Anti-Lobbying Amendment (31 U.S.C. § 1352).
H. RECORD RETENTION REQUIREMENTS. To the extent applicable, Vendor must comply with the record retention requirements detailed in 2 C.F.R. § 200.333. The Vendor further certifies that it will retain all records as required by 2 C.F.R. § 200.333 for a period of 3 years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed.
I. ENERGY POLICY AND CONSERVATION ACT COMPLIANCE. To the extent applicable, Vendor must comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act.
J. BUY AMERICAN PROVISIONS COMPLIANCE. To the extent applicable, Vendor must comply with all applicable provisions of the Buy American Act. Purchases made in accordance with the Buy American Act must follow the applicable procurement rules calling for free and open competition.
K. ACCESS TO RECORDS (2 C.F.R. § 200.336). Vendor agrees that duly authorized representatives of a federal agency must have access to any books, documents, papers and records of Vendor that are directly pertinent to Vendor’s discharge of its obligations under this Contract for the purpose of making audits, examinations, excerpts, and transcriptions. The right also includes timely and reasonable access to Vendor’s personnel for the purpose of interview and discussion relating to such documents.
L. PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322). A non-federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. § 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 080420-TKE
Rev. 2/2020 17
_________________ _____________
______________
24. CANCELLATION
Sourcewell or Vendor may cancel this Contract at any time, with or without cause, upon 60 days’ written notice to the other party. However, Sourcewell may cancel this Contract immediately upon discovery of a material defect in any certification made in Vendor’s Proposal.
Cancellation of this Contract does not relieve either party of financial, product, or service obligations incurred or accrued prior to cancellation.
Sourcewell thyssenkrupp Elevator
By: _ By: _
Jeremy Schwartz Mark Hintz
Title: Director of Operations &
Procurement/CPO
Title: Vice President Contracts Department
8/26/2020 I 9:50 AM CDT
Date:
Date: 8/26/2020 I 7:07 PM CEST
Approved:
By: _
Chad Coauette
Title: Executive Director/CEO
Date:
8/26/2020 I 12:23 PM CDT
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 Bid Number: RFP 080420 Vendor Name: thyssenkrupp Elevator
RFP 080420 - Elevators, Escalators, and Moving Walks with Related Equipment, Services, and Supplies
Vendor Details
Company Name: thyssenkrupp Elevator
3100 Interstate North Circle
Address: Suite 500
Atlanta, GA 30339
Contact: Jamie Blackman
Email: jamie blackman@thyssenkrupp com
Phone: 770-799-0478
HST#: 62121126-7
Submission Details
Created On: Monday July 06, 2020 07:33:19
Submitted On: Friday July 31, 2020 01:48:41
Submitted By: Jamie Blackman
Email: jamie blackman@thyssenkrupp com
Transaction #: 32231029-e36b-494f-a111-141e907ae5cd
Submitter's IP Address: 96 77 92 138
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 Bid Number: RFP 080420 Vendor Name: thyssenkrupp Elevator
Specifications
Table 1: Proposer Identity & Authorized Representatives
General Instructions (applies to all Tables) Sourcewell prefers a brief but thorough response to each question Please do not merely attach additional documents to your response without also providing a substantive response Do not leave answers blank; mark "NA" if the question does not apply to you (preferably with an explanation)
Line
Item Question Response *
1 Proposer egal Name (and applicable d b a, if any): thyssenkrupp Elevator * 2 Proposer Address: 3100 Interstate North Circle
Suite 500
Atlanta, GA 30339
*
3 Proposer website address: www thyssenkrupp com *
4 Proposer's Authorized Representative (name, title, address, email address & phone) (The representative must have
authority to sign the "Proposer's Assurance of Compliance" on behalf of the Proposer and, in the event of award, will be expected to execute the resulting contract):
Regards,
Mark Hintz
Vice President, Contracts Department
70 799 0448, mark hintz@thyssenkrupp com
thyssenkrupp Elevator Corporation, 3100 Interstate N Cir SE, Suite 500, Atlanta, GA 30339
*
5 Proposer's primary contact for this proposal (name, title, address, email address & phone):
Jeff Jaudes, CEI
National Account Manager
Government contracts
972-365-6128
*
6 Proposer's other contacts for this proposal, if any (name, title, address, email address & phone):
Jamie Blackman
National Accounts Coordinator, National Accounts
770-799-0478
Table 2: Company Information and Financial Strength
Line
Item Question Response *
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 Bid Number: RFP 080420 Vendor Name: thyssenkrupp Elevator
7 Provide a brief history of your company, including your company's core values, business philosophy, and industry longevity related to the requested equipment, products or services
ThyssenKrupp Elevator is a US $3 8 billion dollar company that manufactures, installs and services a wide variety of passenger and freight needs Headquartered in Atlanta, Georgia, ThyssenKrupp Elevator Corporation provides a full range of elevators, lifts and escalators for all types of passenger and freight applications Complete elevator systems, including all major components, are manufactured at our plants in Tennessee, Mississippi, Toronto and New York City ThyssenKrupp Elevator is represented by over 135
branches and 546 local representatives in the United States and Canada and employs over 10,000 manufacturing,
installation, service, repair, sales and management
professionals Most impressive is the fact that we individually service nearly 240,000 elevators, escalators and lifts in North America, over 50,000 of which were
manufactured and installed by other companies
ThyssenKrupp Elevator's ultimate parent is ThyssenKrupp AG, a large German corporation headquartered in
Dusseldorf ThyssenKrupp AG's predecessor, Thyssen AG
entered the North American vertical transportation market in the 1980's, and was growing its business, when it acquired Dover Elevator Company in July 1999 Dover was well established in the U S market, and the merger of these two companies created the largest vertical transportation company in North America Thyssen and Dover Elevator
joined forces as ThyssenKrupp Elevator with one purpose: to exceed member expectations with a powerful combination of products, services and technology
*
8 What are your company's expectations in the event of an award?
Our expectation as an existing provider is to continue to grow both Sourcewell and our portfolios in providing
unsurpassed services to our customers
*
9 Demonstrate your financial strength and stability with meaningful data This could include such items as financial statements, SEC filings, credit and bond ratings, letters of credit, and detailed reference letters Upload supporting documents (as applicable) in the document upload section of your response
thyssenkrupp Elevator is a US $3 8 billion dollar company that manufactures, installs and services a wide variety of passenger and freight needs Headquartered in Atlanta, Georgia, thyssenkrupp Elevator Corporation provides a full range of elevators, Escalators, and Moving Walks with Related Equipment, Services, and Supplies Complete
elevator systems, including all major components, are
manufactured at our plants in Tennessee, Mississippi, Toronto and New York City thyssenkrupp Elevator is represented by over 135 branches and 564 local representatives in the United States and Canada and employs over 10,000
manufacturing, installation, service, repair, sales and management professionals Most impressive is the fact that we individually service nearly 240,000 elevators, escalators and lifts in North America, over 50,000 of which were
manufactured and installed by other companies
**Please see the Attachment thyssenkrupp 2018-2019
Financial Report**
***Please see the Attached DNB Rating Report***
*
10 What is your US market share for the solutions that you are proposing?
US Market Share : 38% *
11 What is your Canadian market share for the solutions that you are proposing?
• Canadian Market : 40% *
12 Has your business ever petitioned for bankruptcy protection? If so, explain in detail
awsuits do occur and exist; however, TKEC has adequate
risk management, legal and insurance safeguards in place to protect itself and its customers when required ThyssenKrupp Elevator has not been involved in bankruptcy or
reorganization Notwithstanding, ThyssenKrupp Elevator
Corporation is a $3 8 billion company
*
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 Bid Number: RFP 080420 Vendor Name: thyssenkrupp Elevator
13 How is your organization best described: is it a
manufacturer, a distributor dealer reseller, or a service provider? Answer whichever question (either a) or b) just below) best applies to your organization
a) If your company is best described as a
distributor dealer reseller (or similar entity), provide your written authorization to act as a distributor dealer reseller for the manufacturer of the products proposed in this RFP If applicable, is your dealer network independent or company owned?
b) If your company is best described as a manufacturer
or service provider, describe your relationship with your sales and service force and with your dealer network in delivering the products and services proposed in this RFP Are these individuals your employees, or the employees of a third party?
B-
thyssenkrupp does not have a dealer network; all products and services are performed and manufactured by
thyssenkrupp Our network of employees across the US is
states are individual employees and Union employees Sales and distribution are performed by location
*
14 If applicable, provide a detailed explanation outlining the licenses and certifications that are both required to be held, and actually held, by your organization (including third parties and subcontractors that you use) in pursuit of the business contemplated by this RFP
All of our elevator service technicians are licensed to perform services on all vertical transportation Both by the IUEC and local authorities having jurisdiction
***Please see Attachment for State Contractors icenses ***
*
15 Provide all "Suspension or Debarment" information that has applied to your organization during the past ten years
In the past 10 years thyssenkrupp has not had any
suspensions or debarments *
Table 3: Industry Recognition & Marketplace Success
Line
Item Question Response *
16 Describe any relevant industry awards or recognition that your company has received in the past five years
2015
ThyssenKrupp Recognized by MIT Technology Review as
One of the 50 Smartest Companies -
ThyssenKrupp Elevator Wins 2015 Tennessee Governor's
Environmental Stewardship Award -
ThyssenKrupp Elevator's Enviromax® Earns Top Awards
from Environmental eader -
ThyssenKrupp Elevator's U S Factory Earns EED ® Gold
Certification Middleton -
2016
thyssenkrupp' s installation of 53 elevators and 88 escalators in Rome's metro ine C in Italy has won of the "Project of the Year 2016" Award, in the Escalators category presented by international magazine Elevator World
***All awards listed above are attached in our proposed documents***
*
17 What percentage of your sales are to the governmental sector in the past three years
We currently maintain a Federal Service Supply contract for the next 20 years and have for the last 20 years
Approximately 23% of our maintenance is with federal state, local and city government
*
18 What percentage of your sales are to the education sector in the past three years
Education: 15% *
19 ist any state, provincial, or cooperative purchasing contracts that you hold What is the annual sales volume for each of these contracts over the past three years?
thyssenkrupp Elevator does business with multiple
cooperative purchasing companies such as, Omnia, Vizient, Premier, Equalis and Healthtrust There are over 40,000 units attached to these cooperative organizations both
government and commercial that thyssenkrupp maintains The release of any other customers' information without their approval is against thyssenkrupp policy
*
20 ist any GSA contracts or Standing Offers and Supply Arrangements (SOSA) that you hold What is the annual sales volume for each of these contracts over the past three years?
GSA - FSS 9M+
GSA - PBS 9M+
*
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 Bid Number: RFP 080420 Vendor Name: thyssenkrupp Elevator
Table 4: References/Testimonials
ine Item 21 Supply reference information from three customers who are eligible to be Sourcewell participating entities
Entity ame * Contact ame * Phone umber *
The release of any other customers'
information without their approval is
against thyssenkrupp policy
The release of any other customers'
information without their approval is
against thyssenkrupp policy
The release of any other customers'
information without their approval is
against thyssenkrupp policy
*
The release of any other customers'
information without their approval is
against thyssenkrupp policy
The release of any other customers'
information without their approval is
against thyssenkrupp policy
The release of any other customers'
information without their approval is
against thyssenkrupp policy
*
The release of any other customers'
information without their approval is
against thyssenkrupp policy
The release of any other customers'
information without their approval is
against thyssenkrupp policy
The release of any other customers'
information without their approval is
against thyssenkrupp policy
*
Table 5: Top Five Government or Education Customers
Line Item 22. Provide a list of your top five government, education, or non -profit customers (entity name is optional), including entity type, the state or province the entity is located in, scope of the project(s), size of transaction(s), and dollar volumes from the past three years.
Entity ame Entity Type * State / Province * Scope of Work * Size of Transactions *
Dollar Volume Past
Three Years *
Various States Government Georgia - GA Vertical
Transportation
100+ locations Approximately
669K - Annual *
Various States Government Georgia - GA Vertical
Transportation
148 ocations Approximately
3 2M - Annual *
University Education Florida - F Vertical
Transportation
138 Units Approximately 1M -
Annual *
University Education North Carolina - NC Vertical
Transportation
357 Units Approximately 1 3M
Annually *
University Education Colorado - CO Vertical
Transportation
167 Units Approximately
$313K Annually *
Table 6: Ability to Sell and Deliver Service
Describe your company's capability to meet the needs of Sourcewell participating entities across the US and Canada, as applicable Your response should address in detail at least the following areas: locations of your network of sales and service providers, the number of workers (full -time equivalents) involved in each sector, whether these workers are your direct employees (or employees of a third party), and any overlap between the sales and service functions
Line
Item Question Response *
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 Bid Number: RFP 080420 Vendor Name: thyssenkrupp Elevator
23 Sales force thyssenkrupp Elevator's North American Division is separated into three regions, consisting over 6,000
employees working directly at our branch and regional
offices These locations are as listed below See
Attachments Question #17 Sales Force Map & Branch
location Map for the listing of over 135 offices across the US Our local customer service is supported by our call
center, TK Communications which is operational 24 7 if the local branch is not available
Total number and location of sales persons employed by
Supplier
• Pacific Northwest - 52
• California - 59
• Southwest - 47
• Midwest - 73
• Central US - 52
• South - 50
• Southeast - 53
• Florida - 56
• Mid-Atlantic - 48
• Northeast - 53
• TOTA - 546 Sales employees
*
24 Dealer network or other distribution methods Services are scheduled and provided at a local branch level Distribution of products will be managed at the local level, we have branches locations in North America
*
25 Service force Service Force:
• Thyssenkrupp has 3200+ service technicians in the US
and Canada All service technicians are IUEC members and employees of thyssenkrupp Elevator
*
26 Describe in detail the process and procedure of your customer service program, if applicable Include your response-time capabilities and commitments, as well as any incentives that help your providers meet your stated service goals or promises
We provide Regular and Routine Maintenance 7 24 365 All maintenance programs are code compliant and if needed
adjusted to meet our member needs
You can always count on our:
• 2,600 highly-trained service technicians, experts in
thyssenkrupp and third-party (OEM) equipment
• 24 7 emergency service availability from technicians
who are always nearby
• 24 7 thyssenkrupp call center, standing by to quickly take your call
• Customer Portal, an online tool for managing your
elevator account and placing service requests
• Global network of engineers and experts, International Technical Services
• Advanced diagnostic tools for communicating with
thyssenkrupp and third-party equipment
• Predictive maintenance solution, MAX, which
dramatically improves elevator uptime using Internet of Things (IoT) technology
• Dedicated account managers, your point of contact for account-related issue
• Capital planning services to help you budget for future expenses
For an emergency such as an entrapment our goal is to get respond in 30 minutes or less, however due to locations outside of our control including but not limited to traffic, environment, location and access hour during normal
business hours, if not sooner For an entrapment after normal business hours, we would strive for onsite response in less than 2 hours For non-emergencies service requests during normal business hours, we should meet same day
response For non-emergency service requests after normal business hours, we will strive to provide response by the following business day
** Please see the Attachment: Service Brochure**
*
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 Bid Number: RFP 080420 Vendor Name: thyssenkrupp Elevator
27 Identify your ability and willingness to provide your products and services to Sourcewell participating entities in the United States
Thyssenkrupp elevator has the size and resources to fully support the members and their vertical transportation needs, when and where we are needed This includes around the
clock call center, dedicated account manager and
sophisticated online tools as well as around the clock
engineering support
Our goal is to exceed the members expectations by
partnering with Sourcewell to achieve continues growth
thyssenkrupp Elevator utilizes GPS within our Technician's mobile devices so that we can route the closest technician to service calls in effort to reduce downtime We continually look for ways to better serve and communicate with our
customers As we find more ways to improve our service
through mobile technology ThyssenKrupp Elevator is always communicating these new enhancements to our customers
*
28 Identify your ability and willingness to provide your products and services to Sourcewell participating entities in Canada thyssenkrupp Elevator utilizes GPS within our Technician's mobile devices so that we can route the closest technician to service calls in effort to reduce downtime We continually look for ways to better serve and communicate with our
customers As we find more ways to improve our service
through mobile technology ThyssenKrupp Elevator is always communicating these new enhancements to our customers
Thyssenkrupp elevator has the size and resources to fully support the members and their vertical transportation needs, when and where we are needed This includes around the
clock call center, dedicated account manager and
sophisticated online tools as well as around the clock
engineering support
Our goal is to exceed the members expectations by
partnering with Sourcewell to achieve continues growth
*
29 Identify any geographic areas of the United States or Canada that you will NOT be fully serving through the
proposed contract
thyssenkrupp is able to service all areas of the US and Canada
*
30 Identify any Sourcewell participating entity sectors (i e , government, education, not-for-profit) that you will NOT be fully serving through the proposed contract Explain in detail For example, does your company have only a regional
presence, or do other cooperative purchasing contracts limit your ability to promote another contract?
Our services will be available to all participating entities
*
31 Define any specific contract requirements or restrictions that would apply to our participating entities in Hawaii and Alaska and in US Territories
There are no defined specific contract requirements or
restrictions that would apply
*
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 Bid Number: RFP 080420 Vendor Name: thyssenkrupp Elevator
Table 7: Marketing Plan
Line
Item Question Response *
32 Describe your marketing strategy for promoting this contract opportunity Upload representative samples of your
marketing materials (if applicable) in the document upload section of your response
Upon Award we will schedule online training with all offices and supply them with the new materials to be able to
discuss with entity's the Sourcewell program
• We will post on our social media site a link to the
Sourcewell website
• Continued participation in trade shows within our
industry posting placards stating that we are a supplier for Sourcewell
• Additionally, we will host a conference call with our District VPs to inform them of any changes that might have been made to our existing contract with Sourcewell
***Please see uploaded Sourcewell Introduction etter and Quick Reference Guide ***
If awarded these can be modified if requested
*
33 Describe your use of technology and digital data (e g , social media, metadata usage) to enhance marketing
effectiveness
• On our internal website we will post a link to all
required documents and forms to sell these services to the membership
• On our social media site we will post a link to the
Sourcewell Website
• When participating in trade shows within our industry posting placards stating that we are a supplier for Sourcewell • Additionally, local meetings with BOMA and facilities management companies
*
34 In your view, what is Sourcewell's role in promoting contracts arising out of this RFP? How will you integrate a Sourcewell - awarded contract into your sales process?
Please refer Question Number 32 thyssenkrupp, if awarded will send out an information package on any and all new information for Sourcewell to all of our branches They will receive a copy of the contract and any training material needed They will also receive the negotiated billing rates and labor rates An aggressive training schedule will be established between National Accounts and the Regions to educate them on the Sourcewell processes and
documentation
Our expectation of Sourcewell s role is promoting
thyssenkrupp and our services through your website and trade shows, also training sessions to the existing portfolio as well as the new membership As we have experienced in the past as an Sourcewell supplier, we would also expect the continued open line of communication between
thyssenkrupp and our customers
*
35 Are your products or services available through an e- procurement ordering process? If so, describe your e-
procurement system and how governmental and educational customers have used it
No, there are many moving parts that require direct
communication between the customer and thyssenkrupp
before services can be provided Elevators are not a shelf type product, all services and products come directly from thyssenkrupp and services are performed by thyssenkrupp employees
*
Table 8: Value-Added Attributes
Line
Item Question Response *
36 Describe any product, equipment, maintenance, or operator training programs that you offer to Sourcewell participating entities Include details, such as whether training is standard or optional, who provides training, and any costs that apply Do to the elevator safety code requirement and reliability associated with elevators and escalators our training for the general public is limited to the in car or group panel
operational switches There is no charge for training on the proper usage of these switches for operational control
*
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 Bid Number: RFP 080420 Vendor Name: thyssenkrupp Elevator
37 Describe any technological advances that your proposed products or services offer
New Installation: In 2015 thyssenkrupp partnered with
Microsoft Azure enterprise to introduce the MAX, an elevator extension to bring the technology into the Internet of Things Instead of delivering a brand-new elevator, thyssenkrupp' s MAX is a box that costs "less than an iPad" and attaches to existing elevators The MAX keeps tabs on the elevator's vitals so it can send maintenance calls when it senses parts wearing out and, once enough data is collected, make data models that set up maintenance calls before parts break By using MAX, large buildings and skyscrapers can set their elevators to anticipate rush-hour surges in the lobby or on upper level floors that have higher demand In addition, MAX, powered by Microsoft's Azure cloud technology, can help drive a wide range of other efficiencies, like keycard connectivity that can automatically whisk riders directly to their floor MAX uses the cloud to monitor each individual component of the elevator, so each lift can get planned proactive maintenance before it breaks down, rather than unexpected work afterwards
*
38 Describe any "green" initiatives that relate to your company or to your products or services, and include a list of the certifying agency for each
Sustainability is embedded in the strategies, policies and business practices of ThyssenKrupp Elevator Americas We strive to create a culture that fosters greener solutions for every aspect of our business, from daily operations to the materials we use in our products By implementing the right actions today, we are making a better world for tomorrow • Green Rating Systems and EED - Our commitment to
green building is companywide We are a corporate-level
member of the US Green Building Council and a Visionary Sponsor of the iving Building Challenge
• Material Transparency - We are at the forefront of the building industry - pioneering a new vision of manufacturing product transparency
• Products and Services - From elevator fluids to lighting, our products and services are designed with the environment in mind
• Corporate Citizenship - ooking out for our people and our communities is just as important to us as building premium products
*
39 Identify any third-party issued eco-labels, ratings or certifications that your company has received for the
equipment or products included in your Proposal related to energy efficiency or conservation, life-cycle design (cradle-to- cradle), or other green sustainability factors
***Please see the attached EED Certificate BioBlend
Enviromaz***
*
40 Describe any Women or Minority Business Entity (WMBE), Small Business Entity (SBE), or veteran owned business
certifications that your company or hub partners have
obtained Upload documentation of certification (as
applicable) in the document upload section of your response thyssenkrupp is committed to developing MBE WBE DVBE
enterprises in the marketplace thyssenkrupp currently
spends over $8,000,000 00 annually with MBE WBE DVBE
enterprises In order to ensure the quality of our
preventative maintenance programs and services provided to TKE's Customers we do not plan to subcontract ANY part of our preventative maintenance or repair work However, thyssenkrupp does purchase materials and parts from
MBE WBE DVBE enterprise suppliers Below is a list of some of the larger MBE WBE DVBE firms that we currently do business with and our annualized spend for each vendor
***Please see Attachment MBE WBE DVBE SBE
Participation Program***
*
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 Bid Number: RFP 080420 Vendor Name: thyssenkrupp Elevator
41 What unique attributes does your company, your products, or your services offer to Sourcewell participating entities? What makes your proposed solutions unique in your industry as it applies to Sourcewell participating entities?
Here at thyssenkrupp Elevator we say, "we engineer
confidence " We take this statement seriously Over 10,000 manufacturing, installation, service, repair, sales and management professionals work each day to build, install, maintain, and modernize elevators, escalators, and moving walks safely
From a safety standpoint, you want to hire someone you
can trust - a company that specializes in servicing all kinds of elevators, not just the ones they manufacture Our ITS Americas (International Technical Services) facility offers our mechanics the latest in diagnostic tools, troubleshooting support, PC board repair, and technical training This support is backed by our field engineers, available 24 hours a day, who are among the most skilled experts in the industry
As the largest producer of elevators in the Americas with over 135 locations, you can be confident that we have the size and resources to support you, whenever and wherever you need us Our technicians are on the road day and night, never far away from your equipment
*
When something does go wrong, you want to know
someone is there to help That's why thyssenkrupp Elevator Communications answers elevator telephones 24 hours a day, 365 days a year Our highly trained staff currently handles over one million calls a year, is capable of translating up to 135 different languages, and strives to keep response time below ten seconds
Our local team is ready to assist you in making sound
decisions about your needs and systems
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 Bid Number: RFP 080420 Vendor Name: thyssenkrupp Elevator
Table 9: Warranty
Describe in detail your manufacturer warranty program, including conditions and requirements to qualify, claims procedure, and overall structure. You may upload representative samples of your warranty materials (if applicable) in the document upload section of your response in addition to responding to the questions below.
Line
Item Question Response *
42 Do your warranties cover all products, parts, and labor? Yes, if installed by thyssenkrupp and if we currently maintain the equipment *
43 Do your warranties impose usage restrictions or other limitations that adversely affect coverage?
thyssenkrupp shall neither be required nor obligated to service, make renewals or repairs upon the equipment by reason of negligence, obsolescence, misuse of the
equipment, loss of power, blown fuses, tripped stop switches, theft, vandalism, explosion, fire, power failure, water damage, storm, lightning, nuisance calls or by any other reason or any other cause beyond Service Provider's control, except ordinary wear and tear from the
commencement date of this agreement or equipment not
under thyssenkrupp service
*
44 Do your warranties cover the expense of technicians' travel time and mileage to perform warranty repairs?
Yes, it does cover the expense of technicians' travel time and mileage to perform warranty repairs *
45 Are there any geographic regions of the United States (and Canada, if applicable) for which you cannot provide a certified technician to perform warranty repairs? How will Sourcewell participating entities in these regions be provided service for warranty repair?
No, thyssenkrupp can provide a certified technician in all regions
*
46 Will you cover warranty service for items made by other manufacturers that are part of your proposal, or are these warranties issues typically passed on to the original
equipment manufacturer?
thyssenkrupp Elevator will cover warranty service or
proposed installed and maintained or under service by
thyssenkrupp
*
47 What are your proposed exchange and return programs and policies?
No, thyssenkrupp does not exchange or return parts or
equipment *
48 Describe any service contract options for the items included in your proposal
• thyssenkrupp elevator is flexible in contract negotiation to meet the need of the member Belo are the four major
contract variation, all contract levels meet code compliance • Bronze
• Gold
• Platinum
• Platinum Premier
*
***Please see attachment with Service evel Explanations***
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 Bid Number: RFP 080420 Vendor Name: thyssenkrupp Elevator
Table 10: Payment Terms and Financing Options
Line
Item Question Response *
49 What are your payment terms (e g , net 10, net 30)? • Service: Typically, we will bill monthly or quarterly in advance Payment is expected NET 30
• Repair: 50% upon award, 50% upon completion of the
work
• Construction: Progressively in line with percentage of completion 10% retainage
• However, with advanced notice we can accommodate
most any billing and collection terms
• Our local branch will send invoices to the
location member
• National Accounts also has a consolidated billing option as well as a Web-Billing department No fees are
associated with any of these options
*
50 Do you provide leasing or financing options, especially those options that schools and governmental entities may need to use in order to make certain acquisitions?
No, we do not provide leasing or financing options,
especially those options that schools and governmental
entities may need to use in order to make certain
acquisitions
*
51 Briefly describe your proposed order process Include enough detail to support your ability to report quarterly sales to Sourcewell as described in the Contract template For example, indicate whether your dealer network is included in your response and whether each dealer (or some other
entity) will process the Sourcewell participating entities' purchase orders
All orders are processed through our local branch Orders are not taken through a public ordering system Orders are placed internally and tracked by our system All payment invoicing and collections tracking are performed by an Oracle system locally and nationally, and at this time we are unaware of any limitations
We are currently reporting quarterly to Sourcewell and have no issue to date
All requests are made to the National Account POCs, that way they can be tracked accordingly and distributed to the correct branch for activation and response
*
52 Do you accept the P-card procurement and payment
process? If so, is there any additional cost to Sourcewell participating entities for using this process?
Our local branch will send invoices to the location member • National Accounts also has a consolidated billing option as well as a Web-Billing department No fees are
associated with any of these options
• Credit Card Payments as well
*
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 Bid Number: RFP 080420 Vendor Name: thyssenkrupp Elevator
Table 11: Pricing and Delivery
Provide detailed pricing information in the questions that follow below Keep in mind that reasonable price and product adjustments can be made during the term of an awarded Contract as desribed in the RFP, the template Contract, and the Sourcewell Price and Product Change Request Form
Line
Item Question Response *
53 Describe your pricing model (e g , line-item discounts or product-category discounts) Provide detailed pricing data (including standard or list pricing and the Sourcewell
discounted price) on all of the items that you want
Sourcewell to consider as part of your RFP response If
applicable, provide a SKU for each item in your proposal Upload your pricing materials (if applicable) in the document upload section of your response
The Pricing attachment is a Not to Exceed Pricing Schedule ***See Pricing Schedule***
• Sourcewell Billing Rates 2020 RFP #1080420
• Sourcewell Not to Exceed Pricing 2020 RFP #1080420
*
54 Quantify the pricing discount represented by the pricing proposal in this response For example, if the pricing in your response represents a percentage discount from MSRP or
list, state the percentage or percentage range
20% lower than posted National pricing
*
55 Describe any quantity or volume discounts or rebate
programs that you offer
Based on individual volume by member, additional discounts can be negotiated by the local branch *
56 Propose a method of facilitating "sourced" products or related services, which may be referred to as "open market" items or "nonstandard options" For example, you may
supply such items "at cost" or "at cost plus a percentage," or you may supply a quote for each such request
Based on individual volume by member, additional discounts can be negotiated by the local branch Materials purchased for out of scope work sold to the customer will have a markup capped at not to exceed 30%
*
57 Identify any element of the total cost of acquisition that is NOT included in the pricing submitted with your response This includes all additional charges associated with a
purchase that are not directly identified as freight or shipping charges For example, list costs for items like pre- delivery inspection, installation, set up, mandatory training, or initial inspection Identify any parties that impose such costs and their relationship to the Proposer
No additional cost for standard contract services
*
58 If freight, delivery, or shipping is an additional cost to the Sourcewell participating entity, describe in detail the complete freight, shipping, and delivery program
For items not covered by the agreement additional shipping charges to expedite may be accessed
*
59 Specifically describe freight, shipping, and delivery terms or programs available for Alaska, Hawaii, Canada, or any
offshore delivery
No change for these locations
*
60 Describe any unique distribution and or delivery methods or options offered in your proposal
Does not apply *
Table 12: Pricing Offered
Line
Item The Pricing Offered in this Proposal is: * Comments
61 d other than what the Proposer typically offers (please describe) Is a not to exceed matrix based on union labor rates by location across North America and at a 20% reduction of our nationally posted rates *** See Attached NTE Billable rates Pricing document****
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 Bid Number: RFP 080420 Vendor Name: thyssenkrupp Elevator
Table 13: Audit and Administrative Fee
Line
Item Question Response *
62 Specifically describe any self-audit process or program that you plan to employ to verify compliance with your proposed Contract with Sourcewell This process includes ensuring that Sourcewell participating entities obtain the proper pricing, that the Vendor reports all sales under the Contract each quarter, and that the Vendor remits the proper administrative fee to Sourcewell
A singular point of contact in the National Accounts
Department has been established to coordinate with the local branches to ensure that pricing meets the requirements of the master agreement Should the member request an
additional audit, the request would be made through that point of contact to verify in document compliance from the local branch All contract before submission are review by National Accounts and our Vice Presidents of contract along with our account receivable department to ensure pricing is contract compliant and that the proper reporting will be made to Sourcewell
*
63 Identify a proposed administrative fee that you will pay to Sourcewell for facilitating, managing, and promoting the Sourcewell Contract in the event that you are awarded a Contract This fee is typically calculated as a percentage of Vendor's sales under the Contract or as a per-unit fee; it is not a line-item addition to the Member's cost of goods (See the RFP and template Contract for additional details ) A 4% administrative fee will be paid on new installation, modernizations, quoted repair and regular and routine
maintenance services
*
Table 14A: Depth and Breadth of Offered Equipment Products and Services
Line
Item Question Response *
64 Provide a detailed description of the equipment, products, and services that you are offering in your proposal
SoundNet, our on-site 24 7 dispatch center, monitors elevator telephones, dispatches service calls and answers phone calls for of offices across the U S and Canada SoundNet serves ThyssenKrupp Elevator and its affiliates 365 days a year Manufacturing: thyssenkrupp Elevator manufacture Hydraulic, traction, dumbwaiters and escalator vertical transportation New Installation: tractions, hydraulic, mrl escaltoprs moving wsalks ect
Modernizations: thyssenkrupp Elevator is fully capable to modernize all types of vertical transportation
Parts and Supplies: Our local offices have immediate access to normal wear & tear components and 24 7
turnaround on many non-stock items Additionally, (ITS) International Technical Services in Dallas, TX provides direct board and drive repair exchange capabilities Having
this "internal component" is both unique in our industry and critical to maintaining a high level of equipment availability Service: thyssenkrupp Elevator provides local and national service for all vertical transportation systems
Consulting: Site Audits for contract compliance and Capital Planning
*
65 Within this RFP category there may be subcategories of solutions ist subcategory titles that best describe your products and services
• Modernization
• New Installation
• Site Reviews
• Capital Planners
• Telephone Monitoring
• Repair
• Vertical Transportation Maintenance
*
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 Bid Number: RFP 080420 Vendor Name: thyssenkrupp Elevator
Table 14B: Depth and Breadth of Offered Equipment Products and Services
Indicate below if the listed types or classes of equipment, products, and services are offered within your proposal Provide additional comments in the text box provided, as necessary
Line
Item Category or Type Offered * Comments
66 Elevators Yes
No
All models and manufacturers *
67 Escalators Yes
No
All models and manufacturers *
68 Moving Walkways Yes
No
All models and manufacturers *
69 Dumbwaiters Yes
No
All models and manufacturers *
70 Wheelchair, vertical and inclined
platform lifts
Yes
No
All models and manufacturers *
71 Installation, modernization, preventative
maintenance services, emergency and
on-call response services, repair,
inspection, and warranty services
Explain, in detail, in the Comments
section
Yes
No
All models and manufacturers
*
72 Supplies, parts, and accessories related
to items 66-70 above
Yes
No
If currently being maintained by
thyssenkrupp *
Table 15: Industry Specific Questions
Line
Item Question Response *
73 If you are awarded a contract, provide a few examples of internal metrics that will be tracked to measure whether you are having success with the contract
Proposed vs Award
Growth by Number of units
Growth by number of customers
Client satisfaction surveys
*
74 Describe how your company offerings conform to industry model safety and performance codes and standards
Provide, if applicable, ISO and industry-specific quality management system certifications
*** Please see Attached Osha Reports and
As your service provider, we build safety into everything we do By meeting or exceeding national and local elevator codes for our equipment, we maintain a safe environment for your passengers as well as our technicians
Through our expertise and training, we identify and
eliminate potential hazards
We also stay current with the latest:
• Service standards and processes
• Equipment inspections and certifications
• Construction and installation standards
By partnering with thyssenkrupp, you can count on us to provide safe and reliable vertical transportation to the riding public
*
75 Describe the process of design, engineering, installation, and inspection at a project level
Please refer to the Attached PDF Elevator Product Guide It includes descriptions on thyssenkrupp engineering project levels
*
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 Bid Number: RFP 080420 Vendor Name: thyssenkrupp Elevator
76 Describe, in detail, your approach to providing both maintenance and repair for your units in service
thyssenkrupp approach to providing both maintains and repair to system under service is both proactive and
predictive maintenanc3e Years of identifying failure rates for individual components gives us the ability to adjust
reoccurring maintenance of those component or to replace the components before failure Unfortunately in some cases a repair will need to be made where a unit is not operating, Because of our information data base we are well stocked with those components parts locally and nationally to have the unit operational as soon as possible
*
77 Describe the manufacturing process or material specifications- related attributes that differentiate your offering from your competitors
***Please See Attached Document - Quality Supplier and
Simplifying our Strategy***
*
78 Describe the applications for your product in the government, education, and non-profit verticals
Our Product applications do not differentiate Verticals * 79 Discuss the breadth of your parts inventory and the ability that your service and or maintenance team will have the necessary replacement parts readily available
ITS offers the latest in diagnostic tools, troubleshooting support, PC board repair and technical training computer boards can be on site in less than 24 hours In addition to servicing thyssenkrupp elevators, our ITS-trained technicians are knowledgeable on a variety of manufacturers' units, including Otis, Schindler, KONE, Westinghouse, Montgomery, Haughton, U S Elevator and many others In fact, over one third of the elevators serviced by thyssenkrupp are
manufactured by our competitors
Each branch has, in addition to technicians, mechanics and helpers, an adjuster that can troubleshoot all issues that are complex or of great detail is on site at each of the over 135 branches across the Unites States The average tenure of our mechanics is 12 5 years The majority of our mechanics have been in the field between 15 and 20 years Most replacement parts are stored at the branch or in our technicians' trucks If the repair is a larger part thyssenkrupp usually has a turnaround time of 72 hours to get the
replacement part depending on the issue
*
80 Describe your product line in terms of sustainability and recycling
Sustainability is embedded in the strategies, policies and business practices of ThyssenKrupp Elevator Americas We strive to create a culture that fosters greener solutions for every aspect of our business, from daily operations to the materials we use in our products By implementing the right actions today, we are making a better world for tomorrow
*
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 Bid Number: RFP 080420 Vendor Name: thyssenkrupp Elevator
Exceptions to Terms, Conditions, or Specifications Form
Only those Proposer Exceptions to Terms, Conditions, or Specifications that have been accepted by Sourcewell have been incorporated into the contract text.
Documents
Ensure your submission document(s) conforms to the following:
1. Documents in PDF format are preferred. Documents in Word, Excel, or compatible formats may also be provided.
2. Documents should NOT have a security password, as Sourcewell may not be able to open the file. t is your sole responsibility to ensure that the uploaded document(s) are not either defective, corrupted or blank and that the documents can be opened and viewed by Sourcewell.
3. Sourcewell may reject any response where any document(s) cannot be opened and viewed by Sourcewell.
4. If you need to upload more than one (1) document for a single item, you should combine the documents into one zipped file. If the zipped file contains more than one (1) document, ensure each document is named, in relation to the submission format item responding to. For example, if responding to the Marketing Plan category save the document as "Marketing Plan."
Financial Strength and Stability - thyssenkrupp 2018-2019 Financial Report Question 9 - Copy.pdf - Friday July 31, 2020 01:30:59
Marketing Plan/Samples - Question #32 Marketing Plan Docs.zip - Friday July 31, 2020 01:32:33 WMBE/MBE/SBE or Related Certificates - Question #40 thyssenkrupp Elevator Corporation MBE-WBE-DVBE Participation Program.doc.docx - Friday July 31, 2020 01:33:01 Warranty I nformation - Question #48 Warranty - Service Contract Options.zip - Friday July 31, 2020 01:33:24 Pricing - Pricing Question #51.zip - Friday July 31, 2020 01:36:09 Additional Document - Sourcewell RFP 080420 Bid Documents.zip - Friday July 31, 2020 01:44:35 DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 Bid Number: RFP 080420 Vendor Name: thyssenkrupp Elevator
Proposer's Affidavit
PROPOSER AFFIDAVIT A D ASSURA CE OF COMPLIA CE
I certify that I am the authorized representative of the Proposer submitting the foregoing Proposal with the legal authority to bind the Proposer to this Affidavit and Assurance of Compliance:
1 The Proposer is submitting this Proposal under its full and complete legal name, and the Proposer legally exists in good standing in the jurisdiction of its residence
2 The Proposer warrants that the information provided in this Proposal is true, correct, and reliable for purposes of evaluation for contract award
3 The Proposer, including any person assisting with the creation of this Proposal, has arrived at this Proposal independently and the Proposal has been created without colluding with any other person, company, or parties that have or will submit a proposal under this solicitation; and the Proposal has in all respects been created fairly without any fraud or dishonesty The Proposer has not directly or indirectly entered into any agreement or arrangement with any person or business in an effort to influence any part of this solicitation or operations of a resulting contract; and the Proposer has not taken any action in restra int of free trade or competitiveness in connection with this solicitation Additionally, if Proposer has worked with a consultant on the Proposal, the consultant (an individual or a company) has not assisted any other entity that has submitted or will submit a proposal for this solicitation
4 To the best of its knowledge and belief, and except as otherwise disclosed in the Proposal, there are no relevant facts or circumstances which could give rise to an organizational conflict of interest An organizational conflict of interest exists when a vendor has an unfair competitive advantage or the vendor's objectivity in performing the contract is, or might be, impaired
5 The contents of the Proposal have not been communicated by the Proposer or its employees or agents to any person not an employee or legally authorized agent of the Proposer and will not be communicated to any such persons prior to Due Date of this solicitation
6 If awarded a contract, the Proposer will provide to Sourcewell Participating Entities the equipment, products, and services in accordance with the terms, conditions, and scope of a resulting contract
7 The Proposer possesses, or will possess before delivering any equipment, products, or services, all applicable licenses or certifications necessary to deliver such equipment, products, or services under any resulting contract
8 The Proposer agrees to deliver equipment, products, and services through valid contracts, purchase orders, or means that are acceptable to Sourcewell Members Unless otherwise agreed to, the Proposer must provide only new and first- quality products and related services to Sourcewell Members under an awarded Contract 9 The Proposer will comply with all applicable provisions of federal, state, and local laws, regulations, rules, and orders 10 The Proposer understands that Sourcewell will reject RFP proposals that are marked "confidential" (or "nonpublic," etc ), either substantially or in their entirety Under Minnesota Statutes Section 13 591, subdivision 4, all proposals are considered nonpublic data until the evaluation is complete and a Contract is awarded At that point, proposals become public data Minnesota Statutes Section 13 37 permits only certain narrowly defined data to be considered a "trade secret," and thus nonpublic data under Minnesota's Data Practices Act
11 Proposer its employees, agents, and subcontractors are not:
a Included on the "Specially Designated Nationals and Blocked Persons" list maintained by the Office of Foreign DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: FC15F6F3-CED0-4DCF-99C2-59EE5FDEB197 Bid Number: RFP 080420 Vendor Name: thyssenkrupp Elevator
Assets Control of the United States Department of the Treasury found at:
https: www treasury gov ofac downloads sdnlist pdf;
b Included on the government-wide exclusions lists in the United States System for Award Management found at:
https: www sam gov portal 3; or
c Presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any Participating Entity Vendor certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this solicitation
By checking this box I acknowledge that I am bound by the terms of the Proposer's Affidavit, have the legal authority to submit this Proposal on behalf of the Proposer, and that this electronic acknowledgment has the same legal effect, validity, and enforceability as if I had hand signed the Proposal This signature will not be denied such legal effect, validity, or enforceability solely because an electronic signature or electronic record was used in its formation - Jeff Jaudes, National Account Manager, thyssenkrupp Elevator
The Proposer declares that there is an actual or potential Conflict of Interest relating to the preparation of its submission, and or the Proposer foresees an actual or potential Conflict of Interest in performing the contractual obligations contemplated in the bid
Yes o
The Bidder acknowledges and agrees that the addendum addenda below form part of the Bid Document Check the box in the column "I have reviewed this addendum" below to acknowledge each of the addenda
File ame
I have reviewed the
below addendum and
attachments (if
applicable)
Pages
Addendum_1_Elevators, Escalators, and Moving Walks_RFP_080420 Wed June 17 2020 01:48 PM 1
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D
EXHIBIT C
Terms and Conditions
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: 40C7ECF9-A562-44DD-8EAC-9241F3BDE9EE
CITY OF FRESNO SPECIFICATIONS
GENERAL CONDITIONS
1. DEFINITIONS: Wherever used in the Specifications, including the Instructions to Bidders and the Bid Proposal, or any of the Contract Documents, the following words shall have the meaning herein given, unless the context requires a different meaning.
(a) "Bidder" shall mean and refer to each person or other entity submitting a bid proposal, whether or not such person or entity shall become a Seller by virtue of award of a Contract by the City.
(b) "City," "Buyer," "Owner," ''Vendee" and "City of Fresno" shall each mean and refer to the City of Fresno, California.
(c) "Contract" and "Contract Documents" shall each mean and refer to these Specifications, including the Instructions to Bidders, the Bid Proposal and any addenda thereto, the Agreement and other standard Specifications, City's Specifications and other papers and documents incorporated by reference into or otherwise referred to in any of the foregoing documents, whether or not attached thereto.
(d) "Contractor," Seller," "Supplier" and "Contractor'' shall each mean and refer to each person or other entity awarded a Contract hereunder and named or to be named in the Agreement with the City to furnish the goods or services, or both, to be furnished under the Contract.
(e) "Council" and "City Council" shall each mean and refer to the Council of the City.
(f) "Goods" and "Merchandise" shall each mean and refer to the equipment, material, article, supply or thing to be furnished by the Seller under the Contract.
(g) "Purchasing Manager" shall mean and refer to the Purchasing Manager of the City.
(h) "Specifications" shall mean and refer to all of the Contract Documents.
(i) "Working day" shall mean and refer to City regular business day.
2. PRODUCTS LIABILITY INSURANCE: If these Specifications are for equipment with moving parts, the Contractor shall maintain, and provide the City of Fresno with verification of, manufacturer's products liability insurance policy in excess of $1,000,000 on said Bid ltem(s) equipment.
3. INDEMNIFICATION:
To the furthest extent allowed by law, Contractor shall indemnify, hold harmless and defend City and each of its officers, officials, employees, agents and volunteers from any and all loss, liability, fines, penalties, forfeitures, costs and damages (whether in Contract, tort or strict liability, including, but not limited to personal injury, death at any time and property damage) incurred by City, Contractor or any other person, and from any and all claims, demands and actions in law or equity (including attorney's fees and litigation expenses), arising or alleged to have arisen directly or indirectly out of performance of this Contract. Contractor's obligations under the preceding sentence shall apply regardless of whether the City or any of its officers, officials, DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: 40C7ECF9-A562-44DD-8EAC-9241F3BDE9EE
employees, agents or volunteers are passively negligent, but shall not apply to any loss, liability, fines, penalties, forfeitures, costs or damages caused by the negligence, or by the willful misconduct, of the City or any of its officers, officials, employees, agents or volunteers. Neither party shall be liable for loss of income or loss of revenue.
If Contractor should subcontract all or any portion of the work to be performed under this Contract, Contractor shall require each subcontractor to indemnify, hold harmless and defend City and each of its officers, officials, employees, agents and volunteers in accordance with the terms of the preceding paragraph.
This section shall survive termination or expiration of this Contract.
4. WORKMANSHIP GUARANTY: The workmanship of the goods or services provided to the City by the Contractor will be in accordance with generally accepted standards.
5. WARRANTY: For the purchase of equipment and material, the Contractor, unless otherwise provided in the Specifications, shall guarantee all items furnished in accordance with the standard guarantee offered by the manufacturer to cities and consumers of the product. The Contractor shall be responsible for all warranty costs, including the transportation costs to and from the repair station.
6. PRECEDENCE OF CONTRACT DOCUMENTS: The order of precedence of documents shall be: (1) Rules and Regulations of Federal Agencies relating to the source of funds for this purchase; (2) Supplemental Agreements, Change Orders, or Contract the one dated later having precedence over another dated earlier; (3) Special Conditions; (4) General Conditions;
(5) Technical Specifications.
Whenever any conflict appears in any portion of the Contract, it shall be resolved by application of the order of precedence.
7. CONTRACT DOCUMENTS : Upon award of the Contract, the Contractor shall execute and submit all required documents (which will include the "Contract," a sample of which is included in these Specifications on page 1.10) to the Purchasing Manager, 2600 Fresno Street, Room 2156, Fresno, California 93721 in a form acceptable to the City of Fresno within 15 calendar days (except in the event federal funding is applicable to this Contract, then 10 working days) from the date of Notice of Award. Failure to provide said documents within the designated period shall be sufficient cause to forfeit the Contractor's bid deposit and initiate a departmental recommendation to the Council to award the Contract to the next lowest responsive and responsible Bidder.
8. ASSIGNMENT OF PAYMENT: Contractor hereby agrees it will not assign the payment of any monies due it from the City under the terms of this Contract to any other individual(s), corporation(s) or entity(ies). The City retains the right to pay any and all monies due Contractor directly to Contractor.
9. PATENTS: For the purchase of equipment and material, the Contractor shall hold the City of Fresno, its office rs and employees, harmless from any and all liability for damages arising out of the use of any patented material, equipment, device or process incorporated into or made a part of or required by the manufacturer's specifications to be used on or in connection with the material, equipment or supplies purchased by the City pursuant to these Specifications, and Contractor agrees, by submission of a proposal hereunder, to defend the City, at Contractor's sole expense, in any action or suit for damages or injunctive relief on
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: 40C7ECF9-A562-44DD-8EAC-9241F3BDE9EE
account of any allegedly unauthorized use of or infringement of patent rights on any patented material, equipment, device or process, if the City is named as a defendant in any such action or suit.
10. OSHA COMPLIANCE: For the purchase of equipment and material, the items covered by this Contract must conform with the Safety Orders of the State of California, Division of Industrial Safety, pursuant to the California Occupational Safety and Health Act, and the Federal Standards established by the Occupational Safety and Health Act of 1970, and their present and future amendments during the term of this Contract. In the event of a conflict between such Safety Orders and Federal Standards, the items shall conform to the respective Order or Standard which is more restrictive.
11. RECYCLING PROGRAM: In the event Contractor maintains an office or operates a facility(ies), or is required herein to maintain or operate same, within the incorporated limits of the City of Fresno, Contractor at its sole cost and expense shall:
(i) Immediately establish and maintain a viable and ongoing recycling program, approved by City's Solid Waste Management Division, for each office and facility. Literature describing City recycling programs is available from City's Solid Waste Management Division and by calling City of Fresno Recycling Hotline at (559) 621-1111.
(ii) Immediately contact City's Solid Waste Management Division at (559) 621-1452 and schedule a free waste audit, and cooperate with such Division in their conduct of the audit for each office and facility.
(iii) Cooperate with and demonstrate to the satisfaction of City's Solid Waste Management Division the establishment of the recycling program in paragraph (i) above and the ongoing maintenance thereof.
12. DELIVERY AND EXTENSIONS: Unless otherwise provided in the Specifications, delivery shall be made F.0.8. the specified place of delivery within the City of Fresno or environs.
If Contractor is delayed making delivery by any conditions or events beyond the reasonable control of Contractor and without its fault or negligence such as acts of God or the public enemy, acts of City in its contractual capacity or otherwise, illegal strikes, boycotts or like illegal obstructive action by employee or labor organizations, illegal general lockouts or other defensive action by employers, whether general or by organizations of employers, fires , floods, epidemics, quarantine restrictions, and delays of common carriers; Contractor shall have no claim for damages against City for any such cause of delay, but shall in such cases be entitled to such extension of time as shall reasonably compensate f or actual loss of time occasioned thereby, upon application to said City Manager for such extension; provided, that no such extension of time shall be granted unless Contractor shall have notified the Purchasing Manager in writing, of the condition or event which is expected to cause a delay in delivery and the actual or estimated number of days of delay anticipated on account thereof, within one week after the commencement or occurrence of the condition or event. Contractor shall remedy such occurrence with all reasonable dispatch, and shall promptly give written notice to the Purchasing Manager of the cessation of such occurrence. The decision of said City Manager as to the number of additional days, if any, to be allowed for completion of delivery on account of such condition or event, shall be given in writing to Contractor.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: 40C7ECF9-A562-44DD-8EAC-9241F3BDE9EE
13. PAYMENT: Unless otherwise provided in the Specifications, payment of the Contract price shall be made by City to Contractor in lawful money of the United States by warrant of City issued and delivered to Contractor in the ordinary course of City business promptly after completion of delivery of the specified item(s) and their acceptance by City.
14. TERMINATION FOR CONVENIENCE: The City reserves the right to terminate this Contract upon 60 calendar days prior written notice to the Contractor. In the event of such termination, the Contractor shall be paid for satisfactory service performed to the date of termination.
15. TERMINATION FOR NON-PERFORMANCE: If Contractor shall (i) materially breach any of its obligations under this Contract (including, without limitation, the failure to meet quality standards or to complete delivery, within the time specified herein, of all or any part of the materials, equipment, supplies or services to be provided under the Contract), and (iii) fail to commence and diligently pursue reasonable efforts to cure such breach within 5 calendar days after written notice by the City specifically describing the breach; the City Manager or his/her designee, acting for and on behalf of the City, may at any time after the expiration of the time for delivery, terminate the Contract as to the whole thereof, or in the event partial delivery has been made and accepted, as to such items or service to be furnished which have not been delivered or accepted prior to such termination. Such termination shall be effective upon receipt by Contractor of written notice of termination from said City Manager or his/her designee, which notice shall be deemed to have been received by Contractor, if mailed, within forty-eight hours to Contractor's address as contained in the Contractor's Bid Proposal or, if personally delivered, upon the de livery thereof to Contractor, the authorized representative of Contractor, or to the Contractor's said address.
The Contractor may terminate this Contract if City materially breaches any of its obligations under this Contract and fails to commence and diligently pursue reasonable efforts to cure such breach within 30 calendar days after written notice by the Contractor specifically describing the breach. Such termination shall be effective upon receipt by City of written notice of termination from Contractor, which notice shall be deemed to have been received by City, if mailed, within forty-eight hours to City's address as contained on the signature page of the Contract or, if personally delivered, upon the delivery thereof to the authorized representative of City or to City's said address.
16. NOTICES: Except as otherwise expressly provided in the Specifications, any notice required or intended to be given to either party under the terms of this Contract shall be in writing and shall be deemed to be duly given if delivered personally or sent by United States registered or certified mail, with postage prepaid, return receipt requested, addressed to the party to which notice is to be given at the party's address set forth on the signature page of the Bid Proposal in the case of the Contractor and at the address set forth on the signature page of the Contract in the case of the City, or at such other address as the parties may from time to time designate by written notice. Notices served by United States mail in the manner above described shall be deemed sufficiently served or given at the time of the mailing thereof.
17. BINDING: Subject to the following section, once this Contract is signed by all parties, it shall be binding upon, and shall inure to the benefit of, all parties, and each parties' respective heirs, successors, assigns, transferees, agents, servants, employees and representatives.
18. ASSIGNMENT: The Contract is personal to the Contractor and there shall be no assignment, transfer, sale, or subcontracting by the Contractor of its rights or obligations under the Contract without the prior written approval of the City. Any attempted assignment, transfer,
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: 40C7ECF9-A562-44DD-8EAC-9241F3BDE9EE
sale or subcontracting by the Contractor, its successors or assigns, shall be null and void unless approved in writing by the City.
19. COMPLIANCE WITH LAW : In providing the services required under this Contract, Contractor and its subcontractors shall at all times comply with all applicable laws of the United States, the State of California and City, and with all applicable regulations promulgated by federal, state, regional, or local administ rative and regulatory agencies, now in force and as they may be enacted, issued, or amended during the term of this Contract.
20. WAIVER: The waiver by either party of a breach by the other of any provision of this Contract shall not constitute a continuing waiver or a waiver of any subsequent breach of either the same or a different provision of this Contract. No provisions of this Contract may be waived unless in writing and signed by all parties to this Contract. Waiver of any one provision herein shall not be deemed to be a waiver of any other provision herein.
21. HEADINGS: The section headings in this Contract are for convenience and reference only and shall not be construed or held in any way to explain, modify or add to the interpretation or meaning of the provisions of this Contract.
22. SEVERABILITY: The provisions of this Contract are severable. The invalidity, or unenforceability of any one provision in this Contract shall not affect the other provisions.
23. INTERPRETATION: The parties acknowledge that this Contract in its final form is the result of the combined efforts of the parties and that, should any provision of this Contract be found to be ambiguous in any way, such ambiguity shall not be resolved by construing this Contract in favor of or against either party, but rather by construing the terms in accordance with their generally accepted meaning.
24. ATTORNEY'S FEES: If either party is required to commence any proceeding or legal action to enforce or interpret any term, covenant or condition of the Contract, the prevailing party in such proceeding or action shall be entitled to recover from the other party its reasonable attorney's fees and legal expenses.
25. EXHIBITS: Each exhibit and attachment referenced in this Contract is, by the reference, incorporated into and made a part of this Contract.
26. CUMULATIVE REMEDIES: No remedy or election hereunder shall be deemed exclusive but shall, wherever possible, be cumulative with all other remedies at law or in equity.
27. NO THIRD PARTY BENEFICIARIES: The rights, interests, duties and obligations defined within this Contract are intended for the specific parties hereto as identified in the preamble of this Contract. Notwithstanding anything stated to the contrary in this Contract, it is not intended that any rights or interests in this Contract benefit or flow to the interest of any third parties other than expressly identified within this section. The parties do intend that in the event that the State of California is funding the purchase hereunder, that the State of California be a third party beneficiary under this Contract and all rights, interest and benefits of this Contract accrue to the State.
28. FUNDING: This Contract is contingent on the appropriation of funds by City. Should funds not be appropriated, this Contract may be terminated by City upon prior written notice to Contractor notwithstanding any other provision of these General Conditions.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D DocuSign Envelope ID: 40C7ECF9-A562-44DD-8EAC-9241F3BDE9EE
29. GOVERNING LAW AND VENUE: The Contract shall be governed by, and construed and enforced in accordance with, the laws of the State of California, excluding, however, any conflict of laws rule which would apply the law of another jurisdiction. Venue for purposes of the filing of any action regarding the enforcement or interpretation of the Contract and any rights and duties hereunder shall be Fresno County, California.
30. EXTENT OF CONTRACT: Each party acknowledges that they have read and fully understand the contents of this Contract. This Contract represents the entire and integrated agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, representations or agreements, either written or oral.
31. MODIFICATIONS AND CHANGE ORDERS: This Contract may be modified only by written instrument duly authorized and executed by both City and Contractor in accordance with City's current applicable contract change order resolution, as may be revised. The City reserves the right to add, modify or delete items from the Contract including, without limitation, the Special Conditions and Technical Specifications. Any such changes shall be made only by means of a formal change order signed by both the City and the Contractor.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D
EXHIBIT D
Insurance and
Indemnity
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D
4 Insurance and Indemnity
Indemnification. To the furthest extent allowed by law, Contractor shall indemnify, hold harmless and defend City and each of its officers, officials, employees, agents and volunteers from any and all loss, liability, fines, penalties, forfeitures, costs and damages (whether in Contract, tort or strict liability, including, but not limited to personal injury, death at any time and property damage) incurred by City, Contractor or any other person, and from any and all claims, demands and actions in law or equity (including attorney's fees and litigation expenses), arising or alleged to have arisen directly or indirectly out of performance of this Contract. Contractor's obligations under the preceding sentence shall apply regardless of whether the City or any of its officers, officials, employees, agents or volunteers are passively negligent, but shall not apply to any loss, liability, fines, penalties, forfeitures, costs or damages caused by the negligence, or by the willful misconduct, of the City or any of its officers, officials, employees, agents or volunteers. Neither party shall be liable for loss of income or loss of revenue.
If Contractor should subcontract all or any portion of the work to be performed under this Contract, Contractor shall require each subcontractor to indemnify, hold harmless and defend City and each of its officers, officials, employees, agents and volunteers in accordance with the terms of the preceding paragraph.
This section shall survive termination or expiration of this Contract.
Insurance.
(a) Throughout the life of this Agreement, CONTRACTOR shall pay for and maintain in full force and effect all insurance as required in Exhibit D with an insurance company(ies) either (i) admitted by the California Insurance Commissioner to do business in the State of California and rated no less than “A -VII” in the Best’s Insurance Rating Guide, or (ii) as may be authorized in writing by City's Risk Manager or designee at any time and in his/her sole discretion. The required policies of insurance as stated in Exhibit D shall maintain limits of liability of not less than those amounts stated therein. However, the insurance limits available to City, its officers, officials, employees, agent s, and volunteers as additional insureds, shall be the greater of the minimum limits specified therein or the full limit of any insurance proceeds to the named insured. (b) If at any time during the life of the Agreement or any extension, CONTRACTOR or any of its subcontractors\sub-consultant fail to maintain any required insurance in full force and effect, all services and work under this Agreement shall be discontinued immediately, and all payments due or that become due to CONTRACTOR shall be withheld until notice is received by City that the required insurance has been restored to full force and effect and that the premiums therefore have been paid for a period satisfactory to City. Any failure to maintain the required insurance shall be sufficient cause for City to terminate this Agreement. No action taken by City pursuant to this section shall in any way relieve CONTRACTOR of its responsibilities under th is Agreement. The phrase “fail to maintain any required insurance” shall include, without limitation, notification received by City that an insurer has commenced proceedings, or DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D
4 has had proceedings commenced against it, indicating that the insurer is insolvent.
The fact that insurance is obtained by CONTRACTOR shall not be deemed to release or diminish the liability of CONTRACTOR, including, without limitation, liability under the indemnity provisions of this Agreement. The duty to indemnify City shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by CONTRACTOR.
Approval or purchase of any insurance contrac ts or policies shall in no way relieve from liability nor limit the liability of CONTRACTOR, its principals, officers, agents, employees, persons under the supervision of CONTRACTOR, vendors, suppliers, invitees, consultants, sub-consultants, subcontractors, or anyone employed directly or indirectly by any of them.
(c) If CONTRACTOR should subcontract all or any portion of the services to be performed under this Agreement, CONTRACTOR shall require each subcontractor/sub-CONTRACTOR to provide insurance protection, as an additional insured, to the City and each of its officers, officials, employees, agents, and volunteers in accordance with the terms of this section, except that any required certificates and applicable endorsements shall be on file with CONTRACTOR and City prior to the commencement of any services by the subcontractor. CONTRACTOR and any subcontractor/sub-consultant shall establish additional insured status for City, its officers, officials, employees, agents, and volunteers by using Insurance Service Office (ISO) Form CG 20 10 11 85 or both CG 20 10 10 01 and CG 20 37 10 01 or by an executed manuscript company endorsement providing additional insured status as broad as that contained in ISO Form CG 20 10 11 85.
MINIMUM SCOPE OF INSURANCE
Coverage shall be at least as broad as:
1. The most current version of Insurance Services Office (ISO) Commercial General Liability Coverage Form CG 00 01, providing liability coverage arising out of your business operations. The Commercial General Liability policy shall be written on an occurrence form and shall provide coverage for “bodily injury,” “property damage” and “personal and advertising injury” with coverage for premises and operations (including the use of owned and non-owned equipment), products and completed operations, and contractual liability (including, without limitation, indemnity obligations under the Agreement) with limits of liability not less than those set forth under “Minimum Limits of Insurance.”
2. The most current version of ISO *Commercial Auto Coverage Form CA 00 01, providing liability coverage arising out of the ownership, maintenance or use of automobiles in the course of your business operations. The Automo bile Policy shall be written on an occurrence form and shall provide coverage for all owned, hired, and non-owned automobiles or other licensed vehicles (Code 1- Any Auto).
If personal automobile coverage is used, the CITY, its officers, officials, employees, agents and volunteers are to be listed as additional insureds.
3. Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D
4 MINIMUM LIMITS OF INSURANCE
CONTRACTOR, or any party the CONTRACTOR subcontracts with, shall maintain limits of liability of not less than those set forth below. However, insurance limits available to CITY, its officers, officials, employees, agents and volunteers as additional insureds, shall be the greater of the minimum limits specified herein or the full limit of any insurance proceeds available to the named insured:
1. COMMERCIAL GENERAL LIABILITY:
(i) $1,000,000 per occurrence for bodily injury and property damage; (ii) $1,000,000 per occurrence for personal and advertising injury; (iii) $2,000,000 aggregate for products and completed operations; and, (iv) $10,000,000 general aggregate.
2. COMMERCIAL AUTOMOBILE LIABILITY:
$1,000,000 per accident for bodily injury and property damage.
3. WORKERS’ COMPENSATION INSURANCE as required by the State of California with statutory limits.
4. EMPLOYER’S LIABILITY:
(i) $1,000,000 each accident for bodily injury;
(ii) $1,000,000 disease each employee; and,
(iii) $1,000,000 disease policy limit.
UMBRELLA OR EXCESS INSURANCE
In the event CONTRACTOR purchases an Umbrella or Excess insurance policy(ies) to meet the “Minimum Limits of Insurance,” this insurance policy(ies) shall “follow form” and afford no less coverage than the primary insurance policy(ies). In addition, such Umbrella or Excess insurance policy(ies) shall also apply on a primary and non -contributory basis for the benefit of the CITY, i ts officers, officials, employees, agents and volunteers.
DEDUCTIBLES AND SELF-INSURED RETENTIONS
CONTRACTOR shall be responsible for payment of any deductibles contained in any insurance policy(ies) required herein and CONTRACTOR shall also be responsible for payment of any self- insured retentions.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D
4 OTHER INSURANCE PROVISIONS/ENDORSEMENTS
The Commercial General and Automobile Liability insurance policies are to contain, or be endorsed to contain, the following provisions:
1. CITY, its officers, officials, employees, agents and volunteers are to be covered as additional insureds. CONTRACTOR shall establish additional insured status for the City and for all ongoing and completed operations by use of ISO Form CG 20 10 11 85 or both CG 20 10 10 01 and CG 20 37 10 01 or by an executed manuscript insurance company endorsement providing additional insured status as broad as that contained in ISO Form CG 20 10 11 85. The additional insured coverage , utilizing CONTRACTOR’S endorsement, shall only apply to the extent any damages covered by the policy are determined to be caused by CONTRACTOR’S acts, actions, omissions or neglects consistent with the Indemnification provision contained in Exhibit D.
2. The coverage shall contain no special limitations on the scope of protection afforded to CITY, its officers, officials, employees, agents and volunteers. Any available insurance proceeds in excess of the specified minimum l imits and coverage shall be available to the Additional Insured.
3. For any claims relating to this Agreement, CONTRACTOR’S insurance coverage shall be primary insurance with respect to the CITY, its officers, officials, employees, agents and volunteers. An y insurance or self -insurance maintained by the CITY, its officers, officials, employees, agents and volunteers shall be excess of CONTRACTOR’S insurance and shall not contribute with it. CONTRACTOR shall establish primary and non -contributory status for both ongoing and completed operations coverage by using ISO Form CG 20 01 04 13 or by an executed manuscript insurance company endorsement that provides primary and non-contributory status as broad as that contained in ISO Form CG 20 01 04 13.
The Workers’ Compensation, Commercial General and Automobile Liability insurance policy are to contain, or be endorsed to contain, the following provision: CONTRACTOR and its insurer shall waive any right of subrogation against CITY, its officers, officials, employees, agents and volunteers.
All policies of insurance required herein shall be endorsed to provide that the coverage shall not be cancelled, non-renewed, reduced in coverage or in limits except after thirty (30) calendar days written notice by cert ified mail, return receipt requested, has been given to CITY. CONTRACTOR is also responsible for providing written notice to the CITY under the same terms and conditions. Upon issuance by the insurer, broker, or agent of a notice of cancellation, non -renewal, or reduction in coverage or in limits, CONTRACTOR shall furnish CITY with a new certificate and applicable endorsements for such policy(ies). In the event any policy is due to expire during the work to be performed for CITY, CONTRACTOR shall provide a new certificate, and applicable endorsements, evidencing renewal of such policy not less than fifteen (15) calendar days prior to the expiration date of the expiring policy.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D
4 Should any of these policies provide that the defense costs are paid within th e Limits of Liability, thereby reducing the available limits by defense costs, then the requirement for the Limits of Liability of these polices will be twice the above stated limits.
The fact that insurance is obtained by CONTRACTOR shall not be deemed to release or diminish the liability of CONTRACTOR, including, without limitation, liability under the indemnity provisions of this Agreement. The policy limits do not act as a limitation upon the amount of indemnification to be provided by CONTRACTOR. Approval or purchase of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of CONTRACTOR, its principals, officers, agents, employees, persons under the supervision of CONTRACTOR, vendors, suppliers, invitees, consultants, subcontractors, or anyone employed directly or indirectly by any of them.
SUBCONTRACTORS - If CONTRACTOR subcontracts any or all of the services to be performed under this Agreement, CONTRACTOR shall require, at the discretion of the CITY Risk Manager or designee, subcontractor(s) to enter into a separate Side Agreement with the City to provide required indemnification and insurance protection. Any required Side Agreement(s) and associated insurance documents for the subcontractor must be reviewed and preapproved by CITY Risk Manager or designee. If no Side Agreement is required, CONTRACTOR will be solely responsible for ensuring that it’s subcontractors maintain insurance coverage at levels no less than those required by applicable law and is customary in the relevant industry.
VERIFICATION OF COVERAGE
CONTRACTOR shall furnish CITY with all certificate(s) and applicable endorsements effecting coverage required hereunder. All certificates and applicable endorsements are to be received and approved by the CITY’S Risk Manager or his/her designee prior to CITY’S execution of the Agreement and before work commences. All non-ISO endorsements amending policy coverage shall be executed by a licensed and authorized agent or broker. In the event o f a loss or claim , CONTRACTOR shall immediately furnish City with a complete copy of any insurance policy required under this Agreement, including all endorsements, with said copy certified by the underwriter to be a true and correct copy of the original policy. This requirement shall survive expiration or termination of this Agreement.
DocuSign Envelope ID: 0A0D7E88-8644-4A2D-9E97-82FF6F7AC20D