REQUEST FOR PROPOSALS
FURNITURE, INST
ALLATION AND RELATED
PRODUCTS AND SERVICES
RFP # 269-2019-105
CITY
OF CHARLOTTE
NORTH CAROLINA
JUNE 19, 2019
1 REQUEST FOR PROPOSALS
RFP # 269-2019-105
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES JUNE 19, 2019
Dear Sir or Madam:
The City of Charlotte, North Carolina (herein “City” or “Lead P ublic Agency”) on behalf of itself and all states, local governments, school districts, and higher education institutions in the United States of America, and other government agencies and nonprofit organizations (herein “Participating Public Agencies”) is now accepting Proposals for FURNITURE, INSTALLATION AND RELATED PRO DUCTS AND SERVICES. The requirements for submitting a Proposal are stated in the attached Request for Proposals (the “RFP”). Please review them carefully.
A Non-Mandatory Pre-Proposal Conference for the purpose of reviewing the RFP and answering questions regarding the Services will be held on JULY 9, 2019 at 10 a.m. EDT, at the Charlotte- Mecklenburg Government Center (CMGC), 600 East Fourth Street, C harlotte, North Carolina 28202, Basement – CH14 Room or via teleconference at 704-336-5494. Ple ase bring a copy of the RFP with you at that time. All interested Companies should return a completed Request For Proposals Acknowledgement Form (see Section 7, Form 1) by the date stated in the schedule in Section 3.1 of this RFP.
An electronic copy of the RFP in Microsoft Word and Sample Project Pricing Sheet in Excel format may be obtained by contacting Genetta N. Carothers at [email protected] or at https://charlottenc.gov/DoingBusiness/Pages/ContractOpportunities.aspx.
All Proposals are due to City of Charlotte Finance Department, City Procurement, 9th Floor, CMGC 600 East Fourth Street, Charlotte, North Carolina 28202, no later than JULY 30, 2019 at 2 p.m. EDT.
Two (2) electronic copies of the Proposal on a flash drive in a searchable format such as MS Word or Adobe Acrobat and one (1) original Pr oposal signed in ink by a compan y official authorized to make a legal and binding offer, plus three (3) copies of your Proposal must be submitted in a sealed box or opaque envelope plainly marked with the Proposal number and service description as follows:
Request for Proposals
Attention: Genetta N. Carothers
[Name of Company Submitting Proposal]
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP # 269-2019-105
RFP questions must be directed to Genetta N. Carothers, Finance Department – City Procurement, per the enclosed instructions in Section 2.3. The City is an equal opportunity purchaser.
Sincerely,
Kay Elmore
Chief Procurement Officer
cc: Tomek Kruszec, OMNIA Partners
RFP Project Team
RFP file
2 Checklist for submitting a Proposal:
Step 1-Read the document fully.
Step 2-If you plan on submitting a Proposal then fax or email Form 1 in Section 7 to the number or email address listed on the sheet.
Steps 3-If you have any questions send them before the deadline listed in Section 3.3.
If you plan to submit a Proposal you must follow this checklist, and must include everything detailed below.
Proposal Copies - Please provide the specified number for each format 2 Copies on a flash drive
1 Copy marked “Original”
3 Copies marked “Copy”
Proposal Format - Proposals should be formatted as follows:
Included
(Check) Requirements
Cover Letter (per Section 5.1.1)
Executive Summary (per Section 5.1.2)
Addenda Acknowledgement For m (Section 7, Form 2)
Proposal Submission Form (Section 7, Form 3)
Pricing Sheet (Section 7, Form 4) Attachment 1 containing: Fix ed Percentage Discounts / Hourly Rates / Monthly Rate / Sample Projects
MWSBE Utilization (Section 7, Form 5)
Company’s Background Response (Section 7, Form 6)
References (Section 7, Form 7)
Certification Regarding Debarment (Section 7, Form 8)
Byrd Anti-Lobbying Certification (Section 7, Form 9)
Environmental Purchasing Response (Section 7, Form 10)
OMNIA Partners - Response for National Cooperative Contract (S ection 8, Exhibit A) OMNIA Partners - Federal Funds Certification (Section 8, Exhib it F) OMNIA Partners – Ownership Disclosure For m (Section 8, Exhibit G, Doc #1) OMNIA Partners – Non-Collusion Affidavit (Section 8, Exhibit G , Doc #2) OMNIA Partners – Affirmative Action Affidavit (Section 8, Exhibit G, Doc #3) OMNIA Partners – Political Contribution Disclosure Form (Secti on 8, Exhibit G, Doc #4) OMNIA Partners – Stockholder Disclosure Certification (Section 8, Exhibit G, Doc #5) OMNIA Partners – Certificati on of Non-Involvement in Prohibited Activities in Iran (Section 8, Exhibit G, Doc #6)
OMNIA Partners – New Jersey Business Registration Certificate (Section 8, Exhibit G, Doc #7)
Exceptions to any part of the RFP (If you take any exceptions to anything in this document, please list it in a category in your Proposal called “Exception s” and offer an alternative solution).
The above items constitute all that must be included in the Proposal. If awarded a contract, you will be required to provide an insurance certificate that meets or exceeds the requirements set forth in Section 9.
It is the Company’s responsibility to check www.ips.state.nc.us or the City’s Contract Opportunities Site f o r a n y a d d e n d a o r c h a n g e s t o t h i s P r o j e c t . S e a r c h f o r b i d # 269-2019-105 to find if any documents or changes have been posted.
3 Table of Contents
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
TABLE OF CONTENTS
1. OMNIA PARTNERS. ........................................................................................................... 1
2. INTRODUCTION. ................................................................................................................ 1
2.1. OBJECTIVE. .......................................................................................................................1
2.2. DEFINITIONS. ....................................................................................................................1
2.3. ACCURACY OF RFP AND RELATED DOCUMENTS. .............................................................4
2.4. CITY’S RIGHTS AND OPTIONS. ..........................................................................................4
2.5. EXPENSE OF SUBMITTAL PREPARATION. ...........................................................................4
2.6. PROPOSAL CONDITIONS. ...................................................................................................5
3. PROCUREMENT PROCESS. ........................................................................................... 11
3.1. SCHEDULE AND PROCESS. ...............................................................................................11
3.2. INTENT TO PROPOSE. .......................................................................................................11
3.3. INTERPRETATIONS AND ADDENDA. .................................................................................11
3.4. PRE-PROPOSAL CONFERENCE. ........................................................................................12
3.5. SUBMISSION OF PROPOSALS. ...........................................................................................12
3.6. CORRECTION OF ERRORS. ...............................................................................................13
3.7. EVALUATION. .................................................................................................................13
3.8. CONTRACT AWARD BY COUNCIL. ...................................................................................13
3.9. VENDOR INCLUSION. .......................................................................................................13
4. SCOPE OF FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES. .......................................................................................................................... 14
4.1. GENERAL SCOPE. ............................................................................................................14
4.2. PRODUCT STANDARDS AND GUIDELINES. .......................................................................15
4.3. PRICING. .........................................................................................................................15
4.4. PRICE ADJUSTMENTS. .....................................................................................................17
4.5. ENVIRONMENTAL PURCHASING REQUIREMENTS. ...........................................................17
5. PROPOSAL CONTENT AND FORMAT. ....................................................................... 19
5.1. PROPOSAL CONTENT. ......................................................................................................20
6. PROPOSAL EVALUATION CRITERIA. ....................................................................... 21
6.1. QUALIFICATIONS AND EXPERIENCE. ...............................................................................21
6.2. NATIONAL/CORPORATE SUPPORT. ..................................................................................21
6.3. PRODUCTS AND SERVICES OFFERING. .............................................................................21
6.4. PROJECT APPROACH / PROPOSED SOLUTION. ..................................................................21
6.5. PRICING. .........................................................................................................................21
6.6. FINANCIAL QUALIFICATIONS. .........................................................................................21
6.7. MWSBE SUBCONTRACTOR UTILIZATION.......................................................................22
6.8. ACCEPTANCE OF THE TERMS OF THE CONTRACT. ...........................................................22
7. REQUIRED FORMS. ......................................................................................................... 23
8. OMNIA PARTNERS REQUIREMENTS - ATTACHMENT A .................................... 39
9. SAMPLE CONTRACT. ..................................................................................................... 86 4 Section 1
OMNIA Partners – National Contract
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
OMNIA PARTNERS.
1.1 National Contract.
The City of Charlotte, as the Principal Procurement Agency, defined in Attachment A, has partnered with OMNIA Partners to make the resultant contract (a lso known as the “Master Agreement” in materials distributed by OMNIA Partners) from thi s solicitation available to other public agencies nationally, including state and local gov ernmental entities, public and private primary, secondary and higher education entities, non-p rofit entities, and agencies for the public benefit (“Public Agencies”), through OMNIA Partners’ cooperative purchasing program. The City of Charlotte is acting as the contracting agency for any other Public Agency that elects to utilize the resulting Master Agreement. Use of the Master Agreement by any Public Agency is preceded by their registration with OMNIA Partners (a “Participating Public Agency”). Attachment A contains additional information about OM NIA Partners and the cooperative purchasing agreement.
OMNIA Partners is the largest and most experienced purchasing organization for public and private sector procurement. Through the economies of scale created by OMNIA Partners public sector subsidiaries, National IPA and U.S. Communities, our par ticipants now have access to more competitively solicited and publicly awarded cooperative a greements. The lead agency contracting process continues to be the foundation on which we are founded. OMNIA Partners is proud to offer more value and resources to state and local government, higher education, K- 12 education and non-profits.
OMNIA Partners provides shared services and supply chain optimi zation to government, education and the private sector. As a channel partner with Viz ient (formally, Novation), OMNIA Partners leverages over $100 billion in annual supply spend to command the best prices for products and services. With corporate, pricing and sales co mmitments from the Company, OMNIA Partners provides marketing and administrative support fo r the Company that directly promotes the Company's products and services to Participating Public Agencies though multiple channels, each designed to promote specific products and servic es to Public Agencies on a national basis. Public Agencies benefit from pricing based on aggregate spend and the convenience of a contract that has already been advertised and publicly competed. The Company benefits from a contract that allows Participating Public Agencies to directly purchase goods and services without the Company's need to respond to additiona l competitive solicitations. As such, the Company must be able to accommodate a nationwide demand for products and services and to fulfill obligations as a nationwide Company and respond t o t h e O M N I A P a r t n e r s documents (Section 8).
The City of Charlotte anticipates spending approximately $25M o ver the full potential Master Agreement term for furniture, installation and related products and services. While no minimum volume is guaranteed to the Company, the estimated annual volume of furniture, installation and related products and services purchased under the Master Agreement through OMNIA Partners, Public Sector is approximately $300M. This projection is based on the current annual volumes among the City of Charlotte, othe r Participating Public Agencie s anticipated to utilize the resulting Master Agreement to be made available to them through OMNIA Partners, and volume growth into other Public Agenci es through a coordinated marketing approach between the Company and OMNIA Partners.
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FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
2. INTRODUCTION.
2.1 Objective.
The objective of this RFP is to solicit Proposals that will ena ble the City and Participating Public Agencies to determine which Company and Proposed Solutio n will best meet the City and Participating Public Agenci es’ needs for FURNITURE, INSTALL ATION AND RELATED PRODUCTS AND SERVICES as requested in this RFP.
2.2 Definitions.
As used in this RFP, the following terms shall have the meanings set forth below:
Acceptance: Refers to receipt and approval by the City of a Deliverable or Service in accordance with the acceptance process and criteria in the Contract.
Affiliates: Refers to all departments or units of the City and all other governmental units, boards, committees or municipalities for wh ich the City processes data or performs services.
Biodegradable: Refers to the ability of an item to be decomposed by bacteria or other living organisms.
Charlotte Business
Inclusion (CBI): Refers to the Charlotte Business Inclusion office of the City of Charlotte.
Charlotte Combined
Statistical Area (CSA): Refers to the consisting of the N orth Carolina counties of Anso n, Cabarrus, Cleveland, Gaston, Iredell, Lincoln, Mecklenburg, Rowan, Stanly, and Union, and the South Carolina counties of Chester, Lancaster, and York; a criteria used by Charlotte Business INCl usion to determine eligibility to participate in the program.
City: Refers to the City of Charlotte, North Carolina.
City Project Manager: Refers to a specified City employee representing the City’s best interests in this Project.
Company: During the solicitation process, refers to a company that has interest in providing the Services. After the solicitation process, refe rs to a company that has been selected by the City to provide the Services.
Company Project
Manager: Refers to a specified Company employee representing the best interests of the Company for this Project.
Contract: Refers to a written agreement executed by the City and the Co mpany for all or part of the Services.
Deliverables: Refers to all tasks, reports, information, designs, plans, and other items that the Company is required to deliver to the City in connection with the Contract.
Department: Refers to a department within the City of Charlotte.
Documentation: Refers to all written, electronic, or recorded works that descr ibe the use, functions, features, or purpose of the Deliverables or Ser vices or any component thereof, and whic h are provided to the City by th e 6 Section 2
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Company or its subcontractors, including without limitation all end user manuals, training manuals, guides, program listings, data models, flow charts, and logic diagrams.
Environmentally
Preferable Products: Refers to products that have a lesser or reduced effect on human health and the environment when compared with competing products that serve the same purpose. This comparison may consider raw materials acquisition, production, manufacturing, packaging, distribution , reuse, operation, maintenance, or disposal of the product.
Evaluation Committee: Refers to a City appointed committee that will evaluate Proposals and identify the Company(-ies) best meeting the needs of the City.
Master Agreement: Refers to the Agreement that is made available by the Principal Procurement Agency after the successful completion of the competitive solicitation and selection process, wherein Partici pating Public Agencies may utilize the agreement to purchase Products and Services.
Minority Business
Enterprise/MBE: Refers to a business enterprise that: (i) is certified by the State of North Carolina as a Historically Unde rutilized Business (HUB) within the meaning of N.C. Gen. Stat. § 143-128.4; (ii) is at least fifty- one percent (51%) owned by one or more persons who are members of one of the following groups: African American or Black, Hispanic, Asian, Native American or American Indian; and (iii) has significant business presence in the Charlotte Combined Statistical Area.
MWSBE: Refers to SBEs, MBEs and WBEs, collectively.
MWSBE Goal: If a RFP or Contract has separate Subcontracting Goals for MBE s, WBEs, and/or SBEs, the term MWSBE is a shorthand way to refer collectively to all MBE, WBE, and SBE Goals set for the RFP. In some instances, the City may set one combined goal for MBEs, WBEs, and/or SBEs, in which event the term MWSBE Goal refers to that one, combined goal. In the latter instance, calculated as a percenta ge, the MWSBE Goal represents the total dollars spent with MBEs, WBEs, and SBEs as a portion of the total Proposal amount, including a ny contingency.
Participating Public
Agency: Refers to all states, local government entities, public and pri vate primary, secondary and higher education entities, non-profit en tities, and agencies for the public benefit that register with OMNIA Partners and elect to utilize the Master Agreement.
Post-Consumer
Recycled Material: Refers to material and by-products which have served their intended end-use by a consumer and have been recovered or diverted from solid waste. It does not include those materials and by-products gene rated from, and commonly reused within, an original manufacturing process.
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FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
Principal Procurement
Agency: Refers to the City of Charlotte, North Carolina.
Products: Refers to the Furniture, Installation and Related Products and Services as requested in this RFP.
Proposal: Refers to the proposal submitted by a Company for the Products and Services as outlined in this RFP.
Recyclability: Refers to products or materials that can be collected, separa ted or otherwise recovered from the solid waste stream for reuse, or u sed in the manufacture or assembly of another package or product, thro ugh an established recycling program. For products that are made of both recyclable and non-recyclable components, the recyclable claim should be adequately qualified t o avoid consumer deception abou t which portions or components are recyclable.
Recycled Material: Refers to material and by-produc ts which have been recovered or diverted from solid waste for the purpose of recycling. It does not include those materials and by-products generated from, and commonly reused within, an original manufacturing process.
Services: Refers to the Furniture, Inst allation and Related Products and Services as requested in this RFP.
Small Business
Enterprise/SBE: Refers to a business enterprise that is certified by the City of Charlotte under Part E of the CBI Policy as meeting all of the requirements for SBE certification.
Specifications and
Requirements: Refers to all definitions, descr iptions, requirements, criteria , warranties, and performance standards relating to the Deliverables and Services that are set forth or referenced in: (i) this RFP, including any addenda; (ii) the Documentation; and (iii) any functional and/o r technical specifications that are published or provided by the Company or its licensors or suppliers from time to time with re spect to all or any part of the Deliverables or Services.
Subcontracting Goals: Refers to the SBE, MBE, WBE, and MWSBE Goals established by the City for an RFP and resulting Contract.
Trade Secrets: Information of the City or any of its suppliers, contractors o r licensors:
(a) that derives value from being secret; and (b) that the owne r has taken reasonable steps to keep confidential. See N.C. Gen. Stat. § 66- 152 et seq. Examples of trade secrets include information relat ing to proprietary software, new technology, new products or services, flow charts or diagrams that show how things work, manuals that tell how things work and business processes and procedures.
Women Business
Enterprise (WBE): Refers to a business enterprise that: (i) is certified by the State of North Carolina as a Historically Unde rutilized Business (HUB) within the meaning of N.C. Gen. Stat. § 143-128.4; (ii) is at least fifty- one percent (51%) owned by one or more persons who are female; and (iii) 8 Section 2
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FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
has significant business presence in the Charlotte Combined Statistical Area.
Work Product: Refers to the Deliverables and all other programs, algorithms, reports, information, designs, plans and other items developed by the Company in connection with this RFP, and all partial, intermediate or preliminary versions of any of the foregoing.
2.3 Accuracy of RFP and Related Documents.
Each Company must independently evaluate all information provided by the City. The City makes no representations or warranties regarding any information presented in this RFP, or otherwise made available during this procurement process, and a ssumes no responsibility for conclusions or interpretations derived from such information. In addition, the City will not be bound by or be responsible for any explanation or conclusions regarding this RFP or any related documents other than those provided by an addendum issued by the City. Companies may not rely on any oral statement by the City or its agents, advisors, or consultants.
If a Company identifies potential errors or omissions in this R FP or any other related documents, the Company should immediately notify the City of su ch potential discrepancy in writing. The City may issue a written addendum if the City determines clarification necessary.
Each Company requesting an interpretation will be responsible for delivering such requests to the City's designated representative as directed in RFP Section 3.
2.4 City’s Rights and Options.
The City reserves the right, at the City’s sole discretion, to take any action affecting this RFP, this RFP process, or the Services or facilities subject to this RFP that would be in the best interests of the City, including:
2.4.1 To supplement, amend, substitute, or otherwise modify this RFP, including the schedule, or to cancel this RFP, at any time;
2.4.2 To require any Companies to supplement or clarify its Proposal or provide additional information relating to its Proposals;
2.4.3 To investigate the qualifications, experience, capabilities, and financial standing of each Company submitting a Proposal;
2.4.4 To waive any defect or irregularity in any Proposal received;
2.4.5 To reject any or all Proposals;
2.4.6 To share the Proposals with City employees and contractors in a ddition to the Evaluation Committee as deemed necessary by the City;
2.4.7 To award all, none, or any part of the Services and enter into Contracts with one or more of the responding Companies deemed by the City to be in the best interest of the City, which may be done with or without re-solicitation;
2.4.8 To discuss and negotiate with any Company(-ies) their Proposal terms and conditions, including but not limited to financial terms; and
2.4.9 To terminate discussions and negotiations with any Company at any time and for any reason.
2.5 Expense of Submittal Preparation.
The City accepts no liability, and Companies will have no actionable claims, for reimbursement
of any costs or expenses incurred in participating in this solicitation process. This includes expenses and costs related to Proposal submission, submission of written questions, attendance 9 Section 2
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FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
at pre-proposal meetings or evaluation interviews, contract negotiations, or activities required for contract execution.
2.6 Proposal Conditions.
The following terms are applicable to this RFP and the Company’s Proposal.
2.6.1 RFP Not an Offer.
This RFP does not constitute an offer by the City. No binding contract, obligation to negotiate, or any other obligation shall be created on the part of the City unless the City and the Company execute a Contract. No recommendations or conclusions from this RFP process concerning the Company shall constitute a righ t (property or otherwise) under the Constitution of the United States or under the Constitution, case law, or statutory law of North Carolina.
2.6.2 Trade Secrets and Personal Identification Information Definition.
Upon receipt by City Procurement, all materials submitted by a Company (including the Proposal) are considered pub lic records except for (1) mate rial that qualifies as “trade secret” information under N.C. Gen. Stat. § 66-152 et se q. (“Trade Secrets”) or (2) “personally identifiable information” protected by state or federal law, to include, but not be limited to, Social Security numbers, bank a ccount numbers, and driver’s license numbers (“Personally Identifiable Information” or “PII”).
Instructions for Marking and Identifying Trade Secrets.
If any Proposal contains Trade Secrets or PII, such Trade Secre ts and PII must specifically and clearly be identified in accordance with this Section 2.6.2 by clearly separating them from the rest of the Proposal. For hard copy documents, it must be submitted in a separate, sealed envelope, marked either “Person ally Identifiable Information – Confidential” or “Trade Secret—Confidential and P roprietary Information.” For electronic submissions it must also be submitted on a separate CD or flash drive. In both hard copy or electronic format, the con fidentiality caption stated above must appear on each page of the Trade Secret or PII materials.
Availability of Proposals to City Staff and Contractors.
By submitting a Proposal, each Company agrees that the City may reveal any Trade Secret materials and PII contained therein to all City staff and City officials involved in the selection process, and to any outside consultant or other third parties who serve on the Evaluation Committee or who are hired or appointed by th e City to assist in the evaluation process.
Availability of Proposals via Public Records Requests.
Any person or entity (including competitors) may request Propos als submitted in response to an RFP. Only those portions of RFPs properly designated as Trade Secret or PII are not subject to disclosure. The public disclosure of the contents of a Proposal or other materials submitted by a Company is governed by N.C. Gen. Stat. §§ 132 and 66-152, et seq.
When determining whether to mark materials as Trade Secret, ple ase note the following:
Entire Proposals may not be marked as Trade Secret
Pricing may not be marked as Trade Secret
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FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
The City may disqualify and Company that designates its entire Proposal as a trade secret, or any portion thereof that clearly does not qualify un der applicable law as a Trade Secret or PII. Each Company agrees to indemnify, defend, and hold harmless the City and each of its officers, employees, and agents from all costs, damages, and expenses incurred in connection with refusing to disclose any m aterial that the Company has designated as a Trade Secret or PII. This includes an obligation on the part of the Company to defend any litigation brought by a party that has requested Proposals or other information that the Company has marked Trade Secret or PII.
2.6.3 Amendments to RFP.
If the City amends this RFP, addenda will be posted to the IPS website at www.ips.state.nc.us and the City’s Contract Opportunities Site . Companies are required to acknowledge receipt o f each addendum by including t he Addenda Receipt Confirmation Form (Section 7, Form 2) with their Proposals.
2.6.4 Proposal Terms Firm and Irreversible.
The signed Proposal shall be considered a firm offer on the par t of the Company.
The City reserves the right to negotiate price and other terms. All Proposal elements (including all statements, claims, declarations, prices, and specifications) shall be considered firm and irrevocable for purposes of future Contract negotiations unless specifically waived in writing by the City. The Company chosen for award should be prepared to have its Proposal and any relevant correspondence incorporated into the Contract, either in part or in its entirety, at the City's election.
2.6.5 Proposal Binding for 180 Days.
Section 7, Form 3 contains a statement to the effect that the P roposal is a firm offer for one-hundred-eighty (180) calendar day period from the date of the opening. This statement must be signed by an individual authorized to bind th e Company. All prices quoted shall be firm and fixed for the full Contract period. The City shall have the option to accept subject to exception by Contract.
2.6.6 Charlotte Business INClusion Program.
Pursuant to Charlotte City Council’s adoption of the Charlotte Business INClusion (CBI) Policy, the CBI program promotes diversity, inclusion, an d local business opportunities in the City’s contracting and procurement process for Minority, Women, and Small Business Enterprises (MWSBEs) with a significa nt business presence in the Charlotte Combined Statistical Area (CSA). The CBI Policy is posted at: www.charlottebusinessinclusion.com.
The City is committed to promoting opportunities for maximum pa rticipation of certified MWSBEs on City funded contracts at both the Prime and Subcontract level.
For MWSBE participation to count towards a Goal, MWSBEs must meet both the certification and geographic requirements as detailed throughout this solicitation and in the CBI Policy.
Companies responding to this RFP are required to provide a MWSB E Participation Plan (Section 7, Form 5), describing your approach and past his tory with MWSBE utilitzation. Failure to submit this form with the Proposal sha ll render the Proposal non-responsive. The Participation Plan should include at a mini mum the following elements:
Identify MWSBE vendors you propose to use on the project; Identify outreach efforts that will be employed by the Company to maximize MWSBE inclusion throughout the life of the project;
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Identify specific scopes of work to be performed by MWSBEs; Document the overall percentage to be committed to MWSBEs; and Describe your approach and past history utilizing MSWBEs (inclu de a list of past projects and your MWSBE utilization on said projects). The City has established the following MWSBE Goals for all development, planning, design, consulting, pr e-construction and construction work, and for any other work, services and products provided on the Project.
This Project has an aggregate MWSBE Goal of 10% for the City of Charlotte usage estimated to be $500,000 annually: The total work performed by MWSBEs in the aggregate.
Companies are highly encouraged to consider any and all possibilities for MWSBE participation. A complete list of City certified SBEs and City registered MWBEs is available at www.charlottebusinessinclusion.com. Please note, when identifying MBEs for inclusion towards the established MBE Goal, only HUB c ertified Aggregate MWSBE Goal 10%: The total work performed by MWSBEs in the aggregate.
2.6.7 Subcontracting.
The Company given contract award shall be the prime contractor and shall be solely responsible for contractual performance. In the event of a subc ontracting relationship, the Company shall remain the prime contractor and will assume all responsibility for the performance of the Services that are sup plied by all subcontractors. The City retains the right to approve all subcontractors.
2.6.8 Equal Opportunity.
The City has an equal opportunity purchasing policy. The City s eeks to ensure that all segments of the business community have access to supplying the goods and services needed by City programs. The City provides equal opportunity for all businesses and does not discriminate against any Companies rega rdless of race, color, religion, age, sex, and national origin or disability.
2.6.9 Use of City’s Name.
No advertising, sales promotion, or other materials of the Comp any or its agents or representatives may identify or reference the City in any manne r absent the prior written consent of the City.
2.6.10 Withdrawal for Modification of Proposals.
Companies may change or withdraw a previously-submitted Proposa l at any time prior to the Proposal due date. Only formal written requests ad dressed in the same manner as the Proposal and received by the City prior to the Pr oposal due date will be accepted. The request must be in a sealed envelope that is p lainly marked “Modifications to Proposal .” No oral modifications will be allowed. If the Company complies with this Section, after the Proposal due date, the Proposal, will be withdrawn or corrected in accordance with the written request(s).
2.6.11 No Bribery.
In submitting a response to this RFP, each Company certifies th at neither it, any of its affiliates or subcontractors, nor any employees of any of the foregoing has bribed, or attempted to bribe, an officer or employee of the City in co nnection with the Contract.
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2.6.12 Exceptions to the RFP.
Other than exceptions that are stated in compliance with this S ection and Section
5.1.4, each Proposal shall be deemed to agree to comply with al l terms, conditions, specifications, and requirements of this RFP including the Sample Contract language included in Section 9. An “exception” is defined as the Company ’s inability or unwillingness to meet a term, condition, specification, or requirement in the manner specified in the RFP including the Sample Contract language included as in Section
9. All exceptions taken must be identified and explained in writing in your Proposal and must specifically reference the relevant section(s) of this RFP. If the Company provides an alternate solution when taking an exception to a requirement, the benefits of this alternative solution and impact, if any, on any part of the remainder of the Company’s solution, must be described in detail.
2.6.13 Fair Trade Certifications.
By submitting a Proposal, the Company certifies that:
The prices in its Proposal have been arrived at independently, without consultation, communication, or agreement with anyone, as to an y matter relating to such prices for the purpose of restricting competition; Unless otherwise required by law, the prices quoted in its Proposal have not been knowingly disclosed by the Company and will not knowingly be so disclosed prior to the Proposal due date; and
No attempt has been made or will be made by the Company to induce any other person or firm to submit or not to submit a Proposal for the purpose of restricting competition.
2.6.14 Companies’ Obligation to Fully Inform Themselves.
Companies or their authorized representatives must fully inform themselves as to all conditions, requirements, and specifications of this RFP before submitting Proposals. Failure to do so will be at the Company’s own risk.
2.6.15 Environmentally Preferable Purchasing.
The City promotes the practice of Environmentally Preferable Pu rchasing (EPP) in acquiring products or services. Applicable EPP attributes that may be taken into consideration as environmental criterion include the following:
Recycled content Recyclability
Reduced Packaging Biodegradability
Compostability Pollution Prevention
Reduced toxicity Energy efficiency
Water efficiency Life Cycle Management
Low volatile organic compounds End of life management
Companies able to supply products or services containing any of the applicable environmentally preferable attributes that meet performance req uirements are encouraged to offer them in the Proposal. Companies must provid e certification of environmental standards and othe r environmental claims, such as recycled content and emissions data or a formal statement signed by a senior company official.
2.7 Guarantor.
If the Company is a subsidiary of another entity, the City requires that the Company’s parent entity provide a guarantee of payment of all of the Company’s obligations under the Contract.
The City may also require that the Company obtain a guaranty fr om an entity other than the 13 Section 2
Introduction and General Information
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
parent if the City concludes that such guaranty would be beneficial to protect the City’s interest.
If the Company is not a subsidiary, the City may require that the Company obtain a guaranty of payment from another entity if the City concludes that such guaranty would be beneficial to protect the City’s interest. If a guarantor is required, the Company must: (a) identify a guarantor that is acceptable to the City, (b) provide the City with the s ame financial information about the guarantor that the Company is required to provide about its elf under this RFP; and (c) provide the City with a signed, legally binding guaranty agreem ent from the approved guarantor that is acceptable to the City in the City’s sole discretion. Failure to comply with the forgoing shall be grounds for rejection of the Company’s Proposal.
2.8 Required Financial Information:
The Company must submit the financial information requested in this Section to the City’s City Procurement, without exception, within two (2) business days upon written request.
Companies must furnish the following financial information for the proposing Company(s), guarantor(s), and any sub-contractor included as having a significant role (defined as providing more than fifteen percent (15%) of the services) in providing Services to the City:
a) Annual audited financial reports for each of the past five (5) fiscal years, prepared in accordance with Generally Accepte d Accounting Principles (GAAP), and all relevant notes;
b) The most recent Form 10-K and Form 10-Q filed with the Securiti es and Exchange Commission (SEC); or, if the contractor is not regulated by the SEC, then the most recent quarterly financial report; and
c) Description of any material adverse changes in financial positi on within the past five (5) years; any material changes in the mode of conducting business; any bankruptcy proceedings, mergers, acquisiti ons, takeovers, joint ventures, and/or divestitures within the past five (5) years. In addition, provide a clear and defin itive statement of the following:
Years of providing similar Products and Services by the Company and/or predecessor organization;
Whether or not the Company (a nd/or predecessor, guarantor or su bcontractor) has declared bankruptcy within the last five (5) years;
Description of the financial impact of any past or pending lega l proceedings and judgments, that could materially affect the Company’s financial position or ability to provide Services to the City. This information will be reviewed and assessed in accordance with the information pr ovided by the Company, in the above referenced Section;
All credit reports, credit bulletins, and any other published s tatements by the most recognized agencies (Standard & Poors Rating Group, Moody, Investor Services, Dun & Bradstreet, and Value Line) that have been issued or publishe d about the entity within the past five (5) years;
The prospectus or offering statement for the entity’s latest security or equity offering; The company name, contact person, telephone number, and fax number of at least two (2) references from bank or ins titutional lenders which have ex tended credit to the entity in the past five (5) years; or if the entity has not applied for credit in the past five (5) years, the contact person’s name, telephone number, and fax number of at least two (2) references from banks with which the entity conducts business; 14 Section 2
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The company name, contact person, telephone number, and fax number of at least two (2) credit references from suppliers/vendors;
Include in the statement of guarantor(s), as described in Secti on 2.7 Guarantor, evidence of the ability of the guarantor to meet the short-term funding needs of the Contract; and
Evidence that demonstrates the Company’s ability to obtain the insurance as required in Section 9. Such insurance should provide coverage in the sta ted amount for each occurrence of bodily injury and for each occurrence of property damage with coverage for products/completed operations, personal injury liability, and contractual liability.
Any additional information, which the Company believes, is appr opriate to fully reflect the financial strength of the entity.
Failure to provide such information is cause for rejection of the Proposal at the sole discretion of the City. For any subcontractor providing more than fifteen percent (15%) of the Products and Services, the City reserves the right, at its sole discretion, to reject the subcontractor if it fails to meet minimum financial requirements. In the event the City’s Evaluation Committee rejects the subcontractor, the Company must assume the responsibilities of the subcontractor or find a replacement satisfactory to the Evaluation Committee. 1 If a Company does not have the audited financial statements requested, it is the responsibility of the Company to provide the City with information of sufficient quantity and with verifiable sources to ascertain that the Company is financially capable of providi ng the Products and Services described in this RFP. Failure to provide adequate financial information may result in the exclusion of your Procurement from the procurement process.
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Procurement Process
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
3. PROCUREMENT PROCESS.
This Section 3 contains information about the procurement process for this Project.
3.1 Schedule and Process.
The following chart shows the schedule of events for the conduc t of this RFP. The key events and deadlines for this process are as follows, some of which ar e set forth in more detail in the Sections that follow:
DATE EVENT
JUNE 19, 2019 Issuance of RFP. The City issues this RFP.
JUNE 27, 2019 Request for Proposals Acknowledgement. Companies that intend to submit a Proposal shall submit the RFP Acknowledgement Form on this date to the email or fax number listed in Section 3.2.
JUNE 27, 2019 Submission of Written Questions Prior to Pre-Proposal Conference.
Companies are permitted to submit written questions for purpose s of clarifying this RFP. All submissions must be pursuant to the instructions in Section 3.3 by 2 p.m. EDT.
JULY 9, 2019 Non-Mandatory Pre-Proposal Conference to be held at the location indicated in Section 3.4 at 10 a.m. EDT.
JULY 12, 2019 Submission of Written Questions After the Pre-Proposal Conference. Questions are due by 5:00 p.m. EDT.
JULY 30, 2019 Proposal Submission. Proposals are due by 2 p.m. EDT. at City Procurement, CMGC 9th Floor.
JULY 30, 2019 –
SEPTEMBER 9,
2019
Evaluation. The Evaluation Committee will assess each Proposal and conduct evaluation activities with Companies.
NOVEMBER 26,
2019
Contract Award by Council.
JANUARY 1,
2020
Services commence. Company begins providing the Products and Services.
3.2 Intent to Propose.
Please acknowledge receipt of this RFP via email or facsimile b y JUNE 27, 2019 using the Request for Proposals Acknowledgement Form located in Section 7 , Form 1. Complete the form in its entirety advising the City of your firm’s intention to submit or not submit a Proposal.
Email or fax a copy of the completed and signed form to the ema il address or number below.
The City strongly encourages Companies to submit this form prio r to the Pre-Proposal conference but Companies shall not be precluded from submitting a Proposal if they fail to submit this form.
3.3 Interpretations and Addenda.
There are two (2) ways to ask questions about this RFP: (1) submit a question in writing to the Procurement Officer at the e-mail address listed below; or (2) ask a question at the Pre- Proposal Conference. Other than these permitted methods, Compan ies should refrain from contacting City staff prior to the Proposal deadline. The City is not bound by any statements, representations or clarifications regarding this RFP other than those provided in writing by the Procurement Officer.
16 Section 3
Procurement Process
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
Genetta N. Carothers
City of Charlotte
City Procurement
600 East 4
th Street, CMGC 9th Floor
Charlotte, NC 28202
RFP # 269-2019-105
Fax: 704-632-8257
E-mail: [email protected]
When submitting questions, please reference the RFP page and topic number. In order for questions to be addressed at the Pre-Proposal Conference, they must be submitted by 2 p.m.
EDT, on JUNE 27, 2019.
After the Pre-Proposal Conference, questions must be submitted in writing by the deadline stated in Section 3.1. In the case of questions not submitted b y the deadline, the Procurement Officer will, based on the availability of time to research and communicate an answer, decide whether an answer can be given before the Proposal deadline. Wh en responding to Company questions or issuing addenda to the RFP, the City will post the answer or information to the Internet at http://www.ips.state.nc.us and the City’s Contract Opportunities Site , referencing solicitation #269-2019-105. Companies are required to acknowled ge their receipt of each addenda by including in the Proposal a completed Addenda Receip t Confirmation Form (Section 7, Form 2).
3.4 Pre-Proposal Conference.
A Non-Mandatory Pre-Proposal C onference will be conducted on JULY 9, 2019 at 10 a.m.
EDT. The meeting will be held at the Charlotte-Mecklenburg Governme nt Center (CMGC), 600 East Fourth Street, Charlotte, North Carolina 28202, Baseme nt – CH14 Room or via teleconference by calling 704-336-5494.
While attendance at the Pre-Proposal Conference is not mandator y, all interested Companies are encouraged to attend. If special accommodations are required for attendance, please notify Genetta N. Carothers in advance of the conference date and time i d e n t i f y i n g t h e s p e c i a l accommodations required.
3.5 Submission of Proposals.
Proposals must be in the format specified in Section 5 of this RFP. Two (2) electronic copies on a flash drive in a searchable format such as MS Word or Adobe Acrobat and one (1) original Proposal signed in ink by a company official authorized to make a legal and binding offer, plus three (3) copies shall be submitted to the address listed in Section 3.3 above by JULY 30, 2019 on or before but no later than 2 p.m. EDT. The original Proposal and each of the copies shall be complete and unabridged, and shall not refer to any other co py of the signed and sealed original for any references, clarifications, or additional information.
When received, all Proposals and supporting materials, as well as correspondence relating to this RFP, shall become the property of the City. Proposals sent by fax or email will not be accepted.
Due to security requirements at the Charlotte-Mecklenburg Gover nment Center (CMGC), sealed box(es), including any portions marked as Confid ential/Trade Secret, may be searched and thoroughly inspected prior to admittance. Please allow time for this search to take place and to re-seal the box if delivering your Proposal in person to the CMGC.
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Do not arrive at City Procurement on the Proposal due date for the purposes of reviewing your competitors’ Proposals. The Proposals will not be read aloud or made available to inspect or copy until any trade secret issues have been resolved. All Proposals will be time-stamped upon receipt and held in a secure place until opening.
3.6 Correction of Errors.
The person signing the Proposal must initial erasures or other corrections in the Proposal. The Company further agrees that in the event of any obvious errors, the City reserves the right to waive such errors in its sole discretion. The City, however, ha s no obligation under any circumstances to waive such errors.
3.7 Evaluation.
As part of the evaluation pro cess, the Evaluation Committee may engage in discussions with one or more Companies. Discussions might be held with individual Companies to determine in greater detail the Company’s qualifications, to explore with the Company the scope and nature of the required contractual Services, to learn the Company’s proposed method of performance and the relative utility of alternative methods, and to facilit ate arriving at a Contract that will be satisfactory to the City.
The City may in its discretion require one or more Companies to make presentations to the Evaluation Committee or appear before the City and/or its repre sentatives for an interview.
During such interview, the Compan y may be required to orally and otherwise present its Proposal and to respond in detail to any questions posed. Addit ional meetings may be held to clarify issues or to address comments, as the City deems approp riate. Companies will be notified in advance of the time and format of such meetings.
Since the City may choose to award a Contract without engaging in discussions or negotiations, the Proposals submitted shall state the Company's best offer fo r performing the Services described in this RFP.
3.8 Contract Award by Council.
As soon as practical after opening the Proposals, the name of the apparent successful Company will be submitted to the Council fo r final approval of award and the Procurement Officer will provide Contract documents to the Company. In the event the Council approval is not received within one hundred eighty (180) calendar days after opening of the Proposals, the Company may request that it be released from the Proposal.
3.9 Vendor Inclusion.
The City’s vendor management philosophy supports a fair, open, and inclusive process that offers the same access and information to all Companies. Although Companies are not required to be registered in the City’s vendor registration system prior to submitting a Proposal, in order to execute a contract with the City and receive payment from th e City, all Companies must register with the City’s vendor registration system.
Your registration provides the City with baseline information f or your company including location, contact and demographic information, as well as your areas of expertise with specific commodity and/or service descriptions. You will also have the o pportunity to complete any applicable certifications if your company desires to establish itself as an SBE, MBE, or WBE.
The link below will provide you with the opportunity to complete your registration on-line with the City.
http://charlottenc.gov/vendors
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Scope of Products & Services
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
4. SCOPE OF FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES.
4.1 General Scope.
The City is requesting the broa dest selection of Office, Educat ion, Classroom and Miscellaneous Furniture, Installation and Related Products and Services offered. The intent of this RFP is to provide the City and Participating Public Agenci es with Products and Services to meet their various needs. Therefore, Companies should have demonstrated experience in providing Products and Services as defined in this RFP, includi ng but not limited to the following:
Systems Furniture: A complete and comprehensive catalog of all systems furniture, lines, and accessories available from the Company;
Freestanding Furniture: A complete and comprehensive catalog of all case goods, furniture, (including folding and mobile) desks, tables, and ac cessories not limited to pre- school items available from the Company;
Seating/Chairs: A complete and comprehensive catalog of office and classroom c hairs, tandem seating and other general seating not limited to pre-school items available from the Company;
Soft Seating: A complete and comprehensive catalog selection of soft seating for areas such as commons, libraries, waiting areas and open learning spa ces. Products include, but are not limited to, lounge seating, modular linear seating, tables, and accessories. Filing Systems, Storage and Equipment: A complete and comprehensive catalog of filing systems including vertical and lateral files, freestanding file cabinets, bookcases, and equipment and accessories available from the Company;
Technology Support Furniture: A complete and comprehensive catalog selection of technology support furniture to support technology based learning environments. Library Furniture: A complete and comprehensive catalog selection of library furniture including shelving.
Science Laboratory Furniture: A complete and comprehensive catalog selection of science laboratory furniture.
Cafeteria Furniture: A complete and comprehensive catalog selection of cafeteria furniture.
Early Childhood Furniture: A complete and comprehensive catalog selection of early childhood furniture.
Audio/Visual Furniture: A complete and comprehensive catalog selection of audio/visual furniture.
Art Instructional Furniture: A complete and comprehensive catalog selection of art instructional furniture.
Educational
Office Furniture: A complete and comprehensive catalog selection of educational office furniture.
Music Furniture and Storage: A complete and comprehensive catalog selection of music furniture and storage equipment including, but not limited to, music posture chairs, band stand, conductor systems, instrument storage and performance platforms. 19 Section 4
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FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
Career/Technical Education Furniture: A complete and comprehensive catalog selection of career/technical education furniture.
Auditorium/Theater Fixed Seating: A complete and comprehensive catalog selection of auditorium/theater fixed seating and related furniture. Related Products, Support Services and Solutions: Related office interior products and design, “Quick Ship”, design and layout, fabric and color desig n services, installation, systems furniture reconfiguration, assessment tools, and any ot her related products and services or solutions offered by the Company.
4.2 Product Standards and Guidelines.
All products must be manufactured in compliance with all standards including warning labels and safety devices, guard and equipment required to meet the safety standards recognized by industry safety, councils or organizations to establish safety standards such as Occupational Safety and Health Administration (OSHA), National Fire Protecti on Association (NFPA), National Institute of Occupational Safety and Health (NIOSH), A merican National Standards Institute (ANSI), Underwriters Laboratories, Inc. (UL), Environ mental Protection Agency (EPA), Business Institutional Furniture Manufacturers Association (BIFMA), etc. If a product proposed requires a Material Safety Data Sheet (MSDS) it must accompany each shipment.
Additionally, applicable products must meet the following specific standards:
• ANSI/HFES and/or BSR/HFES (Human Factors Engineering of Computer Workstations) • CPSIA 1303 or 16 C.F.R 1303 (Ban of Lead-Containing Paint) • ANSI/BIFMA X5.1 (Office Seating), X5.4 (Lounge and Public Sea ting), X5.5 (Desk Products) X6.1 (Educational Furniture) and e3 (Furniture Sustainability Standard) • California Air Resources Board (CARB) (Formaldehyde Emissions) • California Proposition 65 (Lead and Other Toxic Substances) • California Bureau of Electronic and Appliance Repair, Home Fu rnishings, and Thermal Insulation (BHFTI) (Technical Bulletin 117)
All Products offered must be new, unused, latest design and tec hnology unless otherwise specified.
4.3 Pricing.
The Company must submit a cost p roposal fully supported by cost and pricing data adequate to establish the reasonableness of the proposed fee in Section 7, Form 4. Provide one (1) firm fixed percentage (%) discount off a manufacturer price list for each category (defined in Section
4.1) for the life of the contract and state why this is most advantageous to Participating Public Agencies.
Prices must include manufacturer mark up, profit, item cost and storage to allow each customer the ability to calculate and verify discount. All manufacturer price lists must be identified in the Proposal response.
4.3.1 Delivery.
The fixed percentage discount will be based on the delivery requirements below:
4.3.1.1 Drop Ship: All deliveries shall be delivered to the site. Compa ny is responsible for unloading.
4.3.1.2 Inside Delivery: All deliveries shall be delivered to the site, unloaded and moved to a designated area in the buildi
ng. Company is responsible for unloading.
4.3.1.3 Company must provide the normal delivery time in days and any o ptions for expediting delivery in Section 7, Form 4.
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4.3.2 Installation.
The fixed percentage discount will be based on the installation requirements below:
4.3.2.1 Basic Installation: Basic installation includes inside delivery , uncrating, assembly, installation, removal of all debris from premises, in stallation documents and the bill of materials per the purchaser’s approve d plan and specifications.
4.3.2.2 Expanded Service Installation: Expanded service installation in cludes basic installation; field measurements surveyed, documented and coord inated; electrical and telecommunication/data in-feed locations are sur veyed, documented and coordinated; atte nd required coordination meetin gs with purchaser and other contractors; and creation and implementatio n of punch list by project manager.
4.3.2.3 Normal Hours: Normal hours are defined as 7:00 am – 5:00 pm local time.
4.3.2.4 After Hours: After hours are defined as evenings, weekends and holidays.
4.3.2.5 Installation may be priced by region, zone or other categorization provided price is submitted as an hourly rate. Basic and Expanded Service installation must be priced as an hourly rate.
4.3.2.6 Pricing for installation and services such as design, project m anagement, asset management, refurbishment, and other services must be priced at an hourly rate by state.
4.3.2.6.1 Design: Company must have the capability to recommend and design appropriate layouts to fit the need of the City and Participating Public Agencies.
4.3.2.6.2 Project Management: Company must have the ability to provide project management services to help City and Participating Publ ic Agencies complete their projects on-time and within budget.
4.3.3 Storage should be priced at a monthly rate or other recommended fixed rate(s).
4.3.4 Detail any additional pricing incentives or rebates that may be available based on volume discounts, dollar amounts or other criteria.
4.3.5 Provide pricing for any additional related products, services and solutions offered.
4.3.6 Sample Projects and Price Comparison.
For comparison purposes only, the Company must provide the following information for the Sample Projects included in Section 7:
4.3.6.1 Cost breakdown of all components using proposed discounts and list prices;
4.3.6.2 Manufacturer Price List ID;
4.3.6.3 Color options;
4.3.6.4 Delivery options;
4.3.6.5 Installation options; and
4.3.6 .6 Lead-time from receipt of purchase order.
All Products provide under this Contract that require assembly and installation should be performed by the awarded manufacturers’ certified installers. A ll installation work must meet the manufacturer’s specifications and industry standards. Compa ny must provide the names and addresses of each certified installer/subcontractory by geo graphical area, see Section 7, Form 6.
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All work must be performed according to the standards established by the terms, specifications, and drawings for each project and meet the manufacturer’s speci fications and industry standards. It shall be the obligation of the Installer to obtai n clarification from the Project Coordinator concerning questions or conflicts in the specificat ions and drawings in a timely manner as to not delay the progress of the work.
4.4 Price Adjustments.
All proposed pricing shall remain firm for the first year of th e subsequent Contract through December 31, 2020. Companies may request price adjustments (inc reases/decreases) for consideration at least sixty (60) days prior to each anniversary of the Contract effective date.
All requests must be submitted in writing to City of Charlotte City Procurement along with documentation of bona fide materials and labor increases for th e cost of Products. No adjustment shall be made to compensate a Company for inefficien cy in operation or for additional profit. Price decreases shall be accepted at any time during the term of the contract.
4.5 Environmental Purchasing Requirements.
The following are applicable items covered by the City’s Sustai nable Purchasing Policy that must be accommodated by the Company:
Product or
Service
Examples Environmental Attributes
Furniture Desks, chairs, tables,
bookshelves
Recycled content, recyclability, end
of life management
Companies are required to provide information with their Propos als regarding the environmental attributes in Section 7, Form 10.
4.6 New Products and Services.
New Products and Services may be added to the resulting Contrac t(s) during the term of the Contract by written amendment, to the extent that those Product s and Services are within the scope of this RFP and include, but will not be limited to, new Product added to the manufacturer’s list offerings, and services which reflect new t echnology and improved functionality. All requests are subject to review and approval of the City of Charlotte.
4.7 Safety.
All Companies and installers or subcontractor performing Servic es for the City of Charlotte and Participating Public Agencies are required and shall comply with all Occupational Safety and Health Administration (OSHA) , State and County Safety Occupational Health Standards and any other applicable rules and regulations. The Company and subcontractors shall be held responsible for the safety of their employees and any unsafe acts or conditions that may cause injury or damage to any persons or property within and around t he work site area under this contract.
4.8 Warranty.
In Section 7, Form 4, Company must address each of the following:
4.8.1 Applicable warranty and/or guarantees of furniture and installa tions including any conditions and response time for repair and/or replacement of a ny components during the warranty period.
4.8.2 Warranty period start date. The City of Charlotte desires the warranty start at the time of substantial completion.
4.8.3 Availability of replacement parts.
4.8.4 Life expectancy of furniture under normal use.
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4.8.5 Detailed information as to proposed return policy on all furniture. 23 Section 5
Proposal Content and Format
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
5. PROPOSAL CONTENT AND FORMAT.
The City desires all Proposals to be identical in format in ord er to facilitate comparison. While the City’s format may represent departure from the Company’s prefer ence, the City requires strict adherence to the format. The Proposal will be in the format described below:
A. Cover letter;
B. Proposed Solution;
C. The “Addenda Receipt Confirmation” set forth in Section 7, Form 2; D. The “Proposal Submission” set forth in Section 7, Form 3; E. The “Pricing Worksheet” set forth in Section 7, Form 4; F. The “MWSBE Utilization” form set forth in Section 7, Form 5; G. The “Company’s Background Response” form set forth in Section 7, Form 6; H. The “References” set forth in Section 7, Form 7;
I. The “Certification Regarding Debarment, Suspension and Other Responsibility Matters” set forth in Section 7, Form 8;
J. The “Byrd Anti-Lobbying Certification” set forth in Section 7, Form 9; K. The “Environmental Purchasing Responses” set forth in Section 7, Form 10; L. The “Response for National Cooperative Contract” set forth in Section 8, Exhibit A; M. The “Administrative Agreement, Example” set forth in Section 8, Exhibit B; N. The “Federal Funds Certifications” set forth in Section 8, Exhibit F; O. The “Ownership Disclosure Form” set forth in Section 8, Exhibit G, Doc #1; P. The “Non-Collusion Affidavit” set forth in Section 8, Exhibit G, Doc #2; Q. The “Affirmative Action Affidavit” set forth in Section 8, Exhibit G, Doc #3; R. The “Political Contribution Disclosure Form” set forth in Section 8, Exhibit G, Doc #4; S. The “Stockholder Disclosure Certification” set forth in Section 8, Exhibit G, Doc #5; T. The “Certification of Non-Involvement in Prohibited Activities in Iran” set forth in Section 8, Exhibit G, Doc #6;
U. The “New Jersey Business Registration Certificate” set forth in Section 8, Exhibit G, Doc #7; and
V. Exceptions to the Remainder of the RFP, including the Sample Contract in Section 9.
The City encourages Proposals to be compatible with the City’s waste reduction goals and policies.
Therefore, it is desired that all responses meet the following requirements:
All Proposals be printed 8 1/2" x 11" format with all standard text no smaller than eleven (11) points;
All copies be printed double-sided;
All copies be printed on recycled paper (at least 30% post-consumer recovered material and at least 30% total recovered material);
Unless necessary, all Proposal originals and copies should mini mize or eliminate use of non- recyclable or non-reusable materials such as 3- ring binders, plastic report covers, plastic dividers, vinyl sleeves, and GBC binding. Glued materials, paper clips, and staples are acceptable; and Materials be submitted in a format that allows for easy removal and recycling.
Proposals must also include a CD or flash drive including the e ntire Proposal in a searchable format such as MS Word or Adobe Acrobat.
Companies are required to organize the information requested in this RFP in accordance with the format and instructions outlined above and detailed below. Failure to do so may result in the City, at its sole discretion, deeming the Proposal non-responsi ve. The Company, however, may reduce the repetition of identical information within several s ections of the Proposal by making 24 Section 5
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FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
the appropriate cross-references to other sections of the Propo sal. Appendices for certain technical or financial information may be used to facilitate Proposal preparation.
5.1 Proposal Content.
5.1.1 Cover Letter.
The Proposal must include a letter of transmittal attesting to its accuracy, signed by an individual authorized to execute binding legal documents. Th e cover letter shall provide the name, address, telephone and facsimile numbers of t he Company along with the name, title, address, email address, telephone and facsimile numbers of the executive that has the authority to contract with the City. The cover letter shall present the Company's understanding of the Project and a summary of the approach to perform the Services.
5.1.2 Executive Summary.
The Company shall submit an ex ecutive summary, which outlines i ts Proposal, including the proposed general m anagement philosophy. The execu tive summary shall, at a minimum, include an identification of the proposed project team, responsibilities of the project team, and a summary of the prop osed Products and Services. This section should highlight aspects of this Proposa l, which make it superior or unique.
5.1.3 Required Forms.
To be deemed responsive to this RFP, Companies must complete, i n detail, all Proposal Forms listed in this Section 7, items numbered C through K and Section 8, items L through T.
5.1.4 Exceptions to the RFP.
Exceptions must be submitted in accordance with Section 2.6.12 of this RFP. If exceptions are not identified in your Proposal they may not be considered during Contract negotiation and could result in Proposal being rejecte d from further consideration. If legal counsel needs to review the Sample Cont r a c t p r i o r t o signature, reviews must be completed before your Proposal is submitted.
The City intends to enter into a City-drafted Contract with the successful Company that contains the terms and conditions set forth in Section 9 ( “Sample Terms”). The number and extent of any excepti ons and proposed additions to t he Sample Terms will be one of the City’s evaluation criteria.
Accordingly, each Company must state specifically in its Proposal any exceptions to the Sample Terms, or any such exceptions will be waived. Any Company-proposed additional terms or conditions must also be included in the Pro posal, and the City reserves the right to refuse consideration of any terms not so included. Any proposed changes to the Sample Terms after tentative contract award may constitute a material change to the Company’s Proposal and be grounds for revoking the award.
Notwithstanding the foregoing, the City reserves the right to modify the Sample Terms prior to or during contract negotiations if it is in the City’s best interest to do so.
25 Section 6
Evaluation Criteria
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
6. PROPOSAL EVALUATION CRITERIA.
Proposals will be evaluated based on the Company's ability to meet the performance requirements of this RFP. This section provides a description of the evaluation criteria that will be used to evaluate the Proposals. To be deemed responsive, it is important for the Com pany to provide appropriate detail to demonstrate satisfaction of each criterion and compliance with the performance provisions outlined in this RFP. The Company’s Proposal will be the primary source of information used in the evaluation process. Proposals must contain information specifically related to the proposed Services and requested herein. Failure of any Company to submit information requested may result in the elimination of the Proposal from further evaluation.
Proposals will be assessed to determine the most comprehensive, competitive and best value solution for the City based on, but not limited to, the criteria below. The City reserves the right to modify the evaluation criteria or waive portions thereof. Proposals will b e evaluated on the following major categories:
a. Qualifications and Experience;
b. National/Corporate Support;
c. Range and Quality of Products and Services Offerings; d. Project Approach and Proposed Solution;
e. Pricing;
f. Financial Qualifications;
g. MWSBE inclusion efforts; and
h. Acceptance of the Terms of the Contract.
6.1 Qualifications and Experience.
Companies will be evaluated on the background and experience information provided in Section 7, Form 6.
6.2 National/Corporate Support.
Companies will be evaluated based on their completed supplier qualifications, company history, national company capabilities and responses to all OMNIA Partne rs requirements included in this RFP.
6.3 Products and Services Offering.
Proposals will be evaluated on the selection of Furniture, Installation and Related Products and Services they offer to the City and Participating Public Agencies with turnkey solutions to meet the various needs of all agencies.
6.4 Project Approach / Proposed Solution.
Companies will be evaluated based upon their understanding, exp erience and qualifications in providing and performing the same or substantially similar Prod ucts and Services, as reflected by its experience in providing and performing such Products and Services. The evaluation will include references regarding work for organizations with needs similar to the City's, and the feasibility of the Company's approach for the provision of the Products and Services.
6.5 Pricing.
Under this criterion, Proposals will be compared in terms of the most reasonable and effective pricing options. The Evaluation Committee will also take into consideration any indirect costs associated with the Products and Services.
6.6 Financial Qualifications.
This criterion includes an evaluation of the financial qualific ations of the Company. The
evaluation will take into account the financial strength of the Company and its ability to meet the long-term financial requirements of the Contract.
26 Section 6
Evaluation Criteria
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
The Internal Audit Division of the City will evaluate the Proposal responses and give an opinion to the Evaluation Committee as to the financial strength of each Company based on the financial information submitted in accordance with this RFP.
During the evaluation phase, the Company must be able to provid e the required financial documents in Section 2.8 to City Procurement within two (2) business days upon written request.
6.7 MWSBE Subcontractor Utilization.
The City maintains a strong commitment to the inclusion of MWSB Es in the City’s contracting and procurement process. For the purposes of this RFP, the City will consider a Company’s MWSBE certification and/or MWSBE subcontracting inclusion efforts. To count towards a Department MWSBE Goal, MWSBE certified Companies and/or their M WSBE subcontractors must meet the following certification criteria prior to Proposal submission:
Be designated as a City certified SBE; and/or
Be designated as a City registered MBE or WBE
This Project has an aggregate MWSBE Goal of 10% for the City of Charlotte usage estimated to be $500,000 annually. MWSBE utilization is only one (1) criterion considered in the totality of all criteria listed in this Section 6.
6.8 Acceptance of the Terms of the Contract.
The City will evaluate the Proposals for compliance with the terms, conditions, requirements, and specifications stated in this RFP including the sample contract language provided in Section 9.
Regardless of exceptions taken, Co mpanies shall provide pricing based on the requirements and terms set forth in this RFP. Exceptions shall be identified in accordance with Sections 2.6.12 and
5.1.4 of this RFP.
27 Section 7
Required Forms
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
11. REQUIRED FORMS.
REQUIRED FORM 1 – REQUEST FOR PROPOSALS ACKNOWLEDGEMENT RFP # 269-2019-105
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES The Company hereby certifies receipt of the Request for Proposals for the City of Charlotte, North Carolina RFP #269-2019-105, FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES.
This form should be completed upon receipt of the City’s Request for Proposals and faxed or emailed in time for the City to receive it by or before JUNE 27, 2019. Failure to submit this form by the designated date shall not preclude the Company from submitting a proposal. Please fax or email the completed Request for Proposals Acknowledgement Form to the attention of:
Genetta N. Carothers
Finance Department – City Procurement
Fax: 704-632-8257
Email: [email protected]
Date: _________________________
Authorized Signature: _______________________________________________________ Title: __________________________________________________________________________ Company Name: ________________________________________________________________ Contact Name: _________________________________________________________________ Contact E-mail address: __________________________________________________________ Please check the appropriate space below and provide the requested information:
_____We plan to attend the Pre-Proposal Conference and plan on submitting a Proposal Indicate number of attendees: In-Person Via Teleconference _____We do not plan to attend the Pre-Proposal Conference but plan on submitting a Proposal Reason: _____________________________________________________________________________ _____We do not plan to attend the Pre-Proposal Conference and d o not plan on submitting a Proposal
Reason: _____________________________________________________________________________ ___________________________________________________________________________________ 28 Section 7
Required Forms
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
REQUIRED FORM 2 – ADDENDA RECEIPT CONFIRMATION
RFP # 269-2019-105
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES Please acknowledge receipt of all addenda by including this for m with your Proposal. All addenda will be posted to the NC IPS website at www.ips.state.nc.us and the City’s Contract Opportunities Site at http://charlottenc.gov/DoingBusiness/Pages/ContractOpportunities.aspx.
ADDENDUM #: DATE ADDENDUM
DOWNLOADED FROM NC IPS:
_____________ _________
_____________ _________
_____________ _________
_____________ _________
I certify that this proposal complies with the Specifications a nd conditions issued by the City except as clearly marked in the attached copy.
_____________________________ ______________________
(Please Print Name) Date
_____________________________
Authorized Signature
_____________________________
Title
_____________________________
Company Name
29 Section 7
Required Forms
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
REQUIRED FORM 3 – PROPOSAL SUBMISSION FORM
RFP # 269-2019-105
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES This Proposal is submitted by:
Company Name: ________________________________________________________ Representative (printed): ____ ____________________________________________________ Address: ______________________ __________________________________ ________________________________________________________ City/State/Zip: ______________________________________________ __________ Email address: _______________________________________________ _________ Telephone: ___________________________________________________ _____ (Area Code) Telephone Number
Facsimile: __________________ ______________________________________ (Area Code) Fax Number
The representative signing above hereby certifies and agrees that the following information is correct:
1. In preparing its Proposal, the Company has considered all propo sals submitted from qualified, potential subcontractors and suppliers, and has not engaged in or condoned prohibited discrimination.
2. For purposes of this Section, discrimination means discriminati on in the solicitation, selection, or treatment of any subcontractor, vendor or supplier on the basis of race, ethnicity, gender, age or disability or any otherwise unlawful form of discrimination. Wi thout limiting the foregoing, discrimination also includes retaliating against any person or other entity for reporting any incident of discrimination.
3. Without limiting any other provision of the solicitation for proposals on this project, it is understood and agreed that, if this certification is false, such false cer tification will constitute grounds for the City to reject the Proposal submitted by the Company on this Project and to terminate any contract awarded based on such Proposal.
4. As a condition of contracting with the City, the Company agrees to maintain documentation sufficient to demonstrate that i t has not discriminated in its solicitation or selection of subcontractors. The Company further agrees to promptly provide to the City all information and documentation that may be requested by the City from time to time regarding the solicitation and selection of subcontractors. Failure to maintain or failure to provide such information constitutes grounds for the City to reject the bid submitted by the Company or terminate any contract awarded on such proposal.
5. As part of its Proposal, the Company shall provide to the City a list of all instances within the past ten years where a complaint was filed or pending against the Company in a legal or administrative proceeding alleging that the Company discriminated against its subcontractors, vendors or 30 Section 7
Required Forms
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
suppliers, and a description of t he status or resolution of tha t complaint, including any remedial action taken.
6. The information contained in this Proposal or any part thereof, including its Exhibits, Schedules, and other documents and instruments delivered or to be delivered to the City, is true, accurate, and complete. This Proposal includes all information necessary to ensure that the statements therein do not in whole or in part mislead the City as to any material facts.
7. None of Company’s or its subcontractors’ owners, employees, dir ectors, or contractors will be in violation of the City’s Conflict of Interest Policy for City, Secondary and Other Employment Relationships (HR 13) if a Contract is awarded to the Company.
8. It is understood by the Company that the City reserves the righ t to reject any and all Proposals, to make awards on all items or on any items according to the best interest of the City, to waive formalities, technicalities, to recover and resolicit this RFP.
9. This Proposal is valid for one hundred and eighty (180) calendar days from the Proposal due date.
I, the undersigned, hereby acknowledge that my company was given the opportunity to provide exceptions to the Sample Contract as included herein as Section 9. As such, I have elected to do the following:
___ Include exceptions to the Sample Contract in the following section of my Proposal: _______ ___ Not include any exceptions to the Sample Contract.
I, the undersigned, hereby acknowledge that my company was given the opportunity to indicate any Trade Secret materials or Personally Identifiable Information (“PII”) as detailed in Section 2.6.2. I understand that the City is legally obligated to provide my Proposal documents, excluding any appropriately marked Trade Secret information and PII, upon request by any member of the p ublic. As such, my company has elected as follows:
___ The following section(s) of the of the Proposal are marked as Trade Secret or PII: ________ ___ No portion of the Proposal is marked as Trade Secret or PII.
Representative (signed): ________________________________________________________
31 Section 7
Required Forms
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
REQUIRED FORM 4 – PRICING WORKSHEET
RFP # 269-2019-105
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES Regardless of exceptions taken, Companies shall provide pricing based on the requirements and terms set forth in this RFP. Pricing must be all-inclusive and cover every aspect of the Project. Cost must be in United States dollars. Your Price Proposal must reflect all costs for which the City/P articipating Public Agencies will be responsible.
For purposes of this RFP, assume an initial term of five (5) ye ars, with the City having an option to renew for two (2) additional consecutive one (1) year terms thereafter.
1. Furniture Categories and Other Related Products: Company must identify the manufacturer’s list price number and date. Company must insert the fixed percentage discount of the manufacturer’s list price for each delivery and installation option in the table below:
Fixed (%) Percentage Discount off the Manufacturer’s List Price Category Verifiable
Manufacturer’s
List Price
Number/Date
Drop
Ship
Inside
Delivery
Basic
Installation
Expanded
Service
Installation
Systems Furniture
Freestanding Furniture
Seating / Chairs
Soft Seating
Filing Systems, Storage & Equipment
Technology Support Furniture
Library Furniture
Science Library Furniture
Cafeteria Furniture
Early Childhood Furniture
Audio / Visual Furniture
Art Instructional Furniture
Educational Office Furniture
Music Furniture & Storage
Career / Technical Education Furniture
Auditorium / Theater Fixed Seating
Other Related Products Verifiable
Manufacturer’s
List Price
Number/Date
Drop
Ship
Inside
Delivery
Basic
Installation
Expanded
Service
Installation
In the above table, Company may insert additional rows as necessary for any additional other related products offered by Company.
32 ADDITIONAL SERVICES AND SOLUTIONS - HOURLY RATES BY STATE
COMPANY MUST SUBMIT IN HARD COPY AND EXCEL FORMAT ON FLASH DRIVE SECTION 7 - REQUIRED FORM 4
Additional Services
& Solutions AL AK AZ AR CA CO CT DE FL GA HI ID IL IN IA KS KY LA ME MD MA MI MN MS MO Installation
After Hours
Installation
Design
Project Management
Asset Management
Refurbishment
Additional Services
& Solutions MT NE NV NH NJ NM NY NC ND OH OK OR PA RI SC SD TN TX UT VT VA WA WV WI WY Installation
After Hours
Installation
Design
Project Management
Asset Management
Refurbishment
2. Company must insert the fixed hourly rate per state for the additional services and solutions in the table below. Company may insert additional rows as necessary for any addtitional services and solutions offered by the Company.
Company must insert the fixed hourly rate per state for the additional services and solutions in the table below. Company may insert additional rows as necessary for any addtitional services and solutions offered by the Company.
33 Section 7
Required Forms
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
3. Additional Services and Solutions: Company must insert the fixed monthly rate for storage in the table below:
Additional Services & Solutions Monthly Rate
Storage $
4. Pricing Incentives and Rebates: Please identify any incentive an d rebates offered based on volu me, dollar amounts, or other criteria below:
Rebate Description Amount or Percentage
5. Payment Terms: __________________________
6. Delivery: Company must state the normal delivery time (in calendar days) and any options for expediting delivery. _________________________________________________________________ _________________________________________________________________________________ _________________________________________________________________________________ _________________________________________________________________________________ _________________________________________________________________________________
7. Warranty: Company must detail the following:
a. Applicable warranty and/or gua rantees of furniture and installa tions including any conditions and response time for repair and/or replacement of a ny components during the warranty period.
b. Warranty period start date. The City of Charlotte desires the warranty start at the time of substantial completion.
c. Availability of replacement parts.
d. Life expectancy of furniture under normal use.
e. Detailed information as to proposed return policy on all furniture. 34 Section 7
Required Forms
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
8. Sample Projects: Company must provide pricing for the Sample Projects provided in this Section.
Pricing should be based on pricing quoted in Section 7, Form 4. Sample Project Pricing must be submitted in the format provided and in hard copy and Excel format on a flash drive. The Sample Projects will be used for evaluation purposes only.
a. Sample Project #A – Conference Room
b. Sample Project #B – Break Room
c. Sample Project #C – Private Office
d. Sample Project #D – 6’x7’ Workstations
i. Pricing must include the furnitu re, all required panels, hardwa re, connectors, and brackets required to build the 12 workstations.
e. Sample Project #E – Large Collaboration Space
f. Sample Project #F – Lounge Seating Area
35 FURNITURE PLANS – Space Types A, B, C, and D
A: Conference Room
B: Break Room
C: Private Office
D: 6’x7’ Workstations
A
B C
D
36 (1) 66”Wx30”D Double Pedestal Desk (Wood‐Look)
• Plastic Laminate Top, Chassis and Pedestals
• Matching T‐Mold Edge
• Full Modesty Panel
• Full‐Depth BBF and FF Pedestals, Locking
• Square Pulls, Brushed Aluminum Finish
(1) 66”Wx18”D Credenza (Wood‐Look)
• Plastic Laminate Top, Chassis, Pedestals, Doors
• Matching T‐Mold Edge
• Two (2) Doors w/Adjustable Shelf (at each end)
• Two Full‐Depth FF Pedestals, Locking
• Square Pulls, Brushed Aluminum Finish
(1) 120W”x42”D Conference Table
• Plastic Laminate Top, Wood‐Look
• Flat Matching T‐Mold Edge
• Slab Legs with Power/Wiring
Capability (laminate finish)
• Integrated HDMI/USB/Power Hub
(10) Conference Arm Chairs
• Mesh Seat and Back
• 5‐Arm Swivel Base (painted)
• Pneumatic Height Adjustment
• Passive Seat Adjustment (auto‐
adjusting, user weight‐based)
• Open Static Arms, Hard Casters (for
carpet use)
(4) Poly Armless Stack Chairs
• Poly Seat and Back
• Painted 4‐Legged Base with Glides
• Flexible Back
(1) 30”DIAx29”H Table
• Plastic Laminate Top, Wood‐Look
• Flat Matching T‐Mold Edge
• Painted X‐Base with glides
(12) 6’x7’ Systems Workstations
• 72”Wx 30”D Adjustable Height Desk (Wood‐Look Top) with Two (2) Monitor Arms and CPU Sling
• 54”Wx 30”D Fixed Height Worksurface (Wood‐Look)
• Mobile BF Pedestal with Cushion Top
• 36”Wx15”D 2‐Drawer Lateral File
• Modular Panel Size: ~48”H with 13” Frosted Glass Topper (12) Multi‐Function, Adjustable Ergonomic Task Chairs
• Upholstered Padded Seat, Mesh Back
• 5‐Arm Swivel Base (painted)
• Adjustable Lumbar Support
• Adjustable Seat: Tilt, Seat Pan, Locking Position
• Adjustable Arm Width and Height
(2) Side Chairs with Arms
• Upholstered Seat, Poly Back
• Painted 4‐Legged Base with Glides
• Flexible Back
(1) Mid‐Back Task Chair
• Upholstered Padded Seat, Mesh Back
• 5‐Arm Swivel Base (painted)
• Adjustable Seat Height
• Adjustable Arm Height
A: Conference Room C: Private Office
B: Break Room D: 6’x7’ Workstations
37 E
F
FURNITURE PLANS – Space Types E and F
E: Large Collaboration Space
F: Lounge Seating Area
38 (6) 4‐Legged High Stools (to reach 42”H Table)
• Poly Seat and Back
• Painted 4‐Legged Base with Glides
(1) 120”Wx42”Dx42”H Table
• Plastic Laminate Top and End Support
Panel Legs (Wood‐Look)
• Matching Flat T‐Mold Edge
• Integrated HDMI/USB/Power Hub
E: Large Collaboration Space
(1) Round Occasional Table
• 36”DIA x 18”‐19”H
• Veneer Top
• Brushed Aluminum Base
(3) Large Lounge Chairs
• Fully Upholstered Mid‐Back Swivel
Lounge Chair
• Approximately 32”Wx32”Dx32”H
• 4‐Prong Base (glides with return to
center column; powder coated paint)F: Lounge Seating Area 39 SAMPLE PROJECT A - CONFERENCE ROOM
SECTION 7 - REQUIRED FORM 4
Category Product Description
Vendor
Product
Number
Manufacturer
Name
Unit of
Measure Qty Manufacturer
List Price
Fixed %
Discount Unit Price Extended
Price
Fixed %
Discount Unit Price Extended
Price
Fixed %
Discount Unit Price Extended
Price
Fixed %
Discount Unit Price Extended
Price
Basic Installation Expanded Service Installation
TOTAL:
COLOR OPTIONS:
LEAD‐TIME FROM RECEIPT OF PURCHASE ORDER:
A ‐ Conference Room Drop Ship Inside Delivery
40 SAMPLE PROJECT B - BREAK ROOM
SECTION 7 - REQUIRED FORM 4
Category Product Description
Vendor
Product
Number
Manufacturer
Name
Unit of
Measure Qty Manufacturer
List Price
Fixed %
Discount Unit Price Extended
Price
Fixed %
Discount Unit Price Extended
Price
Fixed %
Discount Unit Price Extended
Price
Fixed %
Discount Unit Price Extended
Price
Basic Installation Expanded Service Installation
TOTAL:
COLOR OPTIONS:
LEAD‐TIME FROM RECEIPT OF PURCHASE ORDER:
B ‐ Break Room Drop Ship Inside Delivery
41 SAMPLE PROJECT C - PRIVATE OFFICE
SECTION 7 - REQUIRED FORM 4
Category Product Description
Vendor
Product
Number
Manufacturer
Name
Unit of
Measure Qty Manufacturer
List Price
Fixed %
Discount Unit Price Extended
Price
Fixed %
Discount Unit Price Extended
Price
Fixed %
Discount Unit Price Extended
Price
Fixed %
Discount Unit Price Extended
Price
Basic Installation Expanded Service Installation
TOTAL:
COLOR OPTIONS:
LEAD‐TIME FROM RECEIPT OF PURCHASE ORDER:
C ‐ Private Office Drop Ship Inside Delivery
42 SAMPLE PROJECT D - 6'X7' WORKSTATIONS
SECTION 7 - REQUIRED FORM 4
Category Product Description
Vendor
Product
Number
Manufacturer
Name
Unit of
Measure Qty Manufacturer
List Price
Fixed %
Discount Unit Price Extended
Price
Fixed %
Discount Unit Price Extended
Price
COLOR OPTIONS:
LEAD‐TIME FROM RECEIPT OF PURCHASE ORDER:
C ‐ 6'X7' Workstations: must include the furniture, all required panels, hardware, connectors, and brackets to build 12 workstations. Basic Installation Expanded Service Installation TOTAL:
43 SAMPLE CONTRACT E - LARGE COLLABORATION SPACE
SECTION 7 - REQUIRED FORM 4
Category Product Description
Vendor
Product
Number
Manufacturer
Name
Unit of
Measure Qty Manufacturer
List Price
Fixed %
Discount Unit Price Extended
Price
Fixed %
Discount Unit Price Extended
Price
Fixed %
Discount Unit Price Extended
Price
Fixed %
Discount Unit Price Extended
Price
Basic Installation Expanded Service Installation
TOTAL:
COLOR OPTIONS:
LEAD‐TIME FROM RECEIPT OF PURCHASE ORDER:
E ‐ Large Collaboration Space Drop Ship Inside Delivery 44 SAMPLE F - LOUNGE SEATING AREA
SECTION 7 - REQUIRED FORM 4
Category Product Description
Vendor
Product
Number
Manufacturer
Name
Unit of
Measure Qty Manufacturer
List Price
Fixed %
Discount Unit Price Extended
Price
Fixed %
Discount Unit Price Extended
Price
Fixed %
Discount Unit Price Extended
Price
Fixed %
Discount Unit Price Extended
Price
Basic Installation Expanded Service Installation
TOTAL:
COLOR OPTIONS:
LEAD‐TIME FROM RECEIPT OF PURCHASE ORDER:
F ‐ Lounge Seating Area Drop Ship Inside Delivery
45 Section 7
Required Forms
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
REQUIRED FORM 5 – M/W/SBE PARTICIPATION PLAN
RFP # 269-2019-105
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES The City maintains a strong commitment to the inclusion of MWSB Es in the City’s contracting and procurement process when there are viable subcontracting opportunities.
Companies must submit this form with their proposal outlining any supplies and/or services to be provided by each City certified Small Business Enterprise (SBE), and/or City registered Minority Business Enterprise (MBE) and Woman Business Enterprise (WBE) for the Contract. If the Company is a City-registered MWSBE, note that on this form.
Aggregate MWSBE Goal 10% for the City of Charlotte usage estimated to be $500,000 annually.
A list of current registered and certified MWSBEs can be found at www.charlottebusinessinclusion.com.
Failure to submit this form shall deem a Proposal non-responsive.
Company Name:
Please indicate if your company is any of the following:
____ MBE ____WBE ____SBE ____ None of the above
If your company has been certified with any of the agencies affiliated with the designations above, indicate which agency, the effective and expiration date of that certification below:
Agency Certifying: _______________ Effective Date: _______ Expiration Date: _______ Identify outreach efforts that were employed by the firm to maximize inclusion of MWSBEs to be submitted with the firm’s proposal (attach additional sheets if needed):
______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ Identify outreach efforts that will be employed by the firm to maximize inclusion during the contract period of the Project (attach additional sheets if needed):
______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ [Form continues on next page]
46 Section 7
Required Forms
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
List below all MWSBEs that you intend to subcontract to while performing the Services:
Subcontractor Name Description of work or
materials
Indicate either “M”,
“S”, and/or “W”
City Vendor #
Total MBE Utilization %
Total WBE Utilization %
Total SBE Utilization %
Total MWSBE Utilization %
Representative (signed): ________________________________________________________ _______________ _____________________________
Date Representative Name
47 Section 7
Required Forms
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
REQUIRED FORM 6 – COMPANY’S BACKGROUND RESPONSE
RFP # 269-2019-105
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES Companies shall complete and submit the form below as part of t heir response to this RFP. Additional pages may be attached as needed to present the information requested.
Question Response
Company’s legal name
Company Location (indicate corporate
headquarters and location that will be providing
the Services).
How many years has your company been in
business? How long has your company been
providing the Products and Services as described
in Section 4?
How many public sector (cities or counties)
clients does your company have? How many are
using the Services? Identify by name some of the
clients similar to City (e.g., similar in size,
complexity, location, type of organization).
List any projects or services terminated by a
government entity. Please disclose the
government entity that terminated and explain the
reason for the termination.
List any litigation that your company has been
involved with during the past two (2) years for
Services similar to those in this RFP.
Provide an overview and history of your
company.
If your company is a subsidiary, identify the
number of employees in your company or
division and the revenues of proposing company
or division.
Identify the percentage of revenue used for
research and/or development by the proposing
company or division.
Identify any certifications held by your company
if you are implementing or reselling another
company's products or services. Include how long
the partnership or certification has been effect.
Describe your company’s complete corporate
structure, including any parent companies,
subsidiaries, affiliates and other related entities.
Describe the ownership structure of your
company, including any significant or controlling
equity holders.
48 Section 7
Required Forms
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
Provide a management organization chart of your
company’s overall organization, including
director and officer positions and names and the
reporting structure.
Describe the key individuals along with their
qualifications, professional certifications and
experience that would comprise your company’s
team for providing the Services.
If the Proposal will be from a team composed of
more than one (1) company or if any subcontractor
will provide more than fifteen percent (15%) of the
Services, please describe the relationship, to
include the form of partnership, each team
member’s role, and the experience each company
will bring to the relationship that qualifies it to
fulfill its role. Provide descriptions and references
for the projects on which team members have
previously collaborated.
Explain how your organization ensures that
personnel performing the Services are qualified
and proficient.
Provide information regarding the level of
staffing at your organization’s facilities that will
be providing the Services, as well as the level of
staffing at subcontractors’ facilities, if known or
applicable.
If your company has been the subject of a dispute
or strike by organized labor within the last five
(5) years, please describe the circumstances and
the resolution of the dispute.
Describe your security procedures to include
physical plant, electronic data, hard copy
information, and employee security. Explain your
point of accountability for all components of the
security process. Describe the results of any third
party security audits in the last five (5) years.
Provide the names and addresses of each certified
installer/subcontractor by geographical area.
49 Section 7
Required Forms
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
REQUIRED FORM 7 – REFERENCES
RFP # 269-2019-105
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES Companies shall complete the form below. The City’s preference is for references from organizations of similar size or where the Company is performing similar service s to those described herein. If such references are not available, individuals or companies that can speak to the Company’s performance are adequate. Please do not list the City of Charlotte.
Reference 1
Company Name:
Contact Name:
Phone Number:
Reference 2
Company Name:
Contact Name:
Phone Number:
Reference 3
Company Name:
Contact Name:
Phone Number:
Reference 4
Company Name:
Contact Name:
Phone Number:
Reference 5
Company Name:
Contact Name:
Phone Number:
50 Section 7
Required Forms
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
REQUIRED FORM 8 – CERTIFICATION REGARDING DEBARMENT, SUSPENSION AND
OTHER RESPONSIBILITY MATTERS
RFP # 269-2019-105
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES The bidder, contractor, or subcontractor, as appropriate, certifies to the best of its knowledge and belief that neither it nor any of its officers, directors, or managers who will be working under the Contract, or persons or entities holding a greater than 10% equity interest in it (collectively “Principals”):
1. Are presently debarred, suspended, proposed for debarment, decl ared ineligible, or voluntarily excluded from covered transactions by any or state department or agency in the United States;
2. Have within a three-year period preceding this proposal been co nvicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or perform ing a public (federal, state or local) transaction or contract under a public transaction; violation of federal or state anti-trust or procurement statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruc tion of records, making false statements, or receiving stolen property;
3. Are presently indicted for or otherwise criminally or civilly charged by a government entity, (federal, state or local) with commission of any of the offenses enumerat ed in paragraph 2 of this certification; and
4. Have within a three-year period preceding this application/proposal had one or more public transactions (federal, state or local) terminated for cause or default.
I understand that a false statemen t on this certification may b e grounds for rejection of this proposal or termination of the award or in some instances, criminal prosecution.
I hereby certify as stated above:
(Print Name) Signature
Title Date
I am unable to certify to one or more the above statements. Attached is my explanation. [Check box if applicable]
(Print Name) Signature
Title Date
51 Section 7
Required Forms
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
REQUIRED FORM 9 – BYRD ANTI-LOBBYING CERTIFICATION
RFP # 269-2019-105
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES The undersigned certifies, to the best of his or her knowledge and belief, that:
1. No federal appropriated funds have been paid or will be paid, b y or on behalf of the undersigned, to any person for influencing or attempting to influence an office r or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the makin g of any federal grant, the making of any federal loan, the entering into of any cooperative agreemen t, and the extension, continuation, renewal, amendment, or modification of and Federal contract, grant, loan, or cooperative agreement.
2. If any funds other than federal appropriated funds have been pa id or will be paid to any person for making lobbying contacts to an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant, loan, or cooperative agreement, the undersigne d shall complete and submit Standard Form—LLL, "Disclosure Form to Report Lobbying," in accordance w ith its instructions [as amended by "Government wide Guidance for New Restrictions on Lobbying," 61 Fed. Reg. 1413 (1/19/96)].
3. The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including all subcontracts, sub grants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly.
This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction by 31 U.S.C. § 1352 (as amended by the Lobbying Dis closure Act of 1995). Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure.
___________________________________ (the “Company”) certifies o r affirms the truthfulness and accuracy of each statement of its certification and disclosure, if any. In addition, the Company understands and agrees that the provisions of 31 U.S.C. A 3801, et seq., apply to this certification and disclosure, if any.
( P r i n t N a m e ) C o m p a n y N a m e
A u t h o r i z e d S i g n a t u r e A d d r e s s
D a t e C i t y / S t a t e / Z i p
52 Section 7
Required Forms
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
REQUIRED FORM 10 – ENVIRONMENTAL PURCHASING RESPONSES
RFP # 269-2019-105
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES Companies shall complete and submit the form below regarding the products or supplies required to perform the Services.
Question Response
Recycled Content.
Products must contain a certain percentage
of recycled content. Please include the
amount of recycled content, both pre- and
pos
t-consumer, included in your product.
Recyclability.
Please include the types of materials
included in your product, and if they are
considered recyclable in typical municipal
recycling streams.
Biodegradability.
Products must be capable of decomposing
under natural conditions. Please state
whether each Product offered in your
proposal is biodegradable.
Compostability.
Products must be capable of composting at
a commercial composting facility. Please
state whether each product offered in your
proposal is compostable.
Energy Consumption.
Please include the total amount of energy
consumed for product or service
manufacture, use and disposal. Different
sources of energy are associated with
different environmental impacts.
Energy Efficiency.
Products must meet or exceed the
Department of Energy (DOE) and
Environmental Protection Agency criteria
for use of the ENERGY STAR trademark
label; or is in the upper 25% of efficiency
for all similar products as designated by the
U.S. Department of Energy’s Federal
Energy Management Program.
Water Efficiency.
Eligible products must meet or exceed the
Environmental Protection Agency’s
WaterSense program, or be water-efficient
or low-flow fixtures.
Low VOCs.
53 Section 7
Required Forms
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
Products should contain low or no volatile
organic compounds (VOCs). Please
indicate any VOC content in each
applicable product offered in your
proposal.
Reduced Packaging.
Please include any efforts made to reduce
the packaging of the products included in
this proposal.
Pollution Prevention.
Please state your company’s policy on
source reduction. The Pollution Prevention
Act defines source reduction to mean any
practice that: (1) Reduces the amount of
any hazardous substance, pollutant or
contaminant entering any waste stream or
otherwise released into the environment
(including fugitive emissions) prior to
recycling, treatment or disposal, and (2)
Reduces the hazards to public health and
the environment associated with the release
of such substances, pollutants or
contaminants. The term includes:
equipment or technology modifications,
process or procedure modifications,
reformulation or redesign of products,
substitution of raw materials, and
improvements in housekeeping,
maintenance, training or inventory con
trol.
Life Cycle Management.
Please state how many times your product
may be reused. (Since reusable products
generally require more upfront costs than
disposable products, they are often
subjected to a cost/benefit analysis in order
to determine the life cycle cost).
End of Life Management.
Will the manufacturer or designee accept
the product back at the end-of-life? (who
pays for the transportation of the product
may be situation-specific).
54 Section 8
OMNIA Partners Requirements – Attachment A
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
OMNIA PARTNERS REQUIREMENTS - ATTACHMENT A
Requirements for National Cooperative Contract
To be Administered by
OMNIA Partners
The following documents are used in evaluating and administerin g national cooperative contracts and are included for Supplier’s review and response.
OMNIA Partners Exhibit A – RESPONSE FOR NATIONAL COOPERATIVE CONTRACT
OMNIA Partners Exhibit B – ADMINISTRATION AGREEMENT, EXAMPLE
OMNIA Partners Exhibit C – MASTER INTERGOVERNMENTAL COOPERATIVE PURCHASING
AGREEMENT, EXAMPLE
OMNIA Partners Exhibit D – PRINCIPAL PROCUREMENT AGENCY CERTIFICATE, EXAMPLE
OMNIA Partners Exhibit E – CONTRACT SALES REPORTING TEMPLATE
OMNIA Partners Exhibit F – FEDERAL FUNDS CERTIFICATIONS
OMNIA Partners Exhibit G – NEW JERSEY BUSINESS COMPLIANCE
OMNIA Partners Exhibit H –ADVERTISING COMPLIANCE REQUIREMENT
55 Section 8
OMNIA Partners Requirements – Exhibit A
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
OMNIA PARTNERS EXHIBITS
EXHIBIT A – RESPONSE FOR NATIONAL COOPERATIVE CONTRACT
1.0 Scope of National Cooperative Contract
Capitalized terms not otherwise defined herein shall have the m eanings given to them in the Master Agreement or in the Administration Agreement between Supplier and OMNIA Partners.
1.1 Requirement
The City of Charlotte (hereinafter defined and referred to as “Principal Procurement Agency”), on behalf of itself and the National Intergovernmental Purchasing Alliance Company, a Delaware corporation d/b/a OMNIA Partners, Public Sector (“OMNI A Partners”), is requesting proposals for Furniture, Installation and Related Products and Services. The intent of this Request for Proposal is any contract between Principal Procurement Agency and Company resulting from this Request for Proposal (“Master Agreement”) be made available to other public agencies nationally, including state and local governmental entities, public and private primary, secondary and higher education entities, non-profit entities, and agencies for the public benefit (“Public Agenc ies”), through OMNIA Partners’ cooperative purchasing program. The Principal Procurement Agency has executed a Princ ipal Procurement Agency Certificate with OMNIA Partners, an example of which is include d as Exhibit D, and has agreed to pursue the Master Agreement. Use of the Master Agreement by any Public Agency is preceded by their registration with OMNIA Partners as a Part icipating Public Agency in OMNIA Partners’ cooperative purchasing program. Registration w ith OMNIA Partners as a Participating Public Agency is accomplished by Public Agencies entering into a Master Intergovernmental Cooperative Purchasing Agreement, an example of which is attached as Exhibit C. The terms and pricing established in the resulting Master Agreement between the Company and the Principal Procurement Agency will be the same a s that available to Participating Public Agencies through OMNIA Partners.
All transactions, purchase orders, invoices, payments etc., wil l occur directly between the Company and each Participating Pu blic Agency indi vidually, and neither OMNIA Partners, any Principal Procurement Agency nor any Participating Public A gency, including their respective agents, directors, employees or representatives, shall be liable to Company for any acts, liabilities, damages, etc., incurred by any other Partici pating Public Agency. Supplier is responsible for knowing the tax laws in each state.
This Exhibit A defines the expectations for qualifying Companies based on OMNIA Partners’ requirements to market the resulting Master Agreement nationall y to Public Agencies. Each section in this Exhibit A refers to the capabilities, requirements, obligations, and prohibitions of competing Companies on a national level in order to serve Pa rticipating Public Agencies through OMNIA Partners.
These requirements are incorporated into and are considered an integral part of this RFP.
OMNIA Partners reserves the right to determine whether or not to make the Master Agreement awarded by the Principal Procurement Agency available to Partic ipating Public Agencies, in its sole and absolute discretion, and any party submitting a response to this RFP acknowledges that any award by the Principal Procurement Agency does not obl igate OMNIA Partners to make the Master Agreement available to Participating Procurement Agencies. 56 Section 8
OMNIA Partners Requirements – Exhibit A
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
1.2 Marketing, Sales and Administrative Support
During the term of the Master Agreement OMNIA Partners intends to provide marketing, sales and administrative support for Company pursuant to this section that directly promotes the Company’s products and services to Participating Public Agencies through multiple channels, each designed to promote specific products and services to Public Agencies on a national basis.
The OMNIA Partners marketing team will work in conjunction with Company to promote the Master Agreement to both existing Participating Public Agencies and prospective Public Agencies through channels that may include:
A. Marketing collateral (print, electronic, email, presentation s) B. Website
C. Trade shows/conferences/meetings
D. Advertising
E. Social Media
The OMNIA Partners sales teams will work in conjunction with Co mpany to promote the Master Agreement to both existing Participating Public Agencies and prospective Public Agencies through initiatives that may include:
A. Individual sales calls
B. Joint sales calls
C. Communications/customer service
D. Training sessions for Public Agency teams
E. Training sessions for Company teams
The OMNIA Partners contracting teams will work in conjunction w ith Company to promote the Master Agreement to both existing Participating Public Agencies and prospective Public Agencies through:
A. Serving as the subject matter expert for questions regarding joint powers authority and state statutes and regulations for cooperative purchasing B. Training sessions for Public Agency teams
C. Training sessions for Company teams
D. Regular business reviews to monitor program success
E. General contract administration
Companies are required to pay an administrative fee of three percent (3%) of the greater of the Contract Sales under the Master Agreement and Guaranteed Contract Sales under this Request for Proposal. Company will be re quired to execute the OMNIA Pa rtners Administration Agreement (Exhibit B).
1.3 Estimated Volume
The dollar volume purchased under the Master Agreement is estimated to be approximately $300M annually. While no minimum volume is guaranteed to Company, the estimated annual volume is projected based on the current annual volumes among the Principal Procurement Agency, other Participating Public Agencies that are anticipated to utilize the resulting Master Agreement to be made available to them through OMNIA Partners, and volume growth into other Public Agencies through a c oordinated marketing approach between Company and OMNIA Partners.
57 Section 8
OMNIA Partners Requirements – Exhibit A
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
1.4 Award Basis
The basis of any contract award resulting from this RFP made by Principal Procurement Agency will, at OMNIA Partners option, be the basis of award on a national level through OMNIA Partners. If multiple Companies are awarded by Principal Procurement Agency under the Master Agreement, those same Companies will be requir ed to extend the Master Agreement to Participating Public Agencies through OMNIA Partne rs. Utilization of the Master Agreement by Participating Public Agencies will be at the discretion of the individual Participating Public Agency. Cer tain terms of the Master Agreem ent specifically applicable to the Principal Procurement Agency are subject to modification for each Participating Public Agency as Company, such Participating Public Agency and OMNIA P artners shall agree.
Participating Agencies may request to enter into a separate supplemental agreement to further define the level of service requirements over and above the min imum defined in the Master Agreement (i.e. invoice requireme nts, order requirements, speci alized delivery, diversity requirements such as minority and woman owned businesses, historically underutilized business, governing law, etc.). It shall be the responsibility of the Company to comply, when applicable, with the prevailing wage legislation in effect in the jurisdiction of the Participating Agency. It shall further be the responsibility of the Company to monitor the prevailing wage rates as established by the appropriate department of labor for any increase in rates during the term of this contract and adjust wage rates accordingly. Any s upplemental agreement developed as a result of the Master Agreement is exclusively between the Participating Agency and the Company (Contract Sales are reported to OMNIA Partners).
All purchase orders issued and accepted by the Company may surv ive expiration or termination of the Master Agreement. Participating Agencies’ purchase orders may exceed the term of the Contract if the purchase order is issued prior to t he expiration of the Contract.
Company is responsible for reporting all sales and paying the applicable administrative fee for sales that use the Master Agreement as the basis for the purcha se order, even though Master Agreement may have expired.
1.5 Objectives of Cooperative Program
This RFP is intended to achieve the following objectives regard ing availability through OMNIA Partners’ cooperative program:
A. Provide a comprehensive competitively solicited and awarded national agreement offering the Products covered by this solicitation to Participating Public Agencies; B. Establish the Master Agreement as the Company’s primary go to market strategy to Public Agencies nationwide;
C. Achieve cost savings for Company and Public Agencies through a single solicitation process that will reduce the Comp any’s need to respond to multi ple solicitations and Public Agencies need to conduct their own solicitation process; D. Combine the aggregate purchasing volumes of Participating Publi c Agencies to achieve cost effective pricing.
58 Section 8
OMNIA Partners Requirements – Exhibit A
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
2.0 REPRESENTATIONS AND COVENANTS
As a condition to Company entering into the Master Agreement, which would be available to all Public Agencies, Company must make certain representations, warranties and covenants to both the Principal Procurement Agency and OMNIA Partners designed to ensure the su ccess of the Master Agreement for all Participating Public Agencies as well as the Company.
2.1 Corporate Commitment
Company commits that (1) the Master Agreement has received all necessary corporate authorizations and support of the Company’s executive managemen t , ( 2 ) t h e M a s t e r Agreement is Company's primary “go to market” strategy for Public Agencies, (3) the Master Agreement will be promoted to all Public Agencies, including any existing customers, and Company will transition existing customers, upon their request, to the Master Agreement, and (4) that the Company has read and agrees to the terms and conditions of the Administration Agreement with OMNIA Partners a nd will execute such agreement c oncurrent with and as a condition of its execution of the Master Agreement with the Principal Procurement Agency.
Company will identify an executive corporate sponsor and a separate national account manager within the RFP response that will be responsible for th e overall management of the Master Agreement.
2.2 Pricing Commitment
Company commits the not-to-exceed pricing provided under the Master Agreement pricing is its lowest available (net to buyer) to Public Agencies nationwide and further commits that if a Participating Public Agency is eligible for lower pricing throu gh a national, state, regional or local or cooperative contract, the Company will match such lower pricing to that Participating Public Agency under the Master Agreement.
2.3 Sales Commitment
Company commits to aggressively market the Master Agreement as its go to market strategy in this defined sector and that its sales force will be trained, engaged and committed to offering the Master Agreement to Public Agencies through OMNIA Partners nationwide. Company commits that all Master Agreement sales will be accurately and timely reported to OMNIA Partners in accordance with the OMNIA Partners Administration Agreement. Company also commits its sales force will be compensated, including sales in centives, for sales to Public Agencies under the Master Agreement in a consistent or better m anner compared to sales to Public Agencies if the Company were not awarded the Master Agreement.
3.0 COMPANY RESPONSE
Company must supply the following information in order for the Principal Procurement Agency to determine Company’s qualifications to extend the resulting Master Agreement to Participating Public Agencies through OMNIA Partners.
3.1 Company
A. Brief history and description of Company.
B. Total number and location of sales persons employed by Company.
C. Number and location of support centers (if applicable) and location of corporate office.
D. Annual sales for the three previous fiscal years.
E. Submit FEIN and Dunn & Bradstreet report.
F. Describe any green or environmental initiatives or policies.
G. Desc
ribe any diversity programs or partners Company does busine ss with and how Participating Agencies may use diverse partners through the Master Agreement. Indicate how, if at all, pricing changes when using the diversity program.
59 Section 8
OMNIA Partners Requirements – Exhibit A
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
H. Describe any historically underutilized business certifications Company holds and the certifying agency. This may include business enterprises such as minority and women owned, small or disadvantaged, disable veterans, etc.
I. Describe how Company differentiates itself from its competitors.
J. Describe any present or past litigation, bankruptcy or reorganization involving Company.
K. Felony Conviction Notice: Indicate if the Company
a. is a publicly held corporation and this reporting requirement is not applicable; b. is not owned or operated by anyone who has been convicted of a felony; or c. is owned or operated by and individual(s) who has been convicte d of a felony and provide the names and convictions.
L. Describe any debarment or suspension actions taken against Company.
3.2 Distribution, Logistics
A. Describe the full line of Products and Services offered by Company.
B. Describe how Company proposes to distribute the Products/Services nationwide. Include any states where Products and Services will not be offered unde r the Master Agreement, including U.S. Territories and Outlying Areas.
C. Identify all other companies that will be involved in processing, handling or shipping the Products/Services to the end user.
D. Provide the number, size and location of Company’s distribution facilities, warehouses and retail network as applicable.
3.3 Marketing and Sales
A. Provide a detailed ninety-day plan beginning from award date of the Master Agreement describing the strategy to immediately implement the Master Agr eement as Company’s primary go to market strategy for Public Agencies to Company’s teams nationwide, to include, but not limited to:
i. Executive leadership endorsement and sponsorship of the award as the public sector go-to-market strategy within first 10 days.
ii. Training and education of Company’s national sales force with participation from the Company’s executive leadership, along with the OMNIA Partne rs team within first 90 days.
B. Provide a detailed ninety-day plan beginning from award date of the Master Agreement describing the strategy to market the Master Agreement to curre nt Participating Public Agencies, existing Public Agency customers of Company, as well as to prospective Public Agencies nationwide immediately upon award, to include, but not limited to:
i. Creation and distribution of a co-branded press release to trade publications. ii. Announcem
ent, contract details and contact information published on the Supplier’s website within first 90 days.
iii. Design, publication and distribution of co-branded marketing materials within first 90 days.
iv. Commitment to attendance and participation with OMNIA Partners at national (i.e.
NIGP Annual Forum, NPI Conference, etc.), regional (i.e. Region al NIGP Chapter Meetings, Regional Cooperative Summits, etc.) and Company-specific trade shows, conferences and meetings throughout the term of the Master Agreement. v. Commitment to attend, exhibit and participate at the NIGP Annual Forum in an area reserved by OMNIA Partners for partner suppliers. Booth space will be purchased and staffed by Company. In ad dition, Company commits to provid e reasonable assistance to the overall promotion and marketing efforts for t he NIGP Annual Forum, as directed by OMNIA Partners.
vi. Design and publication of national and regional advertising in trade publications throughout the term of the Master Agreement.
60 Section 8
OMNIA Partners Requirements – Exhibit A
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
vii. Ongoing marketing and promotion of the Master Agreement through out its term (case studies, collateral pieces, presentations, promotions, etc.). viii. Dedicated OMNIA Partners intern et web-based homepage on Company’s website with:
OMNIA Partners standard logo;
Copy of original Request for Proposal;
Copy of contract and amendments between Principal Procurement Agency and Company;
Summary of Products and pricing;
Marketing Materials;
Electronic link to OMNIA Partners’ website including the online registration page; and
A dedicated toll-free number and email address for OMNIA Partners.
C. Describe how Company will trans ition any existing Public Agency customers’ accounts to the Master Agreement available nationally through OMNIA Part ners. Include a list of current cooperative contracts (regional and national) Company h olds and describe how the Master Agreement will be positioned among the other cooperative agreements.
D. Acknowledge Company agrees to provide its logo(s) to OMNIA Part ners and agrees to provide permission for reproduction of such logo in marketing communications and promotions. Acknowledge that use of OMNIA Partners logo will r equire permission for reproduction, as well.
E. Confirm Company will be proactive in direct sales of Company’s Products and Services to Public Agencies nationwide and the timely follow up to leads established by OMNIA Partners. All sales materials are to use the OMNIA Partners log o. At a minimum, the Company’s sales initiatives should communicate:
i. Master Agreement was competitively solicited and publicly awarded by a Principal Procurement Agency;
ii. Best government pricing;
iii. No cost to participate; and
iv. Non-exclusive contract.
F. Confirm Company will train its national sales force on the Master Agreement. At a minimum, sales training should include:
i. Key features of Master Agreement;
ii. Working knowledge of the solicitation process;
iii. Awareness of the range of Public Agencies that can utilize the Master Agreement through OMNIA Partners; and
iv. Knowledge of benefits of the use of cooperative contracts.
G. Provide the name, title, ema il and phone number for the person(s), who will be responsible for:
i. Executive Support;
ii. Marketing;
iii. Sales;
iv. Sales Support;
v. Financial Reporting;
vi. Accounts Payable; and
vii. Contracts.
H. Describe in detail how Company’s national sales force is st ructured, including contact information for the highest-level executive in charge of the sales team.
I. Explain in detail how the sales teams will work with the OM NIA Partners team to implement, grow and service the national program.
J. Explain in detail how Compa ny will manage the overall national program throughout the term of the Master Agreement, including ongoing coordination of marketing and sales 61 Section 8
OMNIA Partners Requirements – Exhibit A
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
efforts, timely new Participa ting Public Agency account set-up, timely contract administration, etc.
K. State the amount of Company’s Public Agency sales for the previous fiscal year. Provide a list of Company’s top 10 Public Agency customers, the total p urchases for each for the previous fiscal year along with a key contact for each.
L. Describe Company’s information systems capabilities and limi tations regarding order management through receipt of payment, including description of multiple platforms that may be used for any of these functions.
M. Provide the Contract Sales (as defined in Section 10 of the National Intergovernmental Purchasing Alliance Company Administration Agreement) that Comp any will guarantee each year under the Master Agreement for the initial three years of the Master Agreement (“Guaranteed Contract Sales”).
$_______.00 in year one
$_______.00 in year two
$_______.00 in year three
To the extent Company guarantees minimum Contract Sales, the administration fee shall be calculated based on the greater of the actual Contract Sales and the Guaranteed Contract Sales.
N. Even though it is anticipated many Public Agencies will be a ble to utilize the Master Agreement without further formal solicitation, there may be cir cumstances where Public Agencies will issue their own solicitations. The following opti ons are available when responding to a solicitation for Products covered under the Master Agreement. i. Respond with Master Agreement pricing (Contract Sales reported to OMNIA Partners).
ii. If competitive conditions require pricing lower than the standard Master Agreement not-to-exceed pricing, Company may respond with lower pricing t hrough the Master Agreement. If Company is awarded the contract, the sales are reported as Contract Sales to OMNIA Partners under the Master Agreement. iii. Respond with pricing higher than Master Agreement only in the unlikely event that the Public Agency refuses to utilize Master Agreement (Contract S a l e s a r e n o t reported to OMNIA Partners).
iv. If alternative or multiple proposals are permitted, respond wit h pricing higher than Master Agreement, and include Master Agreement as the alternate or additional proposal.
Detail Company’s strategies under these options when responding to a solicitation.
62 Section 8
OMNIA Partners Requirements – Exhibit B
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
OMNIA PARTNERS EXHIBITS
EXHIBIT B – ADMINISTRATION AGREEMENT, EXAMPLE
ADMINISTRATION AGREEMENT
THIS ADMINISTRATION AGREEMENT (this “Agreement”) is made this ___ day of ______ 20___, between National Intergovernmental Purchasing Alliance Company, a Delaware corporation d/b/a OMNIA Partners, Public Sector (“OMNIA Partners, Public Sector”), and ________________ (“Supplier”).
RECITALS
WHEREAS, the ___________________ (the “Principal Procurement Agency”) has entered into a Master Agreement effective _________________, Agreement No_____ __, by and between the Principal Procurement Agency and Supplier, (as may be amended from time to time in accordance with the terms thereof, the “Master Agreement”), as attached hereto as Exhibit A and incorporated herein by reference as though fully set forth herein, for the purchase of ____________________________ (the “Product”);
WHEREAS, said Master Agreement provides that any or all public agencies, including state and local governmental entities, public and private primary, secondary and higher education entities, non-profit entities, and agencies for the public benef it (collectively, “Public Agencies”), that register (either via registration on the OMNIA Partners, Public Sect or website or execution of a Mas ter Intergovernmental Cooperative Purchasing Agreement, attached hereto as Exhibit B) (each, here inafter referred to as a “Participating Public Agency”) may purchase Product at prices stated in the Master Agreement;
WHEREAS, Participating Public Agencies may access the Master Agreement which is offered through OMNIA Partners, Public Sector to Public Agencies;
WHEREAS, OMNIA Partners, Public Sector s erves as the contract administ rator of the Master Agreement on behalf of Principal Procurement Agency;
WHEREAS, Principal Procurement Agency desires OMNIA Partners, Public S ector to proceed with administration of the Master Agreement; and
WHEREAS, OMNIA Partners, Public Sector and Supplier desire to enter into this Agreement to make available the Master Agreement to Participating Public Agencies and to set forth certain terms and conditions governing the relationship between OMNIA Partners, Public Sector and Supplier.
NOW, THEREFORE , in consideration of the payments to be made hereunder and the mutual covenants contained in this Agreement, OMNIA Partners, Public Sector and Supplier hereby agree as follows:
63 Section 8
OMNIA Partners Requirements – Exhibit B
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
DEFINITIONS
1. Capitalized terms used in this Agreement and not otherwise defined herein shall have the meanings given to them in the Master Agreement.
TERMS AND CONDITIONS
2. The Master Agreement and the terms and conditions contained therein shall apply to this Agreement except as expressly changed or modified by this Agree ment. Supplier acknowledges and agrees that the covenants and agreements of Supplier set forth in the solicitation and Supplier’s response thereto resulting in the Master Agreement are incorporated herein and are an integral part hereof.
3. OMNIA Partners, Public Sector shall be afforded all of the rights, privileges and indemnifications afforded to Principal Procurement Agency by or from Supplier under the Master Agreement, and such rights, privileges and indemnifications shall accrue and apply with equal effect to OMNIA Partners, Public Sector, its agents, employees, directors, and representa tives under this Agreement including, but not limited to, Supplier’s obligation to obtain appropriate insurance.
4. OMNIA Partners, Public Sector shall perform all of its duties, responsibilities and obligations as contract administrator of the Master Agreement on behalf of Principal Procurement Agency as set forth herein, and Supplier hereby acknowledges and agrees that all duties, responsibilities and obligations will be undertaken by OMNIA Partners, Public Sector solely in its capac ity as the contract administrator under the Master Agreement.
5. With respect to any purchases by Principal Procurement Agency or any Participating Public Agency pursuant to the Master Agreement, OMNIA Partners, Public Sector shall not be: (i) construed as a dealer, re-marketer, representative, partner or agent of any type of the Supplier, Principal Procurement Agency or any Participating Public Agency; (ii) obligated, liable or r esponsible for any order for Product made by Principal Procurement Agency or any Participating Public Agency or any employee thereof under the Master Agreement or for any payment required to be made with respect to such order for Product; and (iii) obligated, liable or responsible for any failure by Principal Procurement Agency or any Participating Public Agency to comply with procedures or requirements of applicable law or the Master Agreement or to obtain the due authorization and approval necessary to purchase under the Mast er Agreement. OMNIA Partners, Public Sector makes no representation or guaranty with respect to any minimum purchases by Principal Procurement Agency or any Participating Public Agency or any employee thereof under this Agreement or the Master Agreement.
6. OMNIA Partners, Public Sector shall not be responsible for Supplier’s performance under the Master Agreement, and Supplier shall hold OMNIA Partners, Publi c Sector harmless from any liability that may arise from the acts or omissions of Supplier in connection with the Master Agreement.
7. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, OMNIA PAR TNERS,
PUBLIC SECTOR EXPRESSLY DISCLAIMS ALL EXPRESS OR IMPLIED REPRES ENTATIONS AND WARRANTIES REGARDING OMNIA PARTNE RS, PUBLIC SECTOR’ PERFORMANCE A S A CONTRACT ADMINISTRATOR OF THE MASTER AGREEMENT. OMNIA PARTNERS, P U B L I C
SECTOR SHALL NOT BE LIABLE IN ANY WAY FOR ANY SPECIAL, INCIDENT AL, INDIRECT,
CONSEQUENTIAL, EXEMPLARY, PUNITIVE, OR RELIANCE DAMAGES, EVEN I F OMNIA PARTNERS, PUBLIC SECTOR IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
64 Section 8
OMNIA Partners Requirements – Exhibit B
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
TERM OF AGREEMENT; TERMINATION
8. This Agreement shall be in effect so long as the Master Agr eement remains in effect, provided, however, that the provisions of Sections 3 – 8 and 12 – 23, hereof and the indemnifications afforded by the Supplier to OMNIA Partners, Public Sector in the Master Agreeme nt, to the extent such provisions survive any expiration or termination of the Master Agreement, shall su rvive the expiration or termination of this Agreement.
9. Supplier’s failure to maintain its covenants and commitment s contained in this Agreement or any action of the Supplier which gives rise to a right by Principal Procurement Agency to terminate the Master Agreement shall constitute a material breach of this Agreement. If such breach is not cured within thirty (30) days of written notice to Supplier, in addition to any and all remedies available at law or equity, OMNIA Partners, Public Sector shall have the right to terminate this Agreement, at OMNIA Partners, Public Sector’ sole discretion. Notwithstanding anything contained herein to the contrary, this Agreement shall terminate on the date of the termination or expiration of the Master Agreement.
NATIONAL PROMOTION
10. OMNIA Partners, Public Sector and Supplier shall publicize and promote the availability of the Master Agreement’s products and services to Public Agencies and such agencies’ employees. Supplier shall require each Public Agency to register its participation in the OMNIA Partners, Public Sector program by either registering on the OMNIA Partners, Public Sector webs ite (www.omniapartners.com/publicsector), or executing a Master Intergovernmental Cooperative Purchasing Agreement prior to processing the Participating Public Agency’s first sales order. Upon request, Supplier shall make available to interested Public Agencies a copy of the Master Agreement and such price l ists or quotes as may be necessary for such Public Agencies to evaluate potential purchases.
11. Supplier shall provide such marketing and administrative support as set forth in the solicitation resulting in the Master Agreement, including assisting in devel opment of marketing materials as reasonably requested by Principal Procurement Agency and OMNIA Partners, Public Sector. Supplier shall be responsible for obtaining permission or license of use and payment of any license fees for all content and images Supplier provides to OMNIA Partners, Public Sector or posts on the OMNIA Partners, Public Sector website. Supplier shall indemnify, defend and hold harmless OMNIA Partners, Publi c Sector for use of all such content and images including copyright infringement claims. Supplier and OM NIA Partners, Public Sector each hereby grant to the other party a limited, revocable, non-transferable, non-sublicensable right to use such party’s logo (each, the “Logo”) solely for use in marketing the Master Agreement. Each party shall provide the other party with the standard terms of use of such party’s Logo, and such party shall comply with such terms in all material respects. Both parties shall obtain approval from the other pa rty prior to use of such party’s Logo.
Notwithstanding the foregoing, the parties understand and agree that except as provided herein neither party shall have any right, title or interest in the other party’s Logo. Upon termination of this Agreement, each party shall immediately cease use of the other party’s Logo.
ADMINISTRATIVE FEE, REPORTING & PAYMENT
12. An “Administrative Fee” shall be defined and due to OMNIA Partners, Public Sector from Supplier in the amount of three percent (3%) (“Administrative Fee Percentage”) multiplied by the total purchase amount paid to Supplier, less refunds, credits on returns, rebates and discounts, for the sale of products and/or services to Principal Procurement Agency and Participati ng Public Agencies pursuant to the Master Agreement (as amended from time to time and including any renewal thereof) (“Contract Sales”). From time to time the parties may mutually agree in writing to a lower Ad ministrative Fee Percentage for a specifically identified Participating Public Agency’s Contract Sales.
65 Section 8
OMNIA Partners Requirements – Exhibit B
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
13. Supplier shall provide OMNIA Partners, Public Sector with an electronic accounting report monthly, in the format prescribed by OMNIA Partners, Public Sector, summarizing all Contract Sales for each calendar month. The Contract Sales reporting format is provide d as Exhibit C (“Contract Sales Report”), attached hereto and incorporated herein by reference. Contract Sales Reports for each calendar month shall be provided by Supplier to OMNIA Partners, Public Sector by the 10 th day of the following month. Failure to provide a Contract Sales Report within the time and manner specified herein shall constitute a material breach of this Agreement and if not cured within thirty (30) days of written notice to Supplier shall be deemed a cause for termination of the Master Agreement, at Principal Procureme nt Agency’s sole discretion, and/or this Agreement, at OMNIA Partners, Public Sector’ sole discretion.
14. Administrative Fee payments are to be paid by Supplier to O MNIA Partners, Public Sector at the frequency and on the due date stated in Section 13, above, for Supplier’s submission of corresponding Contract Sales Reports. Administrative Fee payments are to be made via A utomated Clearing House (ACH) to the OMNIA Partners, Public Sector designated financial institution identified in Exhibit D. Failure to provide a payment of the Administrative Fee within the time and manner sp ecified herein shall constitute a material breach of this Agreement and if not cured within thirty (30) days of written notice to Supplier shall be deemed a cause for termination of the Master Agreement, at Principal P rocurement Agency’s sole discretion, and/or this Agreement, at OMNIA Partners, Public Sector’ sole discretion. All Administrative Fees not paid when due shall bear interest at a rate equal to the lesser of one an d one-half percent (1 1/2%) per month or the maximum rate permitted by law until paid in full.
15. Supplier shall maintain an accounting of all purchases mad e by Participating Public Agencies under the Master Agreement. OMNIA Partners, Public Sector, or its designee, in OMNIA Partners, Public Sector’ sole discretion, reserves the right to compare Participating Public Agency records with Contract Sales Reports submitted by Supplier for a period of four (4) years fr om the date OMNIA Partners, Public Sector receives such report. In addition, OMNIA Partners, Public Sect or may engage a third party to conduct an independent audit of Supplier’s monthly reports. In the event of such an audit, Supplier shall provide all materials reasonably requested relating to such audit by OMNIA Partners, Public Sector at the location designated by OMNIA Partners, Public Sector. In the event an underreporting of Contract Sales and a resulting underpayment of Administrative Fees is revealed, OMNIA Partners, Public Sector will notify the Supplier in writing. Supplier will have thirty (30) days from the date of such notice to resolve the discrepancy to OMNIA Partners, Public Sector’ reasonable satisfaction, including payment of any Administrative Fees due and owing, together with interest thereon in accordance with Section 13, a nd reimbursement of OMNIA Partners, Public Sector’ costs and expenses related to such audit.
GENERAL PROVISIONS
16. This Agreement, the Master A greement and the exhibits referenced herein supersede any and all other agreements, either oral or in writing, between the pa rties hereto with respect to the subject matter hereto and no other agreement, statement, or promise relating to the subject matter of this Agreement which is not contained or incorporated herein shall be valid or binding. In the event of any conflict between the provisions of this Agreement and the Master Agreement, as betwe en OMNIA Partners, Public Sector and Supplier, the provisions of this Agreement shall prevail.
17. If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement or to recover any Administrative Fee and accrued inte rest, the prevailing party shall be entitled to reasonable attorney’s fees and costs in addition to any other relief to which it may be entitled.
18. This Agreement and OMNIA Partners, Public Sector’ rights a nd obligations hereunder may be assigned at OMNIA Partners, Public Sector’ sole discretion t o an affiliate of OMNIA Partners, Public Sector, any purchaser of any or all or substantially all of the assets of OMNIA Partners, Public Sector, or the successor entity as a result of a merger, reorganization, consolidation, conversion or change of control, whether 66 Section 8
OMNIA Partners Requirements – Exhibit B
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
by operation of law or otherwise. Supplier may not assign its obligations hereunder without the prior written consent of OMNIA Partners, Public Sector.
19. All written communications giv en hereunder shall be delive red by first-class mail, postage prepaid, or overnight delivery on receipt to the addresses as set forth below.
A. OMNIA Partners, Public Sector:
OMNIA Partners, Public Sector
Attn: President
840 Crescent Centre Drive
Suite 600
Franklin, TN 37067
B. Supplier:
____________________
____________________
____________________
____________________
20. If any provision of this Agreement shall be deemed to be, or shall in fact be, illegal, inoperative or unenforceable, the same shall not affect any other provision or provisions herein contained or render the same invalid, inoperative or unenf orceable to any extent whatev er, and this Agreement will be construed by limiting or invalidating such provision to the minimum extent n ecessary to make such provision valid, legal and enforceable.
21. This Agreement may not be amended, changed, modified, or al tered without the prior written consent of the parties hereto, and no provision of this Agreeme nt may be discharged or waived, except by a writing signed by the parties. A waiver of any particular prov ision will not be deemed a waiver of any other provision, nor will a waiver given on one occasion be deemed to apply to any other occasion.
22. This Agreement shall inure to the benefit of and shall be binding upon OMNIA Partners, Public Sector, the Supplier and any respective successor and assign thereto; subject, however, to the limitations contained herein.
23. This Agreement will be constr ued under and governed by the laws of the State of Delaware, excluding its conflicts of law provisions and any action arisin g out of or related to this Agreement shall be commenced solely and exclusively in the state or federal courts in Williamson County Tennessee.
24. This Agreement may be executed in counterparts, each of wh ich is an original but all of which, together, shall constitute but one and the same instrument. The exchange of copies of this Agreement and of signature pages by facsimile, or by .pdf or similar electronic transmission, will constitute effective execution and delivery of this Agreement as to the parties and may be use d in lieu of the original Agreement for all purposes. Signatures of the parties transmitted by facsimile, or by .pdf or similar electronic transmission, will be deemed to be their original signatures for any purpose whatsoever.
67 Section 8
OMNIA Partners Requirements – Exhibit B
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
[INSERT SUPPLIER ENTITY NAME] OMNIA PARTNERS, PUBLIC SECTOR
Signature
Signature
Sarah Vavra
Name
Name
Sr. Vice President, Public Sector
Contracting
Title
Title
Date Date
68 Section 8
OMNIA Partners Requirements – Exhibit C
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
OMNIA PARTNERS EXHIBITS
EXHIBIT C - MASTER INTERGOVERNMENTAL COOPERATIVE PURCHASING
AGREEMENT
This Master Intergovernmental Cooperative Purchasing Agreement (this “Agreement”) is entered into by and between those certain government agencies that execute a Princi pal Procurement Agency Certificate (“Principal Procurement Agencies ”) with National Intergovernmental Purchasing Alliance Company, a Delaware corporation d/b/a OMNIA Partners, Public Sector and/or Communities Program Management, LLC, a California limited liability company d/b/a U.S. Communities ( collectively, “ OMNIA Partners, Public Sector”) to be appended and made a par t hereof and such other public agencies (“ Participating Public Agencies”) who register to participate in the cooperative purchasing pr ograms administered by OMNIA Partners, Public Sector and its a ffiliates and subsidiaries (co llectively, the “OMNIA Partners Parties”) by either registering on the OMNIA Partners, Public Sector website (www.omniapartners.com/publicsector or any successor website), or by executing a copy of this Agreement.
RECITALS
WHEREAS, after a competitive solicitation and selection process by Pri ncipal Procurement Agencies, in compliance with their own policies, procedures, rules and regulations, a number of suppliers have entered into “Master Agreements” (herein so called) to provide a variety of goods, products an d services (“Products”) to the applicable Principal Procurement Agency and the Participating Public Agencies;
WHEREAS, Master Agreements are made available by Principal Procurement Agencies through the OMNIA Partners Parties and provide that Participating Public Agencies may purchase Products on the same terms, conditions and pricing as the Principal Procurement Agency, sub ject to any applicable federal and/or local purchasing ordinances and the laws of the State of purchase; and
WHEREAS, in addition to Master Agreements, the OMNIA Partners Parties may from time to time offer Participating Public Agencies the opportunity to acquire Products through other group purchasing agreements.
NOW, THEREFORE , in consideration of the mutual promises contained in this Agr eement, and of the mutual benefits to result, the parties hereby agree as follows:
1. Each party will facilitate the cooperative procurement of Products.
2. The Participating Public Agenci es shall procure Products in acc ordance with and subject to the relevant federal, state and local statutes, ordinances, rul es and regulations that govern Participating Public Agency’s procurement practices. The Participating Public Agenci es hereby acknowledge and agree that it is the intent of the parties that all provisions of this Agreement and that Principal Procurement Agencies’ participation in the program described herein comply with all applicable laws, including but not limited to the requirements of 42 C.F.R. § 1001.952(h), as may be amended from time to time. The Participating Public Agencies further acknowledge and agree that they are solely responsible for their compliance with all applicable “safe harbor” regulations, including but not limited to any and all obligations to fully and accurately report discounts and incentives.
3. The Participating Public Agency represents and warrants that the Participating Public Agency is not a hospital or other healthcare provider and is not purchasing Products on behalf of a hospital or healthcare provider.
4. The cooperative use of Master Agreements shall be in accordance w i t h t h e t e r m s a n d conditions of the Master Agreements, except as modification of those terms and conditions is otherwise required by applicable federal, state or local law, policies or procedures. 69 Section 8
OMNIA Partners Requirements – Exhibit C
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
5. The Principal Procurement Agencies will make available, upon re asonable request, Master Agreement information which may assist in improving the procurement of Products by the Participating Public Agencies.
6. The Participating Public Agency agrees the OMNIA Partners Parti es may provide access to group purchasing organization (“GPO”) agreements directly or indirectly by enrolling the Participating Public Agency in another GPO’s purchasing program, including but not limited to Vizient Source, LLC, Provista, Inc. and other OMNIA Partners, Public Sector affiliates and subsidiaries; provided the purchase of Products through the OMNIA Partners Parties or any other GPO shall be at the Participating Public Agency’s sole discretion.
7. The Participating Public Agencies (each a “Procuring Party”) that procure Products through any Master Agreement or GPO Product supply agreement (each a “ GPO Contract ”) will make timely payments to the distributor, manufacturer or other vendor (coll ectively, “Supplier”) for Products received in accordance with the terms and cond itions of the Master Agreement or GPO Contract, as applicable. Payment for Products and inspections and acceptance of Products ordered by the Procuring Party shall be the exclusive obligation of such Procuring Pa rty. Disputes between Procuring Party and any Supplier shall be resolved in accordance with the law and venue rules of the State of purchas e unless otherwise agreed to by the Procuring Party and Supplier.
8. The Procuring Party shall not use this Agreement as a method fo r obtaining additional concessions or reduced prices for purchase of similar products or services outside of the Master Agreement.
Master Agreements may be structured with not-to-exceed pricing, in which cases the Supplier may offer the Procuring Party and the Procuring Party may accept lower pricin g or additional concessions for purchase of Products through a Master Agreement.
9. The Procuring Party shall be responsible for the ordering of Pr oducts under this Agreement.
A non-procuring party shall not be liable in any fashion for an y violation by a Procuring Party, and, to the extent permitted by applicable law, the Procuring Party shall h old non-procuring party harmless from any liability that may arise from the acts or omissions of the Procuring Party.
10. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE OMNIA
PARTNERS PARTIES EXPRESSLY DISCLAIM ALL EXPRESS OR IMPLIED REPR ESENTATIONS AND WARRANTIES REGARDING ANY PRODUCT, MASTER AGREEMENT AND GPO CONTRACT.
THE OMNIA PARTNERS PARTIES SHALL NOT BE LIABLE IN ANY WAY FOR A NY SPECIAL,
INCIDENTAL, INDIRECT, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, OR RELIANCE DAMAGES,
EVEN IF THE OMNIA PARTNERS PARTIES ARE ADVISED OF THE POSSIBILI TY OF SUCH DAMAGES. FURTHER, THE PROCURING PARTY ACKNOWLEDGES AND AGREES T HAT THE
OMNIA PARTNERS PARTIES SHALL HAVE NO LIABILITY FOR ANY ACT OR O MISSION BY A SUPPLIER OR OTHER PARTY UNDER A MASTER AGREEMENT OR GPO CONTRACT.
11. This Agreement shall remain in effect until termination by either party giving thirty (30) days’ written notice to the other party. The provisions of Paragraphs 6 - 10 hereof shall survive any such termination.
12. This Agreement shall take effect upon (i) execution of the Prin cipal Procurement Agency Certificate, or (ii) registration on the OMNIA Partners, Public Sector website or the execution of this Agreement by a Participating Public Agency, as applicable.
70 Section 8
OMNIA Partners Requirements – Exhibit C
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
OMNIA PARTNERS, PUBLIC SECTOR
Authorized Signature Signature
Sarah E. Vavra
Name Name
Sr. Vice President, Public Sector Contracting
Title and Agency Name Title
Date Date
71 Section 8
OMNIA Partners Requirements – Exhibit D
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
OMNIA PARTNERS EXHIBITS
EXHIBIT D - PRINCIPAL PROCUREMENT AGENCY CERTIFICATE
In its capacity as a Principal Procurement Agency (as defined b elow) for National Intergovernmental Purchasing Alliance Company, a Delaware corporation d/b/a OMNIA Partners, Public Sector (“OMNIA Partners, Public Sector”), City of Charlotte agrees to pursue Master Agreements for Products as specified in the attached Exhibits to this Principal Procurement Agency Certificate.
I hereby acknowledge, in my capacity as _____________ of and on behalf of City of Charlotte (“Principal Procurement Agency”), that I have read and hereby agree to the general terms and conditions set forth in the attached Master Intergovernmental Cooperative Purchasing Agreement regulating the use of the Master Agreements and purchase of Products that from time to time are made available by Principal Procurement Agencies to Participating Public Agencies nationwide through OMNIA Partners, Public Sector.
I understand that the purchase of one or more Products under the provisions of the Master Intergovernmental Cooperative Purchasing Agreement is at the sole and complete discretion of the Participating Public Agency.
Authorized Signature, [PRINCIPAL PROCUREMENT AGENCY]
Signature
Name
Title
Date
72 Section 8
OMNIA Partners Requirements – Exhibit E
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
OMNIA PARTNERS EXHIBITS
EXHIBIT E - OMNIA PARTNERS CONTRACT SALES REPORTING TEMPLATE
Supplier Name:
Contract Sales Report Month:
Contract ID:
Supplier Reporting Contact:
Title:
Phone:
Email:
Participating Agency Name Address City State Zip Code
Participating
Agency #
{Assigned by
National IPA
and provided
to Supplier}
Transaction
Date
(Date of
Sale)
Contract
Sales for
Month ($)
Admin
Fee %
Admin
Fee $
Report Totals
Cumulative Contract Sales
OMNIA PARTNERS EXHIBITS
EXHIBIT C - CONTRACT SALES REPORTING TEMPLATE
(to be submitted electronically in Microsoft Excel format) OMNIA Partners Contract Sales Monthly Report
73 Section 8
OMNIA Partners Requirements - Exhibit F
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
OMNIA PARTNERS EXHIBITS
EXHIBIT F- FEDERAL FUNDS CERTIFICATIONS
FEDERAL CERTIFICATIONS
ADDENDUM FOR AGREEMENT FUNDED BY U.S. FEDERAL GRANT
TO WHOM IT MAY CONCERN:
Participating Agencies may elect to use federal funds to purcha se under the Master Agreement. This form should be completed and returned with proposal.
The following certifications and provisions may be required and apply when a Participating Agency expends federal funds for any purchase resulting from this procurement process. Pursuant to 2 C.F.R. § 200.326, all contracts, including small purchases, awarded by the Participat ing Agency and the Participating Agency’s subcontractors shall contain the procurement provisions of Appendix II to Part 200, as applicable.
APPENDIX II TO 2 CFR PART 200
(A) Contracts for more than the simplified acquisition threshold currently set at $150,000, which is the inflation adjusted amount determ ined by the Civilian Agency Acq uisition Council and the Defense Acquisition Regulations Council (Councils) as authorized by 41 U.S.C. 1908, must address administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as appropriate.
Pursuant to Federal Rule (A) above, when a Participating Agency expends federal funds, the Participating Agency reserves all rights and privileges under the applicable laws and regulations with respect to this procurement in the event of breach of contract by either party.
Does offeror agree? YES __________________________ Initials of Authorized Representative of offeror
(B) Termination for cause and for convenience by the grantee or subgrantee including the manner by which it will be effected and the basis for settlement. (All contracts in excess of $10,000) Pursuant to Federal Rule (B) above, when a Participating Agency expends federal funds, the Participating Agency reserves the right to immed iately terminate any agreemen t in excess of $10,000 resulting from this procurement process in the event of a breach or default of the agreement by Offeror in the event Offeror fails to: (1) meet schedules, deadlines, and/or delivery dates within the time specified in the procurement solicitation, contract, and/or a purchase order; (2) make any p ayments owed; or (3) otherwise perform in accordance with the contract and/or the procurement solicitation. Participating Agency also reserves the right to terminate the contract immediately, with written notice to offeror, for convenience, if Participating Agency believes, in its sole discretion that it is in the best interes t of Participating Agency to do so. Offeror will be compensated for work performed and accepted and goods accepted by Participating Agency as of the termination date if the contract is terminated for convenience of Participating Agency. Any award under this procurement process is not exclusive and Participating Agency r eserves the right to purchase goods and services from other offerors when it is in Participating Agency’s best interest.
Does offeror agree? YES __________________________ Initials of Authorized Representative of offeror
(C) Equal Employment Opportunity. Except as otherwise provided u nder 41 CFR Part 60, all contracts that meet the definition of “federally assisted const ruction contract” in 41 CFR Part 60-1.3 must include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 CFR 1 2319, 12935, 3 CFR Part, 1964- 1965 Comp., p. 339), as amended by Executive Order 11375, “Amen ding Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing reg ulations at 41 CFR part 60, “Office of Federal Contract Compliance Programs, Equal Employme nt Opportunity, Department of Labor.”
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OMNIA Partners Requirements - Exhibit F
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
Pursuant to Federal Rule (C) above, when a Participating Agency expends federal funds on any federally assisted construction contract, the equal opportunity clause is incorporated by reference herein.
Does offeror agree to abide by the above? YES ____________ Initials of Authorized Representative of offeror
(D) Davis-Bacon Act, as amended (40 U.S.C. 3141-3148). When req uired by Federal program legislation, all prime construction contracts in excess of $2,0 00 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 CFR Part 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 labor ers and mechanics at a rate not less than the prevailing wages specified in a wage determination mad e 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 subcontr act 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 supp lemented by Department of Labor regulations (29 CFR Part 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.
Pursuant to Federal Rule (D) above, when a Participating Agency expends federal funds during the term of an award for all contracts and subgrants for construction or re pair, offeror will be in compliance with all applicable Davis-Bacon Act provisions.
Does offeror agree? YES __________________________ Initials of Authorized Representative of offeror
(E) 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 $100,0 00 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. 3702 and 3704, a s supplemented by Department of Labor regulations (29 CFR Part 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 standar d work week is permissible provided that the worker is compensated at a rate of not less than one a nd a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. T he 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 unsanitar y, hazardous or dangerous. These requirements do not apply to the purchases of supplies or mater ials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence.
Pursuant to Federal Rule (E) above, when a Participating Agency expends federal funds, offeror certifies that offeror will be in compliance with all applicable provisions of the Contract Work Hours and Safety Standards Act during the term of an award for all contracts by Participat ing Agency resulting from this procurement process.
Does offeror agree? YES __________________________ Initials of Authorized Representative of offeror
75 Section 8
OMNIA Partners Requirements - Exhibit F
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
(F) Rights to Inventions Made Under a Contract or Agreement. If t h e F e d e r a l a w a r d m e e t s t h e definition of “funding agreement” under 37 CFR §401.2 (a) and t he recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofi t organization regarding the substitution of parties, assignment or performance of experimental, developm ental, or research work under that “funding agreement,” the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and a ny implementing regulations issued by the awarding agency.
Pursuant to Federal Rule (F) ab ove, when federal funds are expe nded by Participating Agency, the offeror certifies that during the term of an award for all contracts by Participating Agency resulting from this procurement process, the offeror agrees to comply with all appl icable requirements as referenced in Federal Rule (F) above.
Does offeror agree? YES _______ ___________________ Initials of Authorized Representative of offeror
(G) Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C. 1251-1387), as amended—Contracts and subgrants of amounts in ex cess of $150,000 must contain a provision that requires 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). Violat ions must be reported to the Federal awarding agency and the Regional Office of the Environmental Pr otection Agency (EPA).
Pursuant to Federal Rule (G) above, when federal funds are expe nded by Participating Agency, the offeror certifies that during the term of an award for all contracts by Participating Agency member resulting from this procurement process, the offeror agrees to comply with all applicable requirements as referenced in Federal Rule (G) above.
Does offeror agree? YES __________________________ Initials of Authorized Representative of offeror
(H) Debarment and Suspension (Executive Orders 12549 and 12689) —A contract award (see 2 CFR 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 CF R 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR p art 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names o f parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ine ligible under statutory or regulatory authority other than Executive Order 12549.
Pursuant to Federal Rule (H) above, when federal funds are expe nded by Participating Agency, the offeror certifies that during the term of an award for all contracts by Participating Agency resulting from this procurement process, the offeror certifies that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily exc luded from participation by any federal department or agency.
Does offeror agree? YES __________________________ Initials of Authorized Representative of offeror
(I) Byrd Anti-Lobbying Amendment (31 U.S.C. 1352)—Contractors t hat apply or bid for an award exceeding $100,000 must file the r equired certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any pers on or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer o r 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. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award.
Such disclosures are forwarded from tier to tier up to the non-Federal award. 76 Section 8
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Pursuant to Federal Rule (I) above, when federal funds are expe nded by Participating Agency, the offeror certifies that during the term and after the awarded term of an award for all contracts by Participating Agency resulting from this procurement process, the offeror certifies that it is in compliance with all applicable provisions of the Byrd Anti-Lobbying Amendment (31 U.S.C. 1352). The undersigned further certifies that:
(1) No Federal appropriated funds have been paid or will be p aid for on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of congress, or an employee of a Member of Congress in connection with the awarding of a Federal contract, the making of a Federal gra nt, the making of a Federal loan, the entering into a cooperative agreement, and the extension, continuation, renewal, amendment, or modification of a Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employ ee of any agency, a Member of Congress, an officer or employee of congress, or an employee of a Member of Congress in connection with this Federal grant or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying”, in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all covered sub-awards exceeding $100,000 in Federal funds at all appropriate tiers and that all subrecipients shall certify and disclose accordingly.
Does offeror agree? YES _______ ___________________ Initials of Authorized Representative of offeror
RECORD RETENTION REQUIREMENTS FOR CONTRACTS INVOLVING FEDERAL FUNDS
When federal funds are expended by Participating Agency for any contract resulting from this procurement process, offeror certifies that it will comply with the record retention requirements detailed in 2 CFR § 200.333. The offeror further certifies that offeror will retain all records as required by 2 CFR § 200.333 for a period of three years after gr antees or subgrantees submit fi nal expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed.
Does offeror agree? YES _______ ___________________ Initials of Authorized Representative of offeror
CERTIFICATION OF COMPLIANCE WITH THE ENERGY POLICY AND CONSERVATION ACT
When Participating Agency expends federal funds for any contrac t resulting from this procurement process, offeror certifies that it will comply with the mandatory standa rds and policies relating to energy efficiency which are contained in the state energy conservation plan issue d in compliance with the Energy Policy and Conservation Act (42 U.S.C. 6321 et seq.; 49 C.F.R. Part 18).
Does offeror agree? YES __________________________ Initials of Authorized Representative of offeror
CERTIFICATION OF COMPLIANCE WITH BUY AMERICA PROVISIONS
To the extent purchases are made with Federal Highway Administration, Federal Railroad Administration, or Federal Transit Administration funds, offeror certifies that its products comply with all applicable provisions of the Buy America Act and agrees to provide such certification or applicable waiver with respect to specific products to any Participating Agency upon request. Purchases made in accordance with the Buy America Act must still follow the applicable procurement rules calling for free and open competition.
Does offeror agree? YES __________________________ Initials of Authorized Representative of offeror ___________________________
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PROCUREMENT OF RECOVERED MATERIALS REQUIREMENTS FOR – 2 C.F.R. §200.322 Participating Agency and its contractors must comply with secti on 6002 of the Solid Waste Disposal Act, as amended by the Resource Conserva tion and Recovery Act. The requ irements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR part 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..
Does Vendor agree? YES __________________________ Initials of Authorized Representative of offeror
CERTIFICATION OF ACCESS TO RECORDS – 2 C.F.R. § 200.336
Offeror agrees that the Inspector General of the Agency or any of their duly authorized representatives shall have access to any books, documents, papers and records of offe ror that are directly pertinent to offeror’s discharge of its obligations under the Contract for the purpose of making audits, examinations, excerpts, and transcriptions. The right also includes timely and reasonable a ccess to offeror’s personnel for the purpose of interview and discussion relating to such documents.
Does offeror agree? YES __________________________ Initials of Authorized Representative of offeror
CERTIFICATION OF AFFORDABLE CARE ACT
Offeror understands and agrees that it shall be solely responsi ble for compliance with the patient Protection and Affordable Care Act, Public Law 111-148 and the Health Care and Education Reconciliation Act 111- 152 (collectively the Affordable Care Act “ACA”). The Offeror s hall bear sole responsibility for providing health care benefits for its employees who provide services as required by Federal law.
Does offeror agree? YES __________________________ Initials of Authorized Representative of offeror
CERTIFICATION OF APPLICABILITY TO SUBCONTRACTORS
Offeror agrees that all contracts it awards pursuant to the Contract shall be bound by the foregoing terms and conditions.
Does offeror agree? YES __________________________ Initials of Authorized Representative of offeror
Offeror agrees to comply with all federal, state, and local laws, rules, regulations and ordinances, as applicable. It is further acknowledged that offeror certifies compliance with all provisions, laws, acts, regulations, etc. as specifically noted above.
Offeror’s Name:
______________________________________________________________________________________ Address, City, State, and Zip Code:
_____________________________________________________________________________ Phone Number: ___________________________________ Fax Number: ___________________________ Printed Name and Title of Authorized Representative: ____________________________________________________ Email Address: ___________________________________
Signature of Authorized Representative: _________________________________________________ Date: _______
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OMNIA PARTNERS EXHIBITS
EXHIBIT G - NEW JERSEY BUSINESS COMPLIANCE
Suppliers intending to do business in the State of New Jersey m ust comply with policies and procedures required under New Jersey statues. All offerors submitting pro posals must complete the following forms specific to the State of New Jersey. Completed forms should be submitted with the offeror’s response to the RFP. Failure to complete the New Jersey packet will impact OMN IA Partners’ ability to promote the Master Agreement in the State of New Jersey.
DOC #1 Ownership Disclosure Form
DOC #2 Non-Collusion Affidavit
DOC #3 Affirmative Action Affidavit
DOC #4 Political Contribution Disclosure Form
DOC #5 Stockholder Disclosure Certification
DOC #6 Certification of Non-Involvement in Prohibited Activities in Iran
DOC #7 New Jersey Business Registration Certificate
New Jersey suppliers are required to comply with the following New Jersey statutes when applicable:
all anti-discrimination laws, including those contained in N.J.S.A. 10:2-1 through N.J.S.A. 10:2-14, N.J.S.A. 10:5-1, and N.J.S.A. 10:5-31 through 10:5-38;
Prevailing Wage Act, N.J.S.A. 34:11-56.26, for all contracts within the contemplation of the Act;
Public Works Contractor Registration Act, N.J.S.A. 34:11-56.26; and
Bid and Performance Security, as required by the applicable municipal or state statutes.
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DOC #1
OWNERSHIP DISCLOSURE FORM
(N.J.S. 52:25-24.2)
Pursuant to the requirements of P.L. 1999, Chapter 440 effective April 17, 2000 (Local Public Contracts Law), the offeror shall complete the form attached to these specifications listing the persons owning 10 percent (10%) or more of the firm presenting the proposal.
Company Name:
Street:
City, State, Zip Code:
Complete as appropriate:
I ________________ _______________________, cer tify that I am the sole owner of ____________________________________, that there are no partners and the business is not incorporated, and the provisions of N.J.S. 52:25-24.2 do not apply.
OR:
I _______________________________________, a partner in___________________________, do hereby certify that the following is a list of all individual partners who own a 10% or greater interest therein. I further certify that if one (1) or more of the partners is itself a corporation or partnership, there is also set forth the names and addresses of the stockholders holding 10% or more of that corporation’s stock or the individual partners owning 10% or greater interest in that partnership.
OR:
I ____________________ ___________________, an autho rized representative of ______________________, a cor poration, do hereby certify that the following is a list of the names and addresses of all stockholders in the corporation who own 10% or more of its stock of any class. I further certify that if one (1) or more of such stockholders is itself a corporation or partnership, t hat there is also set forth the names and addresses of the stockholders holding 10% or more of the corporation’s stock or the individual partners owning a 10% or greater interest in that partnership.
(Note: If there are no partners or stockholders owning 10% or more interest, indicate none.) Name Address Interest
I further certify that the statements and information cont ained herein, are complete and correct to the best of my knowledge and belief.
Date Authorized Signature and Title
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NON-COLLUSION AFFIDAVIT
Company Name: ________________________________________
Street: ________________________________________________ City, State, Zip Code: ____________________________________
State of ________________________________________________
County of ______________________________________________
I, of the_______________________________________________ Name City
in the County of ____________________________, State of _______________________________ of full age, being duly sworn according to law on my oath depose and say that:
I am the _________________________of the firm of _____________________________________ Title Company Name
the Offeror making the Proposal for the goods, services or public work specified under the attached proposal, and that I executed the said proposal with full authority to do so; that said Offeror has not directly or indirectly entered into any agreement, participat ed in any collusion, or otherwise taken any action in restraint of free, competitive bidding in connection with the above proposal, and that all statements contained in said proposal and in this affidavit are true and correct, and made with full knowledge that relies upon the truth of the statements contained in said proposal and in the statements contained in this affidavit in awarding the contract for the said goods, services or public work.
I further warrant that no person or selling agency has b een employed or retained to solicit or secure such contract upon an agreement or understanding for a commi ssion, percentage, brokerage or contingent fee, except bona fide employees or bona fide established commercial or selling agencies maintained by
Company Name Authorized Signature & Title
Subscribed and sworn before me
this ______ day of ______________, 20____
__________________________________________
Notary Public of ______________________
My commission expires , 20____
SEAL
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AFFIRMATIVE ACTION AFFIDAVIT
(P.L. 1975, C.127)
Company Name:
Street:
City, State, Zip Code:
Proposal Certification:
Indicate below company’s compliance with New Jersey Affirmative Action regulations. Company’s proposal will be accepted even if company is not in compliance at this time. No contract and/or purchase order may be issued, however, until all Affirmative Action requirements are met.
Required Affirmative Action Evidence:
Procurement, Professional & Service Contracts (Exhibit A) Vendors must submit with proposal:
1. A photo copy of their Federal Letter of Affirmative Action Plan Approval
OR
2. A photo copy of their Certificate of Employee Information Report OR
3. A complete Affirmative Action Employee Information Report (AA302)
Public Work – Over $50,000 Total Project Cost:
A. No approved Federal or New Jersey Affirmative Action Plan. We will complete Report Form AA201-A upon receipt from the
B. Approved Federal or New Jersey Plan – certificate enclosed
I further certify that the statements and information cont ained herein, are complete and correct to the best of my knowledge and belief.
_________________________ _________________________________ Date Authorized Signature and Title 82 Section 8
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P.L. 1995, c. 127 (N.J.A.C. 17:27)
MANDATORY AFFIRMATIVE ACTION LANGUAGE
PROCUREMENT, PROFESSIONAL AND SERVICE
CONTRACTS
During the performance of this contract, the contractor agrees as follows:
The contractor or subcontractor, where applicable, will not discriminate against any employee or applicant for employment because of age, race, creed, color, national origin, ancestry, marital status, sex, affectional or sexual orientation. The contractor will take affirmative action to ensure that such applicants are recruited and employed, and that employees are treated during employment, without regard to their age, race, creed, color, national origin, ancestry, marital status, sex, affectional or sexual orientation. Such action shall include, but not be limited to the following: employment, upgrading, demoti on, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in con spicuous places, available to employees and applicants for employment, notices to be provided by the Public Agency Compliance Officer setting forth provisions of this non-discrimination clause.
The contractor or subcontractor, where applicable will, in all solicitations or advertisement for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to age, race, creed, color, national origin, ancestry, marital status, sex, affectional or sexual orientation.
The contractor or subcontractor, where applicable, will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice, to be provided by the agency contracting officer advising the labor union or workers' representative of the contractor's commitments under this act and shall post copies of the notice in conspicuous places available to employees and applicants for employment.
The contractor or subcontractor, where applicable, agrees to co mply with any regulations promulgated by the Treasurer pursuant to P.L. 1975, c. 127, as amended and supplem ented from time to time and the Americans with Disabilities Act.
The contractor or subcontractor agrees to attempt in good faith to employ minority and female workers trade consistent with the applicable county employment goal prescribe d by N.J.A.C. 17:27-5.2 promulgated by the Treasurer pursuant to P.L. 1975, C.127, as amended and supplemented from time to time or in accordance with a binding determination of the a pplicable county employment goa ls determined by the Affirmative Action Office pursuant to N.J.A.C. 17:27-5.2 promulgated by the Treasurer pursuant to P.L. 1975, C.127, as amended and supplemented from time to time.
The contractor or subcontractor agrees to inform in writing app ropriate recruitment agencies in the area, including employment agencies, placement bureaus, colleges, universities, labor unions, that it does not discriminate on the basis of age, creed, color, national origin, ancestry, marital status, sex, affectional or sexual orientation, and that it will discontinue the use of any recrui tment agency which engages in direct or indirect discriminatory practices.
The contractor or subcontractor agrees to revise any of it test ing procedures, if necessary, to assure that all personnel testing conforms with t he principles of job-related t esting, as established by the statutes and court decisions of the state of New Jersey and as established by applicable Federal law and applicable Federal court decisions.
The contractor or subcontractor agrees to review all procedures relating to transfer, upgrading, downgrading and lay-off to ensure that all such actions are taken without regard to age, creed, color, national origin, ancestry, marital status, sex, affectional or sexual orientation, and con form with the applicable employment goals, consistent with the statutes and court decisions of the State o f New Jersey, and applicable Federal law and applicable Federal court decisions.
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The contractor and its subcontractors shall furnish such report s or other documents to the Affirmative Action Office as may be requested by the office from time to time in o rder to carry out the purposes of these regulations, and public agencies shall furnish such information as may be requested by the Affirmative Action Office for conducting a compliance investigation pursuant to Subchapter 10 of the Administrative Code (NJAC 17:27).
________________________________________________
Signature of Procurement Agent
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DOC #4
C. 271 POLITICAL CONTRIBUTION DISCLOSURE FORM
Public Agency Instructions
This page provides guidance to public agencies entering into contracts with business entities that are required to file Political Contribution Disclosure forms with the agency . It is not intended to be provided to contractors. What follows are instructions on the use of form local units can provide to contractors that are required to disclose political contributions pursuant to N.J.S. A. 19:44A-20.26 (P.L. 2005, c. 271, s.2).
Additional information on the process is available in Local Fin ance Notice 2006-1 (http://www.nj.gov/dca/divisions/dlgs/resources/lfns_2006.html). Please refer back to these instructions for the appropriate links, as the Local Finance Notices include links that are no longer operational.
1. The disclosure is required for all contracts in excess of $17,5 00 that are not awarded pursuant to a “fair and open” process (N.J.S.A. 19:44A-20.7).
2. Due to the potential length of some contractor submissions, the public agency should consider allowing data to be submitted in electronic form (i.e., spreadsheet, pdf file, etc.). Submissions must be kept with the contract documents or in an appropriate computer file and be available for public access. The form is worded to accept this alternate submission. The text should be amended if electronic submission will not be allowed.
3. The submission must be received from the contractor and on file at least 10 days prior to award of the contract. Resolutions of award should reflect that the disclosure has been received and is on file.
4. The contractor must disclose contributions made to candidate and party committees covering a wide range of public agencies, including all public agencies that have ele cted officials in the county of the public agency, state legislative positions, and various state entities. The Division of Local Government Services recommends that contractors be provided a list of the affected agencies. This will assist contractors in determining the campaign and political committees of the offici als and candidates affected by the disclosure.
a. The Division has prepared model disclosure forms for each county. They can be downloaded from the “County PCD Forms” link on the Pay-to-Play web site at http://www.nj.gov/dca/divisions/dlgs/programs/lpcl.html#12. They will be updated from time-to-time as necessary.
b. A public agency using these forms should edit them to properly reflect the correct legislative district(s). As the forms are county-based, they list all legislative districts in each county. Districts that do not represent the public agency should be removed from the lists. c. Some contractors may find it easier to provide a single list that covers all contributions, regardless of the county. These submissions are appropriate and should be accepted. d. The form may be used “as-is”, subject to edits as described herein. e. The “Contractor Instructions” sheet is intended to be provided with the form. It is recommended that the Instructions and the form be printed on the same piece of paper. The form notes that the Instructions are printed on the back of the form; where that is not the case, the text should be edited accordingly.
f. The form is a Word document and can be edited to meet local needs, and posted for download on web sites, used as an e-mail attachment, or provided as a printed document.
5. It is recommended that the contractor also complete a “Stockholder Disclosure Certification.” This will assist the local unit in its obligation to ensure that contractor did not make any prohibited contributions to the committees listed on the Business Entity Disclosure Certification in the 12 months prior to the contract (See Local Finance Notice 2006-7 for additional information on this obligation at http://www.nj.gov/dca/divisions/dlgs/resources/lfns_2006.html). A sample Certification form is part of this package and the instruction to complete it is included in the Contractor Instructions. NOTE: This section is not applicable to Boards of Education.
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C. 271 POLITICAL CONTRIBUTION DISCLOSURE FORM
Contractor Instructions
Business entities (contractors) receiving contracts from a public agency that are NOT awarded pursuant to a “fair and open” process (defined at N.J.S.A. 19:44A-20.7) are s ubject to the provisions of P.L. 2005, c. 271, s.2 (N.J.S.A. 19:44A-20.26). This law provides that 10 days prior to the award of such a contract, the contractor shall disclose contributions to:
any State, county, or municipal committee of a political party any legislative leadership committee
*
any continuing political committee (a.k.a., political action committee) any candidate committee of a candidate for, or holder of, an elective office:
o of the public entity awarding the contract
o of that county in which that public entity is located o of another public entity within that county
o or of a legislative district in which that public entity is loc ated or, when the public entity is a county, of any legislative district which includes all or part of the county
The disclosure must list reportable contributions to any of the committees that exceed $300 per election cycle that were made during the 12 months prior to award of the contract. See N.J.S.A. 19:44A-8 and 19:44A-16 for more details on reportable contributions.
N.J.S.A. 19:44A-20.26 itemizes the parties from whom contributions must be disclosed when a business entity is not a natural person. This includes the following:
individuals with an “interest” ownership or control of more tha n 10% of the profits or assets of a business entity or 10% of the stock in the case of a business entity that is a corporation for profit all principals, partners, officers, or directors of the business entity or their spouses any subsidiaries directly or indirectly controlled by the business entity IRS Code Section 527 New Jersey based organizations, directly or indirectly controlled by the business entity and filing as continuing political committees, (PACs).
When the business entity is a natural person, “a contribution by that person’s spouse or child, residing therewith, shall be deemed to be a contribution by the business entity.” [N.J.S.A. 19:44A-20.26(b)] The contributor must be listed on the disclosure.
Any business entity that fails to comply with the disclosure pr ovisions shall be subject to a fine imposed by ELEC in an amount to be determined by the Commission which may be based upon the amount that the business entity failed to report.
The enclosed list of agencies is provided to assist the contrac tor in identifying those public agencies whose elected official and/or candidate campaign committees are affec ted by the disclosure requirement. It is the contractor’s responsibility to identify the specific committees to which contributions may have been made and need to be disclosed. The disclosed information may exceed the minimum requirement.
The enclosed form, a content-consistent facsimile, or an electr onic data file containing the required details (along with a signed cover sheet) may be used as the contractor ’s submission and is disclosable to the public under the Open Public Records Act.
The contractor must also complete the attached Stockholder Disc losure Certification. This will assist the agency in meeting its obligations under the law. NOTE: This section does not apply to Board of Education contracts.
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* N.J.S.A. 19:44A-3(s): “The term "legislative leadership committee" means a committee established, authorized to be established, or designated by the President of the Senate, the Minority Leader of the Senate, the Speaker of the General Assembly or the Minority Leader of t he General Assembly pursuant to section 16 of P.L.1993, c.65 (C.19:44A-10.1) for the purpose of receiving contributions and making expenditures.”
C. 271 POLITICAL CONTRIBUTION DISCLOSURE FORM
Required Pursuant to N.J.S.A. 19:44A-20.26
This form or its permitted facsimile must be submitted to the local unit no later than 10 days prior to the award of the contract.
Part I – Vendor Information
Vendor Name:
Address:
City: State: Zip:
The undersigned being authorized to certify, hereby certifies t hat the submission provi ded herein represents compliance with the provisions of N.J.S.A. 19:44A-20.26 and as represented by the Instructions accompanying this form.
_______________________ _______________________ ________________________ Signature Printed Name Title
Part II – Contribution Disclosure
Disclosure requirement: Pursuant to N.J.S.A. 19:44A-20.26 this disclosure must include all reportable political contributions (more than $300 per election cycle) over the 12 months prior to submission to the committees of the government entities listed on the form provided by the local unit. Check here if disclosure is provided in electronic form Contributor Name Recipient Name Date Dollar Amount
$
Check here if the information is continued on subsequent page(s) 87 Section 8
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LIST OF AGENCIES WITH ELECTED OFFICIALS REQUIRED FOR POLITICAL
CONTRIBUTION DISCLOSURE
N.J.S.A. 19:44A-20.26
County Name:
State: Governor, and Legislative Leadership Committees
Legislative District #s:
State Senator and two members of the General Assembly per district.
County:
Freeholders County Clerk Sheriff
{County Executive} Surrogate
Municipalities (Mayor and members of governing body, regardless of title):
USERS SHOULD CREATE THEIR OWN FORM, OR DOWNLOAD FROM THE
PAY TO PLAY SECTION OF THE DLGS WEBSITE A COUNTY-BASED, CUSTOMIZABLE FORM.
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STOCKHOLDER DISCLOSURE CERTIFICATION
Name of Business:
I certify that the list below contains the names and home addresses of all stockholders holding 10% or more of the issued and outstanding stock of the undersigned.
OR
I certify that no one stockholder owns 10% or more of the iss ued and outstanding stock of the undersigned.
Check the box that represents the type of business organization:
Partnership Corporation Sole Proprietorship
Limited Partnership Limited Liability Corporation Limited Li ability Partnership
Subchapter S Corporation
Sign and notarize the form below, and, if necessary, complete the stockholder list below.
Stockholders:
Name: Name:
Home Address:
Home Address:
Name: Name:
Home Address: Home Address:
Name:
Name:
Home Address:
Home Address:
Subscribed and sworn before me this ___ day of
___________, 2__.
(Notary Public)
My Commission expires:
_________________________________
(Affiant)
________________________________
(Print name & title of affiant)
(Corporate Seal)
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CERTIFICATION OF NON-INVOLVEMENT IN PROHIBITED ACTIVITIES IN IRAN
Pursuant to N.J.S.A. 52:32-58, Offerors must certify that neith e r t h e O f f e r o r , n o r a n y o f i t s p a r e n t s , subsidiaries, and/or affiliates (as defined in N.J.S.A. 52:32 – 56(e) (3)), is listed on the Department of the Treasury’s List of Persons or Entities Engaging in Prohibited I nvestment Activities in Iran and that neither is involved in any of the investment activities set forth in N.J.S.A. 52:32 – 56(f).
Offerors wishing to do business in New Jersey through this contract must fill out the Certification of Non- Involvement in Prohibited Activities in Iran here:
http://www.state.nj.us/humanservices/dfd/info/standard/fdc/disclosure_investmentact.pdf.
Offerors should submit the above form completed with their proposal.
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NEW JERSEY BUSINESS REGISTRATION CERTIFICATE
(N.J.S.A. 52:32-44)
Offerors wishing to do business in New Jersey must submit their State Division of Revenue issued Business Registration Certificate with their proposal here. Failure to do so will disqualify the Offeror from offering products or services in New Jersey through any resulting contract.
http://www.state.nj.us/treasury/revenue/forms/njreg.pdf
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OMNIA PARTNERS EXHIBITS
EXHIBIT H- OMNIA PARTNERS ADVERTISING COMPLIANCE REQUIREMENT
Pursuant to certain state notice provisions, including but not limited to Oregon Revised Statutes Chapter 279A.220, the following public agencies and political subdivisions of the referenced public agencies are eligible to register with OMNIA Partners and access the Master Agreement contract award made pursuant to this solicitation, and are hereby given notice of the foregoing request for proposals for purposes of complying with the procedural requirements of said statutes:
Nationwide:
State of Alabama State of Hawaii State of
Massachusetts
State of New Mexico State of South
Dakota
State of Alaska State of Idaho State of Michigan State of New Y ork State of Tennessee
State of Arizona State of Illinois State of Minnesota State of North Carolina
State of Texas
State of Arkansas State of Indiana State of Mississippi State o f North Dakota State of Utah State of California State of Iowa State of Missouri State of Oh io State of Vermont State of Colorado State of Kansas State of Montana State of Okl ahoma State of Virginia State of
Connecticut
State of
Kentucky
State of Nebraska State of Oregon State of
Washington
State of Delaware State of
Louisiana
State of Nevada State of Pennsylvania State of West
Virginia
State of Florida State of Maine State of New
Hampshire
State of Rhode Island State of
Wisconsin
State of Georgia State of
Maryland
State of New Jersey State of South
Carolina
State of
Wyoming
District of
Columbia
Lists of political subdivisions and local governments in the above referenced states / districts may be found at http://www.usa.gov/Agencies/State_and_Territories.shtml and https://www.usa.gov/local-governments.
Certain Public Agencies and Political Subdivisions:
CITIES, TOWNS, VILLAGES AND
BOROUGHS INCLUDING BUT NOT
LIMITED TO:
BAKER CITY GOLF COURSE, OR
CITY OF ADAIR VILLAGE, OR
CITY OF ASHLAND, OR
CITY OF AUMSVILLE, OR
CITY OF AURORA, OR
CITY OF BAKER, OR
CITY OF BATON ROUGE, LA
CITY OF BEAVERTON, OR
CITY OF BEND, OR
CITY OF BOARDMAN, OR
CITY OF BONANAZA, OR
CITY OF BOSSIER CITY, LA
CITY OF BROOKINGS, OR
CITY OF BURNS, OR
CITY OF CANBY, OR
CITY OF CANYONVILLE, OR
CITY OF CLATSKANIE, OR
CITY OF COBURG, OR
CITY OF CONDON, OR
CITY OF COQUILLE, OR
CITY OF CORVALLI, OR
CITY OF CORVALLIS PARKS AND
RECREATION DEPARTMENT, OR
CITY OF COTTAGE GROVE, OR
CITY OF DONALD, OR
CITY OF EUGENE, OR
CITY OF FOREST GROVE, OR
CITY OF GOLD HILL, OR
CITY OF GRANTS PASS, OR
CITY OF GRESHAM, OR
CITY OF HILLSBORO, OR
92 Section 8
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FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
CITY OF INDEPENDENCE, OR
CITY AND COUNTY OF HONOLULU, HI
CITY OF KENNER, LA
CITY OF LA GRANDE, OR
CITY OF LAFAYETTE, LA
CITY OF LAKE CHARLES, OR
CITY OF LEBANON, OR
CITY OF MCMINNVILLE, OR
CITY OF MEDFORD, OR
CITY OF METAIRIE, LA
CITY OF MILL CITY, OR
CITY OF MILWAUKIE, OR
CITY OF MONROE, LA
CITY OF MOSIER, OR
CITY OF NEW ORLEANS, LA
CITY OF NORTH PLAINS, OR
CITY OF OREGON CITY, OR
CITY OF PILOT ROCK, OR
CITY OF PORTLAND, OR
CITY OF POWERS, OR
CITY OF PRINEVILLE, OR
CITY OF REDMOND, OR
CITY OF REEDSPORT, OR
CITY OF RIDDLE, OR
CITY OF ROGUE RIVER, OR
CITY OF ROSEBURG, OR
CITY OF SALEM, OR
CITY OF SANDY, OR
CITY OF SCAPPOOSE, OR
CITY OF SHADY COVE, OR
CITY OF SHERWOOD, OR
CITY OF SHREVEPORT, LA
CITY OF SILVERTON, OR
CITY OF SPRINGFIELD, OR
CITY OF ST. HELENS, OR
CITY OF ST. PAUL, OR
CITY OF SULPHUR, LA
CITY OF TIGARD, OR
CITY OF TROUTDALE, OR
CITY OF TUALATIN, OR
CITY OF WALKER, LA
CITY OF WARRENTON, OR
CITY OF WEST LINN, OR
CITY OF WILSONVILLE, OR
CITY OF WINSTON, OR
CITY OF WOODBURN, OR
LEAGUE OF OREGON CITES
THE CITY OF HAPPY VALLEY OREGON
ALPINE, UT
ALTA, UT
ALTAMONT, UT
ALTON, UT
AMALGA, UT
AMERICAN FORK CITY, UT
ANNABELLA, UT
ANTIMONY, UT
APPLE VALLEY, UT
AURORA, UT
BALLARD, UT
BEAR RIVER CITY, UT
BEAVER, UT
BICKNELL, UT
BIG WATER, UT
BLANDING, UT
BLUFFDALE, UT
BOULDER, UT
CITY OF BOUNTIFUL, UT
BRIAN HEAD, UT
BRIGHAM CITY CORPORATION, UT
BRYCE CANYON CITY, UT
CANNONVILLE, UT
CASTLE DALE, UT
CASTLE VALLEY, UT
CITY OF CEDAR CITY, UT
CEDAR FORT, UT
CITY OF CEDAR HILLS, UT
CENTERFIELD, UT
CENTERVILLE CITY CORPORATION, UT
CENTRAL VALLEY, UT
CHARLESTON, UT
CIRCLEVILLE, UT
CLARKSTON, UT
CLAWSON, UT
CLEARFIELD, UT
CLEVELAND, UT
CLINTON CITY CORPORATION, UT
COALVILLE, UT
CORINNE, UT
CORNISH, UT
COTTONWOOD HEIGHTS, UT
DANIEL, UT
DELTA, UT
DEWEYVILLE, UT
DRAPER CITY, UT
DUCHESNE, UT
EAGLE MOUNTAIN, UT
EAST CARBON, UT
ELK RIDGE, UT
ELMO, UT
ELSINORE, UT
ELWOOD, UT
EMERY, UT
ENOCH, UT
ENTERPRISE, UT
EPHRAIM, UT
ESCALANTE, UT
93 Section 8
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FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
EUREKA, UT
FAIRFIELD, UT
FAIRVIEW, UT
FARMINGTON, UT
FARR WEST, UT
FAYETTE, UT
FERRON, UT
FIELDING, UT
FILLMORE, UT
FOUNTAIN GREEN, UT
FRANCIS, UT
FRUIT HEIGHTS, UT
GARDEN CITY, UT
GARLAND, UT
GENOLA, UT
GLENDALE, UT
GLENWOOD, UT
GOSHEN, UT
GRANTSVILLE, UT
GREEN RIVER, UT
GUNNISON, UT
HANKSVILLE, UT
HARRISVILLE, UT
HATCH, UT
HEBER CITY CORPORATION, UT
HELPER, UT
HENEFER, UT
HENRIEVILLE, UT
HERRIMAN, UT
HIDEOUT, UT
HIGHLAND, UT
HILDALE, UT
HINCKLEY, UT
HOLDEN, UT
HOLLADAY, UT
HONEYVILLE, UT
HOOPER, UT
HOWELL, UT
HUNTINGTON, UT
HUNTSVILLE, UT
CITY OF HURRICANE, UT
HYDE PARK, UT
HYRUM, UT
INDEPENDENCE, UT
IVINS, UT
JOSEPH, UT
JUNCTION, UT
KAMAS, UT
KANAB, UT
KANARRAVILLE, UT
KANOSH, UT
KAYSVILLE, UT
KINGSTON, UT
KOOSHAREM, UT
LAKETOWN, UT
LA VERKIN, UT
LAYTON, UT
LEAMINGTON, UT
LEEDS, UT
LEHI CITY CORPORATION, UT
LEVAN, UT
LEWISTON, UT
LINDON, UT
LOA, UT
LOGAN CITY, UT
LYMAN, UT
LYNNDYL, UT
MANILA, UT
MANTI, UT
MANTUA, UT
MAPLETON, UT
MARRIOTT-SLATERVILLE, UT
MARYSVALE, UT
MAYFIELD, UT
MEADOW, UT
MENDON, UT
MIDVALE CITY INC., UT
MIDWAY, UT
MILFORD, UT
MILLVILLE, UT
MINERSVILLE, UT
MOAB, UT
MONA, UT
MONROE, UT
CITY OF MONTICELLO, UT
MORGAN, UT
MORONI, UT
MOUNT PLEASANT, UT
MURRAY CITY CORPORATION, UT
MYTON, UT
NAPLES, UT
NEPHI, UT
NEW HARMONY, UT
NEWTON, UT
NIBLEY, UT
NORTH LOGAN, UT
NORTH OGDEN, UT
NORTH SALT LAKE CITY, UT
OAK CITY, UT
OAKLEY, UT
OGDEN CITY CORPORATION, UT
OPHIR, UT
ORANGEVILLE, UT
ORDERVILLE, UT
OREM, UT
PANGUITCH, UT
94 Section 8
OMNIA Partners Requirements - Exhibit H
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
PARADISE, UT
PARAGONAH, UT
PARK CITY, UT
PAROWAN, UT
PAYSON, UT
PERRY, UT
PLAIN CITY, UT
PLEASANT GROVE CITY, UT
PLEASANT VIEW, UT
PLYMOUTH, UT
PORTAGE, UT
PRICE, UT
PROVIDENCE, UT
PROVO, UT
RANDOLPH, UT
REDMOND, UT
RICHFIELD, UT
RICHMOND, UT
RIVERDALE, UT
RIVER HEIGHTS, UT
RIVERTON CITY, UT
ROCKVILLE, UT
ROCKY RIDGE, UT
ROOSEVELT CITY CORPORATION, UT
ROY, UT
RUSH VALLEY, UT
CITY OF ST. GEORGE, UT
SALEM, UT
SALINA, UT
SALT LAKE CITY CORPORATION, UT
SANDY, UT
SANTA CLARA, UT
SANTAQUIN, UT
SARATOGA SPRINGS, UT
SCIPIO, UT
SCOFIELD, UT
SIGURD, UT
SMITHFIELD, UT
SNOWVILLE, UT
CITY OF SOUTH JORDAN, UT
SOUTH OGDEN, UT
CITY OF SOUTH SALT LAKE, UT
SOUTH WEBER, UT
SPANISH FORK, UT
SPRING CITY, UT
SPRINGDALE, UT
SPRINGVILLE, UT
STERLING, UT
STOCKTON, UT
SUNNYSIDE, UT
SUNSET CITY CORP, UT
SYRACUSE, UT
TABIONA, UT
CITY OF TAYLORSVILLE, UT
TOOELE CITY CORPORATION, UT
TOQUERVILLE, UT
TORREY, UT
TREMONTON CITY, UT
TRENTON, UT
TROPIC, UT
UINTAH, UT
VERNAL CITY, UT
VERNON, UT
VINEYARD, UT
VIRGIN, UT
WALES, UT
WALLSBURG, UT
WASHINGTON CITY, UT
WASHINGTON TERRACE, UT
WELLINGTON, UT
WELLSVILLE, UT
WENDOVER, UT
WEST BOUNTIFUL, UT
WEST HAVEN, UT
WEST JORDAN, UT
WEST POINT, UT
WEST VALLEY CITY, UT
WILLARD, UT
WOODLAND HILLS, UT
WOODRUFF, UT
WOODS CROSS, UT
COUNTIES AND PARISHES INCLUDING
BUT NOT LIMITED TO:
ASCENSION PARISH, LA
ASCENSION PARISH, LA, CLEAR OF COURT
CADDO PARISH, LA
CALCASIEU PARISH, LA
CALCASIEU PARISH SHERIFF’S OFFICE, LA
CITY AND COUNTY OF HONOLULU, HI
CLACKAMAS COUNTY, OR
CLACKAMAS COUNTY DEPT OF
TRANSPORTATION, OR
CLATSOP COUNTY, OR
COLUMBIA COUNTY, OR
COOS COUNTY, OR
COOS COUNTY HIGHWAY DEPARTMENT,
OR
COUNTY OF HAWAII, OR
CROOK COUNTY, OR
CROOK COUNTY ROAD DEPARTMENT, OR
CURRY COUNTY, OR
DESCHUTES COUNTY, OR
DOUGLAS COUNTY, OR
EAST BATON ROUGE PARISH, LA
GILLIAM COUNTY, OR
95 Section 8
OMNIA Partners Requirements - Exhibit H
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
GRANT COUNTY, OR
HARNEY COUNTY, OR
HARNEY COUNTY SHERIFFS OFFICE, OR
HAWAII COUNTY, HI
HOOD RIVER COUNTY, OR
JACKSON COUNTY, OR
JEFFERSON COUNTY, OR
JEFFERSON PARISH, LA
JOSEPHINE COUNTY GOVERNMENT, OR
LAFAYETTE CONSOLIDATED
GOVERNMENT, LA
LAFAYETTE PARISH, LA
LAFAYETTE PARISH CONVENTION &
VISITORS COMMISSION
LAFOURCHE PARISH, LA
KAUAI COUNTY, HI
KLAMATH COUNTY, OR
LAKE COUNTY, OR
LANE COUNTY, OR
LINCOLN COUNTY, OR
LINN COUNTY, OR
LIVINGSTON PARISH, LA
MALHEUR COUNTY, OR
MAUI COUNTY, HI
MARION COUNTY, SALEM, OR
MORROW COUNTY, OR
MULTNOMAH COUNTY, OR
MULTNOMAH COUNTY BUSINESS AND
COMMUNITY SERVICES, OR
MULTNOMAH COUNTY SHERIFFS OFFICE,
OR
MULTNOMAH LAW LIBRARY, OR
ORLEANS PARISH, LA
PLAQUEMINES PARISH, LA
POLK COUNTY, OR
RAPIDES PARISH, LA
SAINT CHARLES PARISH, LA
SAINT CHARLES PARISH PUBLIC
SCHOOLS, LA
SAINT LANDRY PARISH, LA
SAINT TAMMANY PARISH, LA
SHERMAN COUNTY, OR
TERREBONNE PARISH, LA
TILLAMOOK COUNTY, OR
TILLAMOOK COUNTY SHERIFF'S OFFICE,
OR
TILLAMOOK COUNTY GENERAL
HOSPITAL, OR
UMATILLA COUNTY, OR
UNION COUNTY, OR
WALLOWA COUNTY, OR
WASCO COUNTY, OR
WASHINGTON COUNTY, OR
WEST BATON ROUGE PARISH, LA
WHEELER COUNTY, OR
YAMHILL COUNTY, OR
COUNTY OF BOX ELDER, UT
COUNTY OF CACHE, UT
COUNTY OF RICH, UT
COUNTY OF WEBER, UT
COUNTY OF MORGAN, UT
COUNTY OF DAVIS, UT
COUNTY OF SUMMIT, UT
COUNTY OF DAGGETT, UT
COUNTY OF SALT LAKE, UT
COUNTY OF TOOELE, UT
COUNTY OF UTAH, UT
COUNTY OF WASATCH, UT
COUNTY OF DUCHESNE, UT
COUNTY OF UINTAH, UT
COUNTY OF CARBON, UT
COUNTY OF SANPETE, UT
COUNTY OF JUAB, UT
COUNTY OF MILLARD, UT
COUNTY OF SEVIER, UT
COUNTY OF EMERY, UT
COUNTY OF GRAND, UT
COUNTY OF BEVER, UT
COUNTY OF PIUTE, UT
COUNTY OF WAYNE, UT
COUNTY OF SAN JUAN, UT
COUNTY OF GARFIELD, UT
COUNTY OF KANE, UT
COUNTY OF IRON, UT
COUNTY OF WASHINGTON, UT
OTHER AGENCIES INCLUDING
ASSOCIATIONS, BOARDS, DISTRICTS,
COMMISSIONS, COUNCILS, PUBLIC
CORPORATIONS, PUBLIC
DEVELOPMENT AUTHORITIES,
RESERVATIONS AND UTILITIES
INCLUDING BUT NOT LIMITED TO:
BANKS FIRE DISTRICT, OR
BATON ROUGE WATER COMPANY
BEND METRO PARK AND RECREATION
DISTRICT
BIENVILLE PARISH FIRE PROTECTION
DISTRICT 6, LA
BOARDMAN PARK AND RECREATION
DISTRICT
CENTRAL CITY ECONOMIC OPPORTUNITY
CORP, LA
CENTRAL OREGON
INTERGOVERNMENTAL COUNCIL
CITY OF BOGALUSA SCHOOL BOARD, LA
96 Section 8
OMNIA Partners Requirements - Exhibit H
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
CLACKAMAS RIVER WATER
CLATSKANIE PEOPLE'S UTILITY DISTRICT
CLEAN WATER SERVICES
CONFEDERATED TRIBES OF THE
UMATILLA INDIAN RESERVATION
COOS FOREST PROTECTIVE ASSOCIATION
CHEHALEM PARK AND RECREATION
DISTRICT
DAVID CROCKETT STEAM FIRE COMPANY
#1, LA
EUGENE WATER AND ELECTRIC BOARD
HONOLULU INTERNATIONAL AIRPORT
HOODLAND FIRE DISTRICT #74
HOUSING AUTHORITY OF PORTLAND
ILLINOIS VALLEY FIRE DISTRICT
LAFAYETTE AIRPORT COMMISSION, LA
LAFOURCHE PARISH HEALTH UNIT – DHH-
OPH REGION 3
LOUISIANA PUBLIC SERVICE
COMMISSION, LA
LOUISIANA WATER WORKS
MEDFORD WATER COMMISSION
MELHEUR COUNTY JAIL, OR
METRO REGIONAL GOVERNMENT
METRO REGIONAL PARKS
METROPOLITAN EXPOSITION
RECREATION COMMISSION
METROPOLITAN SERVICE DISTRICT
(METRO)
MULTNOMAH EDUCATION SERVICE
DISTRICT
NEW ORLEANS REDEVELOPMENT
AUTHORITY, LA
NORTHEAST OREGON HOUSING
AUTHORITY, OR
PORT OF BRANDON, OR
PORT OF MORGAN CITY, LA
PORTLAND DEVELOPMENT COMMISSION,
OR
PORTLAND FIRE AND RESCUE
PORTLAND HOUSING CENTER, OR
OREGON COAST COMMUNITY ACTION
OREGON HOUSING AND COMMUNITY
SERVICES
OREGON LEGISLATIVE ADMINISTRATION
ROGUE VALLEY SEWER, OR
SAINT LANDRY PARISH TOURIST
COMMISSION
SAINT MARY PARISH REC DISTRICT 2
SAINT MARY PARISH REC DISTRICT 3
SAINT TAMMANY FIRE DISTRICT 4, LA
SALEM MASS TRANSIT DISTRICT
SEWERAGE AND WATER BOARD OF NEW
ORLEANS, LA
SOUTH LAFOURCHE LEVEE DISTRICT, LA
TRI-COUNTY METROPOLITAN
TRANSPORTATION DISTRICT OF OREGON
TUALATIN HILLS PARK & RECREATION
DISTRICT
TUALATIN VALLEY FIRE & RESCUE
TUALATIN VALLEY WATER DISTRICT
WILLAMALANE PARK AND RECREATION
DISTRICT
WILLAMETTE HUMANE SOCIETY
K-12 INCLUDING BUT NOT LIMITED TO:
ACADIA PARISH SCHOOL BOARD
BEAVERTON SCHOOL DISTRICT
BEND-LA PINE SCHOOL DISTRICT
BOGALUSA HIGH SCHOOL, LA
BOSSIER PARISH SCHOOL BOARD
BROOKING HARBOR SCHOOL DISTRICT
CADDO PARISH SCHOOL DISTRICT
CALCASIEU PARISH SCHOOL DISTRICT
CANBY SCHOOL DISTRICT
CANYONVILLE CHRISTIAN ACADEMY
CASCADE SCHOOL DISTRICT
CASCADES ACADEMY OF CENTRAL
OREGON
CENTENNIAL SCHOOL DISTRICT
CENTRAL CATHOLIC HIGH SCHOOL
CENTRAL POINT SCHOOL DISTRICT NO.6
CENTRAL SCHOOL DISTRICT 13J
COOS BAY SCHOOL DISTRICT NO.9
CORVALLIS SCHOOL DISTRICT 509J
COUNTY OF YAMHILL SCHOOL DISTRICT
29 CULVER SCHOOL DISTRICT
DALLAS SCHOOL DISTRICT NO.2
DAVID DOUGLAS SCHOOL DISTRICT
DAYTON SCHOOL DISTRICT NO.8
DE LA SALLE N CATHOLIC HS
DESCHUTES COUNTY SCHOOL DISTRICT
NO.6
DOUGLAS EDUCATIONAL DISTRICT
SERVICE
DUFUR SCHOOL DISTRICT NO.29
EAST BATON ROUGE PARISH SCHOOL
DISTRICT
ESTACADA SCHOOL DISTRICT NO.10B
FOREST GROVE SCHOOL DISTRICT
GEORGE MIDDLE SCHOOL
GLADSTONE SCHOOL DISTRICT
GRANTS PASS SCHOOL DISTRICT 7
97 Section 8
OMNIA Partners Requirements - Exhibit H
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
GREATER ALBANY PUBLIC SCHOOL
DISTRICT
GRESHAM BARLOW JOINT SCHOOL
DISTRICT
HEAD START OF LANE COUNTY
HIGH DESERT EDUCATION SERVICE
DISTRICT
HILLSBORO SCHOOL DISTRICT
HOOD RIVER COUNTY SCHOOL DISTRICT
JACKSON CO SCHOOL DIST NO.9
JEFFERSON COUNTY SCHOOL DISTRICT
509-J
JEFFERSON PARISH SCHOOL DISTRICT
JEFFERSON SCHOOL DISTRICT
JUNCTION CITY SCHOOLS, OR
KLAMATH COUNTY SCHOOL DISTRICT
KLAMATH FALLS CITY SCHOOLS
LAFAYETTE PARISH SCHOOL DISTRICT
LAKE OSWEGO SCHOOL DISTRICT 7J
LANE COUNTY SCHOOL DISTRICT 4J
LINCOLN COUNTY SCHOOL DISTRICT
LINN CO. SCHOOL DIST. 95C
LIVINGSTON PARISH SCHOOL DISTRICT
LOST RIVER JR/SR HIGH SCHOOL
LOWELL SCHOOL DISTRICT NO.71
MARION COUNTY SCHOOL DISTRICT
MARION COUNTY SCHOOL DISTRICT 103
MARIST HIGH SCHOOL, OR
MCMINNVILLE SCHOOL DISTRICT NOAO
MEDFORD SCHOOL DISTRICT 549C
MITCH CHARTER SCHOOL
MONROE SCHOOL DISTRICT NO.1J
MORROW COUNTY SCHOOL DIST, OR
MULTNOMAH EDUCATION SERVICE
DISTRICT
MULTISENSORY LEARNING ACADEMY
MYRTLE PINT SCHOOL DISTRICT 41
NEAH-KAH-NIE DISTRICT NO.56
NEWBERG PUBLIC SCHOOLS
NESTUCCA VALLEY SCHOOL DISTRICT
NO.101
NOBEL LEARNING COMMUNITIES
NORTH BEND SCHOOL DISTRICT 13
NORTH CLACKAMAS SCHOOL DISTRICT
NORTH DOUGLAS SCHOOL DISTRICT
NORTH WASCO CITY SCHOOL DISTRICT 21
NORTHWEST REGIONAL EDUCATION
SERVICE DISTRICT
ONTARIO MIDDLE SCHOOL
OREGON TRAIL SCHOOL DISTRICT NOA6
ORLEANS PARISH SCHOOL DISTRICT
PHOENIX-TALENT SCHOOL DISTRICT NOA
PLEASANT HILL SCHOOL DISTRICT
PORTLAND JEWISH ACADEMY
PORTLAND PUBLIC SCHOOLS
RAPIDES PARISH SCHOOL DISTRICT
REDMOND SCHOOL DISTRICT
REYNOLDS SCHOOL DISTRICT
ROGUE RIVER SCHOOL DISTRICT
ROSEBURG PUBLIC SCHOOLS
SCAPPOOSE SCHOOL DISTRICT 1J
SAINT TAMMANY PARISH SCHOOL
BOARD, LA
SEASIDE SCHOOL DISTRICT 10
SHERWOOD SCHOOL DISTRICT 88J
SILVER FALLS SCHOOL DISTRICT 4J
SOUTH LANE SCHOOL DISTRICT 45J3
SOUTHERN OREGON EDUCATION SERVICE
DISTRICT
SPRINGFIELD PUBLIC SCHOOLS
SUTHERLIN SCHOOL DISTRICT
SWEET HOME SCHOOL DISTRICT NO.55
TERREBONNE PARISH SCHOOL DISTRICT
THE CATLIN GABEL SCHOOL
TIGARD-TUALATIN SCHOOL DISTRICT
UMATILLA MORROW ESD
WEST LINN WILSONVILLE SCHOOL
DISTRICT
WILLAMETTE EDUCATION SERVICE
DISTRICT
WOODBURN SCHOOL DISTRICT
YONCALLA SCHOOL DISTRICT
ACADEMY FOR MATH ENGINEERING &
SCIENCE (AMES), UT
ALIANZA ACADEMY, UT
ALPINE DISTRICT, UT
AMERICAN LEADERSHIP ACADEMY, UT
AMERICAN PREPARATORY ACADEMY, UT
BAER CANYON HIGH SCHOOL FOR
SPORTS & MEDICAL SCIENCES, UT
BEAR RIVER CHARTER SCHOOL, UT
BEAVER SCHOOL DISTRICT, UT
BEEHIVE SCIENCE & TECHNOLOGY
ACADEMY (BSTA), UT
BOX ELDER SCHOOL DISTRICT, UT
CBA CENTER, UT
CACHE SCHOOL DISTRICT, UT
CANYON RIM ACADEMY, UT
CANYONS DISTRICT, UT
CARBON SCHOOL DISTRICT, UT
CHANNING HALL, UT
CHARTER SCHOOL LEWIS ACADEMY, UT
CITY ACADEMY, UT
DAGGETT SCHOOL DISTRICT, UT
DAVINCI ACADEMY, UT
DAVIS DISTRICT, UT
98 Section 8
OMNIA Partners Requirements - Exhibit H
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
DUAL IMMERSION ACADEMY, UT
DUCHESNE SCHOOL DISTRICT, UT
EARLY LIGHT ACADEMY AT DAYBREAK,
UT
EAST HOLLYWOOD HIGH, UT
EDITH BOWEN LABORATORY SCHOOL, UT
EMERSON ALCOTT ACADEMY, UT
EMERY SCHOOL DISTRICT, UT
ENTHEOS ACADEMY, UT
EXCELSIOR ACADEMY, UT
FAST FORWARD HIGH, UT
FREEDOM ACADEMY, UT
GARFIELD SCHOOL DISTRICT, UT
GATEWAY PREPARATORY ACADEMY, UT
GEORGE WASHINGTON ACADEMY, UT
GOOD FOUNDATION ACADEMY, UT
GRAND SCHOOL DISTRICT, UT
GRANITE DISTRICT, UT
GUADALUPE SCHOOL, UT
HAWTHORN ACADEMY, UT
INTECH COLLEGIATE HIGH SCHOOL, UT
IRON SCHOOL DISTRICT, UT
ITINERIS EARLY COLLEGE HIGH, UT
JOHN HANCOCK CHARTER SCHOOL, UT
JORDAN DISTRICT, UT
JUAB SCHOOL DISTRICT, UT
KANE SCHOOL DISTRICT, UT
KARL G MAESER PREPARATORY
ACADEMY, UT
LAKEVIEW ACADEMY, UT
LEGACY PREPARATORY ACADEMY, UT
LIBERTY ACADEMY, UT
LINCOLN ACADEMY, UT
LOGAN SCHOOL DISTRICT, UT
MARIA MONTESSORI ACADEMY, UT
MERIT COLLEGE PREPARATORY
ACADEMY, UT
MILLARD SCHOOL DISTRICT, UT
MOAB CHARTER SCHOOL, UT
MONTICELLO ACADEMY, UT
MORGAN SCHOOL DISTRICT, UT
MOUNTAINVILLE ACADEMY, UT
MURRAY SCHOOL DISTRICT, UT
NAVIGATOR POINTE ACADEMY, UT
NEBO SCHOOL DISTRICT, UT
NO UT ACAD FOR MATH ENGINEERING &
SCIENCE (NUAMES), UT
NOAH WEBSTER ACADEMY, UT
NORTH DAVIS PREPARATORY ACADEMY,
UT
NORTH SANPETE SCHOOL DISTRICT, UT
NORTH STAR ACADEMY, UT
NORTH SUMMIT SCHOOL DISTRICT, UT
ODYSSEY CHARTER SCHOOL, UT
OGDEN PREPARATORY ACADEMY, UT
OGDEN SCHOOL DISTRICT, UT
OPEN CLASSROOM, UT
OPEN HIGH SCHOOL OF UTAH, UT
OQUIRRH MOUNTAIN CHARTER SCHOOL,
UT
PARADIGM HIGH SCHOOL, UT
PARK CITY SCHOOL DISTRICT, UT
PINNACLE CANYON ACADEMY, UT
PIUTE SCHOOL DISTRICT, UT
PROVIDENCE HALL, UT
PROVO SCHOOL DISTRICT, UT
QUAIL RUN PRIMARY SCHOOL, UT
QUEST ACADEMY, UT
RANCHES ACADEMY, UT
REAGAN ACADEMY, UT
RENAISSANCE ACADEMY, UT
RICH SCHOOL DISTRICT, UT
ROCKWELL CHARTER HIGH SCHOOL, UT
SALT LAKE ARTS ACADEMY, UT
SALT LAKE CENTER FOR SCIENCE
EDUCATION, UT
SALT LAKE SCHOOL DISTRICT, UT
SALT LAKE SCHOOL FOR THE
PERFORMING ARTS, UT
SAN JUAN SCHOOL DISTRICT, UT
SEVIER SCHOOL DISTRICT, UT
SOLDIER HOLLOW CHARTER SCHOOL, UT
SOUTH SANPETE SCHOOL DISTRICT, UT
SOUTH SUMMIT SCHOOL DISTRICT, UT
SPECTRUM ACADEMY, UT
SUCCESS ACADEMY, UT
SUCCESS SCHOOL, UT
SUMMIT ACADEMY, UT
SUMMIT ACADEMY HIGH SCHOOL, UT
SYRACUSE ARTS ACADEMY, UT
THOMAS EDISON - NORTH, UT
TIMPANOGOS ACADEMY, UT
TINTIC SCHOOL DISTRICT, UT
TOOELE SCHOOL DISTRICT, UT
TUACAHN HIGH SCHOOL FOR THE
PERFORMING ARTS, UT
UINTAH RIVER HIGH, UT
UINTAH SCHOOL DISTRICT, UT
UTAH CONNECTIONS ACADEMY, UT
UTAH COUNTY ACADEMY OF SCIENCE, UT
UTAH ELECTRONIC HIGH SCHOOL, UT
UTAH SCHOOLS FOR DEAF & BLIND, UT
UTAH STATE OFFICE OF EDUCATION, UT
UTAH VIRTUAL ACADEMY, UT
VENTURE ACADEMY, UT
99 Section 8
OMNIA Partners Requirements - Exhibit H
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
VISTA AT ENTRADA SCHOOL OF
PERFORMING ARTS AND TECHNOLOGY,
UT
WALDEN SCHOOL OF LIBERAL ARTS, UT
WASATCH PEAK ACADEMY, UT
WASATCH SCHOOL DISTRICT, UT
WASHINGTON SCHOOL DISTRICT, UT
WAYNE SCHOOL DISTRICT, UT
WEBER SCHOOL DISTRICT, UT
WEILENMANN SCHOOL OF DISCOVERY,
UT
HIGHER EDUCATION
ARGOSY UNIVERSITY
BATON ROUGE COMMUNITY COLLEGE,
LA
BIRTHINGWAY COLLEGE OF MIDWIFERY
BLUE MOUNTAIN COMMUNITY COLLEGE
BRIGHAM YOUNG UNIVERSITY - HAWAII
CENTRAL OREGON COMMUNITY
COLLEGE
CENTENARY COLLEGE OF LOUISIANA
CHEMEKETA COMMUNITY COLLEGE
CLACKAMAS COMMUNITY COLLEGE
COLLEGE OF THE MARSHALL ISLANDS
COLUMBIA GORGE COMMUNITY
COLLEGE
CONCORDIA UNIVERSITY
GEORGE FOX UNIVERSITY
KLAMATH COMMUNITY COLLEGE
DISTRICT
LANE COMMUNITY COLLEGE
LEWIS AND CLARK COLLEGE
LINFIELD COLLEGE
LINN-BENTON COMMUNITY COLLEGE
LOUISIANA COLLEGE, LA
LOUISIANA STATE UNIVERSITY
LOUISIANA STATE UNIVERSITY HEALTH
SERVICES
MARYLHURST UNIVERSITY
MT. HOOD COMMUNITY COLLEGE
MULTNOMAH BIBLE COLLEGE
NATIONAL COLLEGE OF NATURAL
MEDICINE
NORTHWEST CHRISTIAN COLLEGE
OREGON HEALTH AND SCIENCE
UNIVERSITY
OREGON INSTITUTE OF TECHNOLOGY
OREGON STATE UNIVERSITY
OREGON UNIVERSITY SYSTEM
PACIFIC UNIVERSITY
PIONEER PACIFIC COLLEGE
PORTLAND COMMUNITY COLLEGE
PORTLAND STATE UNIVERSITY
REED COLLEGE
RESEARCH CORPORATION OF THE
UNIVERSITY OF HAWAII
ROGUE COMMUNITY COLLEGE
SOUTHEASTERN LOUISIANA UNIVERSITY
SOUTHERN OREGON UNIVERSITY
(OREGON UNIVERSITY SYSTEM)
SOUTHWESTERN OREGON COMMUNITY
COLLEGE
TULANE UNIVERSITY
TILLAMOOK BAY COMMUNITY COLLEGE
UMPQUA COMMUNITY COLLEGE
UNIVERSITY OF HAWAII BOARD OF
REGENTS
UNIVERSITY OF HAWAII-HONOLULU
COMMUNITY COLLEGE
UNIVERSITY OF OREGON-GRADUATE
SCHOOL
UNIVERSITY OF PORTLAND
UNIVERSITY OF NEW ORLEANS
WESTERN OREGON UNIVERSITY
WESTERN STATES CHIROPRACTIC
COLLEGE
WILLAMETTE UNIVERSITY
XAVIER UNIVERSITY
UTAH SYSTEM OF HIGHER EDUCATION,
UT
UNIVERSITY OF UTAH, UT
UTAH STATE UNIVERSITY, UT
WEBER STATE UNIVERSITY, UT
SOUTHERN UTAH UNIVERSITY, UT
SNOW COLLEGE, UT
DIXIE STATE COLLEGE, UT
COLLEGE OF EASTERN UTAH, UT
UTAH VALLEY UNIVERSITY, UT
SALT LAKE COMMUNITY COLLEGE, UT
UTAH COLLEGE OF APPLIED
TECHNOLOGY, UT
STATE AGENCIES
ADMIN. SERVICES OFFICE
BOARD OF MEDICAL EXAMINERS
HAWAII CHILD SUPPORT ENFORCEMENT
AGENCY
HAWAII DEPARTMENT OF
TRANSPORTATION
HAWAII HEALTH SYSTEMS CORPORATION
OFFICE OF MEDICAL ASSISTANCE
PROGRAMS
OFFICE OF THE STATE TREASURER
OREGON BOARD OF ARCHITECTS
100
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FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
OREGON CHILD DEVELOPMENT
COALITION
OREGON DEPARTMENT OF EDUCATION
OREGON DEPARTMENT OF FORESTRY
OREGON DEPT OF TRANSPORTATION
OREGON DEPT. OF EDUCATION
OREGON LOTTERY
OREGON OFFICE OF ENERGY
OREGON STATE BOARD OF NURSING
OREGON STATE DEPT OF CORRECTIONS
OREGON STATE POLICE
OREGON TOURISM COMMISSION
OREGON TRAVEL INFORMATION
COUNCIL
SANTIAM CANYON COMMUNICATION
CENTER
SEIU LOCAL 503, OPEU
SOH- JUDICIARY CONTRACTS AND PURCH
STATE DEPARTMENT OF DEFENSE, STATE
OF HAWAII
STATE OF HAWAII
STATE OF HAWAII, DEPT. OF EDUCATION
STATE OF LOUISIANA
STATE OF LOUISIANA DEPT. OF
EDUCATION
STATE OF LOUISIANA, 26
TH JUDICIAL
DISTRICT ATTORNEY
STATE OF UTAH
101
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Sample Contract
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
SAMPLE CONTRACT.
As used in this Section of the RFP, the term “Contract” shall refer to the agreement entered into between the City and the Company, and the term “Company” shall refer to the vendor that has been awarded a contract.
STATE OF NORTH CAROLINA
COUNTY OF MECKLENBURG
AGREEMENT TO PROVIDE
FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES
THIS PROFESSIONAL SERVICES CONTRACT (the “Contract”) is made an d entered into as of this 1 st day of January 2020 (the “Effective Date”), by and between ____ ___________, a corporation doing business in North Carolina (the "Company"), and the City of Cha rlotte, a North Carolina municipal corporation (the "City").
RECITALS
WHEREAS, the City issued a Request For Proposals (RFP # 269-2019-105) for FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES dated JUNE 19, 2 019. This Request for Proposals together with all attachments and addenda, is referred to herein as the “RFP”; and WHEREAS, the City desires that the Company provide certain FURNITURE, IN STALLATION AND RELATED PRODUCTS AND SERVICES (“Services”), and the Company des ires to provide such Services; and
WHEREAS, the City and the Company have negotiated and agreed regarding the above-referenced Services and desire to reduce the terms and conditions of their agreement to this written form.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and in further consid eration of the covenants and representations contained herein, the parties agree as follows:
CONTRACT
1. EXHIBITS. The Exhibits below are hereby incorporated into and made a part of this Contract. With the exception of Exhibit D (Federal Contract Terms and Conditions), any conflict between language in an Exhibit or Appendix to this Contract and the main body of th is Contract shall be resolved in favor of the main body of this Contract and any inconsistency between the Exhibits will be resolved in the order in which the Exhibits appear below. Notwithstanding anyth ing contained in this Contract or any Exhibit to the contrary, in the event of a conflict between the language of Exhibit D and the main body of this Contract or any other Exhibit to this Contract, the language of Exhibit D shall prevail. Each reference to COMPANY NAME in the Exhibits and Appendices shall be deemed to mean the Company.
EXHIBIT A: PRICE SCHEDULE
EXHIBIT B: SCOPE OF WORK
EXHIBIT C: PROPOSAL RESPONSE FORMS
EXHIBIT D: FEDERAL CONTRACT TERMS AND CONDITIONS
2. DEFINITIONS. This section may include, but not be limited to, terms defined in Section 2 of the RFP.
3. DESCRIPTION OF PRODUCTS AND SERVICES.
3.1. The Company shall be responsible for providing the Products and Services described in Exhibit B attached to this Contract and incorporated herein by referenc e. Without limiting the foregoing, the Company will perform the Services and meet the requirements as set forth in 102
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Exhibit B. However, the Company shall not be responsible for ta sks specifically assigned to the City in this Contract or in Exhibit B.
3.2. The Company shall perform the Services on site at the City’s fa cility in Charlotte, North Carolina, except as mutually agreed upon in writing in specific instances by the City.
4. COMPENSATION.
4.1. TOTAL FEES AND CHARGES.
The City agrees to pay the Company a fixed price (the “Purchase Price”) as full and complete consideration for the satisfactory performance of all the requirements of this Contract. This amount constitutes the maximum total fees and charges payable t o the Company under this Contract including Expenses and will not be increased except by a written instrument duly executed by both parties, which expressly states that it amends this Section of the Contract.
4.2. NO EXPENSES CHARGEABLE.
The Company shall not be entitled to charge the City for any tr avel, mileage, meals, materials or other costs or expenses associated with this Contract.
4.3. EMPLOYMENT TAXES AND EMPLOYEE BENEFITS. The Company represents and warrants that the employees provided by the Company to perform the Services are actual employees of the Company, and that the Company shall be responsible for providing all salary and other applicable benefits to each Company employee. The Com pany further represents, warrants and covenants that it will pay all withholding tax, so cial security, Medicare, unemployment tax, worker’s compensation and other payments and deductions that are required by law for each Company employee. The Company agrees t hat the Company employees are not employees of the City.
4.4. INVOICES. Each invoice sent by the Company shall detail all Ser vices performed and delivered which are necessary to entitle the Company to the requested payment under the terms of this Contract. All invoices must include an invoice number and the City purchase order number for purchases made under this Contract. Purchase order n umbers will be provided by the City. Invoices must be submitted with lines matching those on the City-provided purchase order.
The Company shall email all invoices to [email protected].
4.5. DUE DATE OF INVOICES. Payment of invoices shall be due within t hirty (30) days after receipt of an accurate, undisputed properly submitted invoice by the City.
4.6. PRE-CONTRACT COSTS. The City shall not be charged for any Services or other work performed by the Company prior to the Effective Date of this Contract.
4.7. AUDIT. During the term of this Contract and for a period of one (1) year after termination of this Contract, the City shall have the right to audit, either i tself or through an independent auditor, all books and records and facilities of the Company necessary to evaluate Company’s compliance with the terms and conditions of this Contract or the City’s payment obligations.
The City shall pay its own expenses, relating to such audits, b ut shall not have to pay any expenses or additional costs of the Company. However, if non-compliance is found that would have cost the City in excess of $10,000 but for the audit, then the Company shall be required to reimburse the City for the cost of the audit.
5. TIME IS OF THE ESSENCE. Time is of the essence in having the Company perform all Servic es and deliver all Deliverables within the time frames provided by this Contract and E xhibit B, including all completion dates, response times and resolution times (the “Completion Dates”). Except as specifically stated in this Contract, there shall be no extensions of the Completion Dates. All references to days in this Contract (including the Exhibits) shall refer t o calendar days rather than business days, unless this Contract provides otherwise for a specific situation. 103
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6. NON-APPROPRIATION OF FUNDS. If the Charlotte City Council does not appropriate the funding needed by the City to make payments under this Contract for any given fiscal year, the City will not be obligated to pay amounts due beyond the end of the last fiscal year for which funds were appropriated.
In such event, the City will promptly notify the Company of the non-appropriation and this Contract will be terminated at the end of the fiscal year for which the funds were appropriated. No act or omission by the City, which is attributable to non-appropriation of fund s shall constitute a breach of or default under this Contract.
7. COMPANY PROJECT MANAGER. The duties of the Company Project Manager include, but are not limited to:
7.1. Coordination of Project schedules and the Company’s resource as signment based upon the City’s requirements and schedule constraints;
7.2. Management of the overall Project by monitoring and reporting on the status of the Project and actual versus projected progress, and by consulting with the Ci ty’s Project Manager when deviations occur and by documenting all such deviations in acco rdance with agreed upon change control procedures;
7.3. Provision of consultation and a dvice to the City on matters related to Project implementation strategies, key decisions and approaches, and Project operational concerns/issues and acting as a conduit to the Company’s specialist resources that may be nee ded to supplement the Company’s normal implementation staff;
7.4. Acting as the Company’s point of contact for all aspects of con tract administration, including invoicing for Services, and status reporting;
7.5. Facilitation of review meetings and conferences between the Cit y and the Company’s executives when scheduled or requested by the City;
7.6. Communication among and between the City and the Company’s staff;
7.7. Promptly responding to the City Project Manager when consulted in writing or by E-mail with respect to Project deviations and necessary documentation;
7.8. Identifying and providing the City with timely written notice of all issues that may threaten the Company’s Services in the manner contemplated by the Contract ( with “timely” meaning immediately after the Company becomes aware of them);
7.9. Ensuring that adequate quality assurance procedures are in place throughout the Contract; and
7.10. Meeting with other service providers working on City projects t hat relate to this effort as necessary to resolve problems and coordinate the Services.
8. CITY PROJECT MANAGER. The duties of the City Project Manager are to (i) ensure that t he Company delivers all requirements and specifications in the Contract; (ii) coordinate the City’s resource assignment as required to fulfill the City’s obligations pursuant to the Contract; (iii) promptly respond to the Company Project Manager when consulted in writing or by E-mail with respect to project issues; and (iv) act as the City’s point of contact for all aspects of the Services including contract administration and coordination of communication with the City’s staff. The City shall be allowed to change staffing for the City Project Manager position on one (1) business day’s notice to the Company.
9. DUTY OF COMPANY TO IDENTIFY AND REQUEST INFORMATION, PERSONNEL AND FACILITIES. The Company shall identify and request in writing from the City in a timely manner:
(i) all information reasonably required by the Company to perform each task comprising the Services, (ii) the City’s personnel whose presence or assistance reasonab ly may be required by the Company to perform each task comprising the Services, and (iii) any other equipment, facility or resource reasonably required by the Company to perform the Services. Not withstanding the foregoing, the Company shall not be entitled to request that the City provide information, personnel or facilities other 104
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than those that Exhibit B specifically requires the City to pro vide, unless the City can do so at no significant cost. The Company shall not be relieved of any failure to perform under this Contract by virtue of the City’s failure to provide any information, personnel, equipment, facilities or resources: (i) that the Company failed to identify and request in writing from the City pursuant to this Section; or (ii) that the City is not required to provide pursuant to this Contract. In the event the City fails to provide any information, personnel, facility or resource that it is req uired to provide under this Section, the Company shall notify the City in writing immediately in accorda nce with the notice provision of this Contract. Failure to do so shall constitute a waiver by Company of any claim or defense it may otherwise have based on the City’s failure to provide such information, personnel, facility or resource.
10. COMPANY PERSONNEL REMOVAL, REPLACEMENT, PROMOTION, ETC. The City will have the right to require the removal and replacement of any personnel of the Company or the Company’s subcontractors who are assigned to provide Services t o the City based on experience, qualifications, performance, conduct, compatibility, and violation of City policy or any other reasonable grounds. The addition or promotion of any personnel to key positions within the Project must be approved by the City in writing. The Company will replace any p ersonnel that leave the Project, with persons having at least equivalent qualifications who are appro ved by the City in writing. As used in this Contract, the “personnel” includes all staff provided by the Company or its subcontractors.
11. BACKGROUND CHECKS. Prior to starting work under this Contract, the Company is requ ired to conduct a background check on each Company employee assigned to work under this Contract, and shall require its subcontractors (if any) to perform a backgrou nd check on each of their employees assigned to work under this Contract (collectively, the “Background Checks”). Each Background Check must include: (i) the person’s criminal conviction record from the states and counties where the person lives or has lived in the past seven (7) years; and (ii) a reference check.
After starting work under this Contract, the Company is require d to perform a Background Check for each new Company employee assigned to work under this Contract during that year, and shall require its subcontractors (if any) to do the same for each of their employees. If the Company undertakes a new project under this Contract, then prior to commencing performan ce of the project the Company shall perform a Background Check for each Company employee assigned t o work on the project, and shall require its subcontractors (if any) to do the same for each of their employees.
If a person’s duties under this Contract fall within the categories described below, the Background Checks that the Company will be required to perform (and to hav e its subcontractors perform) shall also include the following additional investigation:
If the job duties require driving: A motor vehicle records check. If the job duties include responsibility for initiating or affe cting financial transactions: A credit history check.
If job duties include entering a private household or interacti on with children: A sexual offender registry check.
The Company must follow all State and Federal laws when conducting Background Checks, including but not limited to the Fair Credit Reporting Act requirements, and shall require its subcontractors to do the same.
The Company shall notify the City of any information discovered in the Background Checks that may be of potential concern for any reason.
The City may conduct its own background checks on principals of the Company as the City deems appropriate. By operation of the public records law, background checks conducted by the City are subject to public review upon request.
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12. ACCEPTANCE OF TASKS AND DELIVERABLES. Within a reasonable time after a particular Deliverable has been completed (or such specific time as may be set forth in Exhibit B), the Company shall submit a written notice to the City’s Project Manager sta ting the Deliverable(s) that have been met. This notice shall include a signature page for sign-off by the City Project Manager indicating acceptance of such Deliverable(s).
If the City Project Manager is not satisfied that the Deliverable(s) has been met, a notice of rejection (a “Rejection Notice”) shall be submitted to the Company by the Ci ty Project Manager that specifies the nature and scope of the deficiencies that the City wants corrected. Upon receipt of a Rejection Notice, the Company shall: (i) act diligently and promptly to correct all deficiencies identified in the Rejection Notice, and (ii) immediately upon completing such corrections g ive the City a written, dated certification that all deficiencies have been corrected (the “C ertification”). In the event the Company fails to correct all deficiencies identified in the Rejection N otice and provide a Certification within thirty (30) days after receipt of the Rejection Notice, the City shall be entitled to terminate this Contract for default without further oblig ation to the Company and witho ut obligation to pay for the defective work.
Upon receipt of the corrected Deliverable(s), or a Certification, whichever is later, the above-described Acceptance procedure shall recommence. The City shall not be ob ligated to allow the Company to recommence curative action with respect to any deficiency previously identified in a Rejection Notice, or more than once for any given Deliverable (and shall be entitled to terminate this Contract for default if the Company does not meet this time frame).
13. NON-EXCLUSIVITY. The Company acknowledges that it is one of several providers of Professional Services to the City and the City does not represent that it is obligated to contract with the Company for any particular project.
14. EACH PARTY TO BEAR ITS OWN NEGOTIATION COSTS. Each party shall bear its own cost of negotiating this Contract and developing the exhibits. The City shall not be charged for any Services or other work performed by the Company prior to the Effective Date.
15. REPRESENTATIONS AND WARRANTIES OF COMPANY.
15.1. GENERAL WARRANTIES.
15.1.1. The Services shall satisfy all requirements set forth in this C ontract, including but not limited to the attached Exhibits;
15.1.2. The Company has taken and will continue to take sufficient precautions to ensure that it will not be prevented from performing all or part of its obligations under this Contract by virtue of interruptions in the computer systems used by the Company;
15.1.3. All Services performed by the Company and/or its subcontractors pursuant to this Contract shall meet the highest industry standards and shall be performed in a professional and workmanlike manner by staff with the necessary skills, experience and knowledge;
15.1.4. Neither the Services nor any Deliverables provided by the Compa ny under this Contract will infringe or misappropriate any patent, copyright, t r a d e m a r k o r t r a d e secret rights of any third party;
15.1.5. The Company and each Company employee provided by the Company to the City shall have the qualifications, skills and experience necessary to per form the Services described or referenced in Exhibit B;
15.1.6. All
information provided by the C ompany about each Company employee is accurate; and
15.1.7. Each Company employee is an employee of the Company, and the Co mpany shall make all payments and withholdings required for by law for the Company for such 106
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FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
employees.
15.2. ADDITIONAL WARRANTIES. The Company further represents and warrants that:
15.2.1. It is a legal entity and if incorporated, duly incorporated, va lidly existing and in good standing under the laws of the state of its incorporation or licensing and is qualified to do business in North Carolina;
15.2.2. It has all the requisite corporate power and authority to execu te, deliver and perform its obligations under this Contract;
15.2.3. The execution, delivery, and performance of this Contract have been duly authorized by the Company;
15.2.4. No approval, authorization or consent of any governmental or re gulatory authority is required to be obtained or made by it in order for it to enter into and perform its obligations under this Contract;
15.2.5. In connection with its obligations under this Contract, it shal l comply with all applicable federal, state and local laws and regulations and sh all obtain all applicable permits and licenses; and
15.2.6. The performance of this Contract by the Company and each Company employee provided by the Company will not v iolate any contracts or agree ments with third parties or any third party rights (including but not limited to non-compete agreements, non-disclosure agreements, patents, trademarks or intellectual property rights).
16. OTHER OBLIGATIONS OF THE COMPANY.
16.1. WORK ON CITY’S PREMISES. The Com pany and all its employees will , whenever on the City's premises, obey all instructions and City policies that a re provided with respect to performing Services on the City’s premises.
16.2. RESPECTFUL AND COURTEOUS BEHAVIOR. The Company shall assure that its employees interact with City employees and the public in a cour teous, helpful and impartial manner. All employees of the Company in both field and office s hall refrain from belligerent behavior and/or profanity. Corr ection of any such behavior and language shall be the responsibility of the Company.
16.3. REPAIR OR REPLACEMENT OF DAMAGED EQUIPMENT OR FACILITIES. In the event that the Company causes damage to the City’s equipment or facil ities, the Company shall, at its own expense, promptly repair or replace such damaged items to restore them to the same level of functionality that they possessed prior to the Company’s action.
16.4. REGENERATION OF LOST OR DAMAGED DATA. With respect to any data that the Company or any Company employees have negligently lost or negli gently damaged, the Company shall, at its own expense, promptly replace or regenera te such data from the City's machine-readable supporting material, or obtain, at the Company' s o w n e x p e n s e , a n e w machine-readable copy of lost or damaged data from the City’s data sources.
16.5. NC E-VERIFY REQUIREMENT. The Company shall comply with the requirements of Article 2 of Chapter 64 of the North Carolina General Statutes, and sha ll require each of its subcontractors to do so as
well.
16.6. NC PROHIBITION ON CONTRACTS WITH COMPANIES THAT INVEST IN IRAN OR BOYCOTT ISRAEL. Company certifies that: (i) it is not identifie d on the Final Divestment List or any other list of prohibited investments created by the NC State Treasurer pursuant to N.C.G.S. 147-86.58 (collectively, the “Treasurer’s IDA List”); (ii) it has not been designated by the NC State Treasurer pursuant to N.C.G.S. 147-86.81 as a company engaged in the boycott of Israel (such designation being referred to as the “Treasurer’s IB List”); and (iii) it will not 107
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take any action causing it to appear on the Treasurer’s IDA Lis t or the Treasurer’s IB List during the term of this Contract. In signing this Contract Comp any further agrees, as an independent obligation, separate and apart from this Contract, to reimburse the City for any and all damages, costs and attorneys’ fees incurred by the City in connection with any claim that this Contract or any part thereof is void due to Company appearing on the Treasurer’s IDA List or the Treasurer’s IB List at any time before or during the term of this Contract.
17. REMEDIES.
17.1. RIGHT TO COVER. If the Company fails to meet any completion date or resolution time set forth in this Contract (including the Exhibits) or the Project Plan, the City may take any of the following actions with or without terminating this Contract, an d in addition to and without limiting any other remedies it may have:
a. Employ such means as it may deem advisable and appropriate to perform itself or obtain the Services from a third party until the matter is resolved an d the Company is again able to resume performance under this Contract; and
b. Deduct any and all expenses incurred by the City in obtaining o r performing the Services from any money then due or to become due the Company and, shoul d the City’s cost of obtaining or performing the services exceed the amount due the Company, collect the amount due from the Company.
17.2. RIGHT TO WITHHOLD PAYMENT. If the Company breaches any provision of this Contract, the City shall have a right to withhold all payments due to the Company until such breach has been fully cured.
17.3. SPECIFIC PERFORMANCE AND INJUNCTIVE RELIEF. The Company agrees that monetary damages are not an adequate remedy for the Company’s f ailure to provide the Services or Deliverables as required by this Contract, nor coul d monetary damages be the equivalent of the performance of such obligation. Accordingly, the Company hereby consents to an order granting specific performance of such obligations o f the Company in a court of competent jurisdiction within the State of North Carolina. The Company further consents to the City obtaining injunctive relief (including a temporary res training order) to assure performance in the event the Company breaches this Contract.
17.4. SETOFF. Each party shall be entitled to setoff and deduct from any amounts owed to the other party pursuant to this Contract all damages and expenses incurred or reasonably anticipated as a result of the other party’s breach of this Contract.
17.5. OTHER REMEDIES. Upon breach of this Contract, each party may seek all legal and equitable remedies to which it is entitled. The remedies set forth herein shall be deemed cumulative and not exclusive and may be exercised successively or concurrently , in addition to any other available remedy.
18. TERM AND TERMINATION OF CONTRACT.
18.1. TERM. This Contract shall commence on the Effective Date and shall continue in effect for five (5) years with the City having the unilateral right to ren ew for two (2) additional consecutive one (1) year terms.
18.2. TERMINATION FOR CONVENIENCE. The City may terminate this Contra ct at any time without cause by giving thirty (30) days prior written notice to the Company. As soon as practicable after receipt of a written notice of termination without cause, the Company shall subm
it a statement to the City showing in detail the Services p erformed under this Contract through the date of termination. The foregoing payment obligation is contingent upon: (i) the Company having fully complied with Section 18.8; and (ii) the Company having provided the City with written documentation reasonably adequate to verify the number of hours of Services rendered through the termination date and the percentage of completion of each task. 108
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18.3. TERMINATION FOR DEFAULT BY EITHER PARTY. By giving written notice to the other party, either party may terminate this Contract upon the occurrence of one or more of the following events:
a. The other party violates or fails to perform any covenant, provision, obligation, term or condition contained in this Contract, provided that, unless otherwise stated in this Contract, such failure or violation shall not be cause for termination if both of the following conditions are satisfied: (i) such default is reasonably susceptible to cure; and (ii) the other party cures such default within thirty (30) days of receipt of written notice of default from the non-defaulting party; or
b. The other party attempts to assign, terminate or cancel this Co ntract contrary to the terms hereof; or
c. The other party ceases to do business as a going concern, makes an assignment for the benefit of creditors, admits in writing its inability to pay de bts as they become due, files a petition in bankruptcy or has an involuntary bankruptcy petition filed against it (except in connection with a reorganization under which the business of su ch party is continued and performance of all its obligations under the Contract shall continue), or if a receiver, trustee or liquidator is appointed for it or any substantial part of other party’s assets or properties.
Any notice of default shall identify this Section of this Contract and shall state the party’s intent to terminate this Contract if the default is not cured within the specified period.
Notwithstanding anything contained herein to the contrary, upon termination of this Contract by the Company for default, the Company shall continue to perfo rm the Services required by this Contract for the lesser of: (i) six (6) months after the date the City receives the Company’s written termination notice; or (ii) the date on which the City completes its transition to a new service provider.
18.4. ADDITIONAL GROUNDS FOR DEFAULT TERMINATION BY THE CITY. By givi ng written notice to the Company, the City may also terminate this Contract upon the occurrence of one or more of the following events (which shall each consti tute separate grounds for termination without a cure period and without the occurrence of any of the other events of default previously listed):
a. Failure of the Company to complete a particular task by the com pletion date set forth in this Contract;
b. The Company makes or allows to be made any material written mis representation or provides any materially misleading written information in conne ction with this Contract, the Company’s Proposal, or any c ovenant, agreement, obligation, term or condition contained in this Contract; or
c. The Company takes or fails to take any action which constitutes grounds for immediate termination under the terms of this Contract, including but not limited to failure to obtain or maintain the insurance policies and endorsements as required by this Contract, or failure to provide the proof of insurance as required by this Contract.
18.5. NO SUSPENSION. In the event that the City disputes in good faith an allegation of default by the Company, notwithstanding anything to the contrary in this C ontract, the Company agrees that it will not terminate this Contract or suspend or limit th e Services or any warranties or repossess, disable or render unusable any software supplied by the Company, unless (i) the parties agree in writing, or (ii) an order of a court of compet ent jurisdiction determines otherwise.
18.6. CANCELL
ATION OF ORDERS AND SUBCONTRACTS. In the event this Cont ract is terminated by the City for any reason prior to the end of the t erm, the Company shall, upon 109
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termination, immediately discontinue all service in connection with this Contract and promptly cancel all existing orders and subcontracts, which are chargeable to this Contract. As soon as practicable after receipt of notice of termination, the Company shall submit a statement to the City showing in detail the Services performed under this Contract to the date of termination.
18.7. AUTHORITY TO TERMINATE. The following persons are authorized to t e r m i n a t e t h i s Contract on behalf of the City: (i) the City Manager, any Assis tant City Manager, or any designee of the City Manager; or (ii) the Department Director o f the City Department responsible for administering this Contract.
18.8. OBLIGATIONS UPON EXPIRATION OR TERMINATION. Upon expiration or termination of this Contract, the Company shall promptly return to the City (i) all computer programs, files, documentation, media, related material and any other material a nd equipment that are owned by the City; (ii) all Deliverables that have been completed or that are in process as of the date of termination; and (iii) a written statement describing in detail all work performed with respect to Deliverables which are in process as of the date of termination. The expiration or termination of this Contract shall not relieve either party of its obligati ons regarding “Confidential Information,” as defined in this Contract.
18.9. NO EFFECT ON TAXES, FEES, CHARGES OR REPORTS. Any termination of this Contract shall not relieve the Company of the obligation to pay any fees, taxes or other charges then due to the City, nor relieve the Company of the obligation to file any daily, monthly, quarterly or annual reports covering the period to termination nor relieve the Company from any claim for damages previously accrued or then accruing against the Company.
18.10. OTHER REMEDIES. The remedies set forth in this Section and Section 19 shall be deemed cumulative and not exclusive, and may be exercised successively or concurrently, in addition to any other remedies available under this Contract or at law or in equity.
19. TRANSITION SERVICES UPON TERMINATION. Upon termination or expiration of this Contract, the Company shall cooperate with the City to assist w ith the orderly transfer of the Services provided by the Company to the City. Prior to termination or expiration of this Contract, the City may require the Company to perform a nd, if so required, the Company shall perform certain transition services necessary to shift the Services of the Company to anot her provider or to the City itself as described below (the “Transition Services”). Transition Services may include but shall not be limited to the following:
Working with the City to jointly develop a mutually agreed upon Transition Services Plan to facilitate the termination of the Services;
Notifying all affected service providers and subcontractors of the Company; Performing the Transition Services;
Answering questions regarding the Services on an as-needed basis; and Providing such other reasonable services needed to effectuate an orderly transition to a new service provider.
20. CHANGES. In the event changes to the Services (collectively “Changes”), beco me necessary or
desirable to the parties, the parties shall follow the procedures set forth in this Section. A Change shall be effective only when documented by a written, dated agreement executed by both parties that expressly references and is attached to this Contract (a “Chang e Statement”). The Change Statement shall set forth in detail: (i) the Change requested, including all modifications of the duties of the parties; (ii) the reason for the proposed Change; and (iii) a detailed analysis of the impact of the Change on the results of the Services and time for completion of the Services , including the impact on all Milestones and delivery dates and any associated price.
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In the event either party desires a Change, the Project Manager for such party shall submit to the other party’s Project Manager a proposed Change Statement. If the rec eiving party does not accept the Change Statement in writing within ten (10) days, the receiving party shall be deemed to have rejected the Change Statement. If the parties cannot reach agreement on a proposed Change, the Company shall nevertheless continue to render performance under this Contract in accordance with its (unchanged) terms and conditions.
Changes that involve or increase in the amounts payable by the City may require execution by the City Manager or a designee depending on the amount. Some increases m ay also require approval by Charlotte City Council.
21. CITY OWNERSHIP OF WORK PRODUCT.
21.1. The parties agree that the City shall have exclusive ownership of all reports, documents, designs, ideas, materials, reports, concepts, plans, creative w orks, and other work product developed for or provided to the City in connection with this C ontract, and all patent rights, copyrights, trade secret rights and other intellectual property rights relating thereto (collectively the “Intellectual Property”). The Company hereby assigns and tr ansfers all rights in the Intellectual Property to the City. The Company further agrees to execute and deliver such assignments and other documents as the City may later require to perfect, maintain and enforce the City’s rights as sole owner of the Intellectual Property, including all rights under patent and copyright law. The Company hereby appoints the City as attorney in fact to execute all such assignments and instruments and agree that its appointment of the City as an attorney in fact is coupled with an interest and is irrevocable.
21.2. The City grants the Company a royalty-free, non-exclusive licen se to use and copy the Intellectual Property to the extent necessary to perform this C ontract. The Company shall not be entitled to use the Intellectual Property for other purposes without the City’s prior written consent, and shall treat the Intellectual Property as “Confiden tial Information” pursuant to Section 25 of the Contract.
21.3. The Company will treat as Confidential Information under the Co nfidentiality and Non- Disclosure Contract all data in connection with the Contract. C ity data processed by the Company shall remain the exclusive property of the City. The Co mpany will not reproduce, copy, duplicate, disclose, or in any way treat the data supplied by the City in any manner except that contemplated by the Contract.
22. RELATIONSHIP OF THE PARTIES. The relationship of the parties established by this Contract is solely that of independent contractors, and nothing contained i n this Contract shall be construed to (i) give any party the power to direct or control the day-to-day administrative activities of the other; or (ii) constitute such parties as partne rs, joint venturers, co-owners or otherwise as participants in a joint or common undertaking; or (iii) make either party an agent of the other, or any Company employee an agent or employee of the City, fo r any purpose whatsoever. Neither party nor its agents or employees is the representative of the other for any purpose, and neither has power or authority to act as agent or employee to represent, to act for, bind, or otherwise create or assume any obligation on behalf of the other.
23. INDEMNIFICATION. To the fullest extent permitted by law, the Company shall indem nify, defend and hold harmless each of the “Indemnitees” (as defined below) from and against any and all “Charges” (as defined below) paid or incurred as a result of any claims, demands, lawsuits, actions, or proceedings:
(i) alleging violation, misappropriation or infringement of any copyright, trademark, patent, trade secret or other proprietary rights with respect to the Services or any products or deliverables provided to the City pursuant to this Contract (“Infringement Claims”); (ii) se eking payment for labor or materials purchased or supplied by the Company or its subcontractors in c onnection with this Contract; (iii) arising from the Company’s failure to perform its obligations u nder this Contract, or from any act of negligence or willful misconduct by the Company or any of its a gents, employees or subcontractors 111
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relating to this Contract, including but not limited to any lia bility caused by an accident or other occurrence resulting in bodily injury, death, sickness or disea se to any person(s) or damage or destruction to any property, real or personal, tangible or inta ngible; or (iv) arising from any claim that the Company or an employee or subcontractor of the Company is a n employee of the City, including but not limited to claims relating to worker’s compensation, failure to withhold taxes and the like. For purposes of this Section: (i) the term “Indemnitees” means the City, any federal agency that funds all or part of this Contract, and each of the City’s and such federal agency’s officers, officials, employees, agents and independent contractors (excluding the Company); and (ii) the term “Charges” means any and all losses, damages, costs, expenses (including reasonable attorneys’ fees), obligations, duties, fines, penalties, royalties, interest charges and other liabilities (including settlement amounts).
If an Infringement Claim occurs, the Company shall either: (i) procure for the City the right to continue using the affected product or service; or (ii) repair or replace the infringing product or service so that it becomes non-infringing, provided that the performance of the ov erall product(s) and service(s) provided to the City shall not be adversely affected by such re placement or modification. If the Company is unable to comply with the preceding sentence within thirty (30) days after the City is directed to cease use of a product or service, the Company shall promptly refund to the City all amounts paid under this Contract.
This Section 23 shall remain in force despite termination of this Contract (whether by expiration of the term or otherwise).
24. SUBCONTRACTING. Should the Company choose to subcontract, the Company shall be the prime contractor and shall remain fully responsible for performance o f all obligations that it is required to perform under the Contract. Any subcontract entered into by Com pany shall name the City as a third party beneficiary.
25. CONFIDENTIAL INFORMATION.
25.1. CONFIDENTIAL INFORMATION. Confidential Information includes any information, not generally known in the relevant trade or industry, obtained fro m the City or its vendors or licensors or which falls within any of the following general categories:
25.1.1. Trade secrets. For purposes of this Contract, trade secrets consist of information of the City or any of its suppliers, contractors or licensors: (a) that derives value from being secret; and (b) that the owner has taken reasonable steps to keep confidential. Examples of trade secrets include informa tion relating to proprietary so ftware, new technology, new products or services, flow charts or diagrams that show how things work, manuals that tell how things work and business processes and procedures.
25.1.2. Information of the City or its supp liers, contractors or licensors marked “Confidential” or “Proprietary.”
25.1.3. Information relating to criminal investigati ons conducted by the City, and records of criminal intelligence information compiled by the City.
25.1.4. Information contained in the City’s personnel files, as defined by N.C. Gen. Stat. 160A- 168. This consists of all information gathered and/or maintained by the City about employees, except for that information which is a matter of public record under North Carolina law.
25.1.5. Citizen or employee social security numbers collected by the City.
25.1. 6. Computer security information of the City, including all security features of electronic data processing, or information technology systems, telecommunications networks and electronic security systems. This encompasses but is not limite d to passwords and security standards, procedures, processes, configurations, software and codes.
25.1.7. Local tax records of the City that contains information abo ut a taxpayer’s income or 112
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receipts.
25.1.8. Any attorney / City privileged information disclosed by either party.
25.1.9. Any data collected from a person applying for financial or other types of assistance, including but not limited to their income, bank accounts, savings accounts, etc.
25.1.10. The name or address of individual homeowners who, based on their income, have received a rehabilitation grant to repair their home.
25.1.11. Building plans of city-owned buildings or structures, as well as any detailed security plans.
25.1.12. Billing information of customers compiled and maintained in connection with the City providing utility services.
25.1.13. Other information that is exempt from disclosure under the North Carolina public records laws.
Categories stated in Sections 25.1.3 through 25.1.13 above cons titute “Highly Restricted Information,” as well as Confidential Information. The Company acknowledges that certain Highly Restricted Information is subject to legal restrictions beyond those imposed by this Contract, and agrees that: (i) all provisions in this Contract applicable to Confidential Information shall apply to Highly Restricted Information; and ( ii) the Company will also comply with any more restrictive instructions or written policies that may be provided by the City from time to time to protect the confidentiality of Highly Restricted Information.
The parties acknowledge that in addition to information disclosed or revealed after the date of this Contract, the Confidential Information shall include infor mation disclosed or revealed within one (1) year prior to the date of this Contract.
25.2. RESTRICTIONS. The Company shall keep the Confidential Informati on in the strictest confidence, in the manner set forth below:
25.2.1. It shall not copy, modify, enhance, compile or assemble (or rev erse compile or disassemble), or reverse engineer Confidential Information.
25.2.2. It shall not, directly or indirectly, disclose, divulge, reveal , report or transfer Confidential Information of the other to any third party or to any individual employed by the Company, other than an employee, agent, subcontractor or vendor of the City or Company who: (i) has a need to know such Confidential Inform ation, and (ii) has executed a confidentiality agreement incorporating substantiall y the form of this Section of the Contract and containing all protections set forth herein.
25.2.3. It shall not use any Confidential Information of the City for i ts own benefit or for the benefit of a third party, except to the extent such use is authorized by this Contract or other written agreements between the parties hereto, or is for the purpose for which such Confidential Information is being disclosed.
25.2.4. It shall not remove any proprietary legends or notices, includi ng copyright notices, appearing on or in the Confidential Information of the other.
25.2.5. The Company shall use its best efforts to enforce the proprietary rights of the City and the City’s vendors, licensors and suppliers (including but not limited to seeking injunctive relief where reasonably necessary) against any perso n who has possession of or discloses Confidential Information in a manner not permitted b y this Contract.
25.2.6. In the event that any demand is made in litigation, arbitration or any other proceeding for disclosure of Confidential Information, the Company shall assert this Contract as a ground for refusing the demand and, if necessary, shall seek a protective order or other 113
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a p p r o p r i a t e r e l i e f t o p r e v e n t o r r e s t r i c t a n d p r o t e c t a n y d i s c losure of Confidential Information.
25.2.7. All materials which constitute, reveal or derive from Confidential Information shall be kept confidential to the extent disclosure of such materials wo uld reveal Confidential Information, and unless otherwise agreed, all such materials sh all be returned to the City or destroyed upon satisfaction of the purpose of the discl osure of such information.
25.3. EXCEPTIONS. The parties agree th at the Company shall have no ob ligation with respect to any Confidential Information which the Company can establish:
25.3.1. Was already known to the Company prior to being disclosed by the disclosing party;
25.3.2. Was or becomes publicly known through no wrongful act of the Company;
25.3.3. Was rightfully obtained by the Company from a third party without similar restriction and without breach hereof;
25.3.4. Was used or disclosed by the Company with the prior written authorization of the City;
25.3.5. Was disclosed pursuant to the requirement or request of a governmental agency, which disclosure cannot be made in confidence, provided that, in such instance, the Company shall first give to the City notice of such requirement or request;
25.3.6. Was disclosed pursuant to the order of a court of competent jur isdiction or a lawfully issued subpoena, provided that the Company shall take use its best efforts to obtain an agreement or protective order pr oviding that, to the greatest p ossible extent possible, this Contract will be applicable to all disclosures under the court order or subpoena.
25.4. UNINTENTIONAL DISCLOSURE. Notwithstanding anything contained he rein in to the contrary, in the event that the Company is unintentionally expo sed to any Confidential Information of the City, the Company agrees that it shall not, directly or indirectly, disclose, divulge, reveal, report or transfer such Confidential Information to any person or entity or use such Confidential Information for any purpose whatsoever.
25.5. REMEDIES. The Company acknowledges that the unauthorized disclosure of the Confidential Information of the City will diminish the value of the proprietary interests therein. Accordingly, it is agreed that if the Company breaches its obligations hereunder, the City shall be entitled to equitable relief to protect its interests, including but not li mited to injunctive relief, as well as monetary damages.
26. INSURANCE.
26.1. TYPES OF INSURANCE . The Company shall obtain and maintain during the life of this Contract, with an insurance company rated not less than “A” by A.M. Best, authorized to do business in the State of North Carolina, acceptable to the Char lotte-Mecklenburg, Risk Management Division the following insurance:
26.1.1. Automobile Liability - Bodily injury and property damage liability covering all owned, non-owned and hired automobiles for limits of not less than $1, 000,000 bodily injury each person, each accident
and $1,000,000 property damage, or $1,000,000 combined
single limit - bodily injury and property damage.
26.1.2. Commercial General Liability - Bodily injury and property damag e liability as shall protect the Company and any subcontractor performing Services under this Contract, from claims of bodily injury or property damage which arise from performance of this Contract, whether such operations are performed by the Company, any subcontractor, or anyone directly or indirectly employed by either. The amount s of such insurance shall not be less than $1,000,00 0 bodily injury each occurrence /aggregate and 114
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$1,000,000 property damage each o ccurrence/aggregate, or $1,000 ,000 bodily injury and property damage combined single limits each occurrence/aggr egate. This insurance shall include coverage for products, operations, pers onal and advertising injury, and contractual liability, assumed under the indemnity provision of this Contract.
26.1.3. Workers’ Compensation and Employers Liability - meeting the statutory requirements of the State of North Carolina, $100,000 per accident limit, $500,000 disease per policy limit, $100,000 disease each employee limit.
The Company shall not commence any Services in connection with this Contract until it has obtained all of the foregoing types of insurance and such insur ance has been approved by the City. The Company shall not allow any subcontractor to commence Services on its subcontract until all similar insurance required of the subcontractor has been obtained and approved.
26.2. OTHER INSURANCE REQUIREMENTS.
26.2.1. The City shall be exempt from, and in no way liable for any sum s of money, which may represent a deductible in any insurance policy. The payment of such deductible shall be the sole responsibility of the Company and/or subcontr actor providing such insurance.
26.2.2. The City of Charlotte shall be named as an additional insured for operations or services rendered under the general liability coverage. The Company’s in surance shall be primary of any self-funding and/or insurance otherwise carried by the City for all loss or damages arising from the Company’s operations under this agreement.
26.2.3. Certificates of such insurance will be furnished to the City an d shall contain the provision that the City be given thirty (30) days’ written notice of any intent to amend coverage reductions or material c hanges or terminate by either the insured or the insuring Company.
26.2.4. Should any or all of the required insurance coverage be self-funded/self-insured, a copy of the Certificate of Self-Insurance or other documentation fro m the North Carolina Department of Insurance shall be furnished to the City.
26.2.5. If any part of the Services under this Contract is sublet, the subcontractor shall be required to meet all insurance requirements as listed above. Ho wever, this will in no way relieve the Company from meeting all insurance requirements or otherwise being responsible for the subcontractor.
27. COMMERCIAL NON-DISCRIMINATION. As a condition of entering into this Contract, the Company represents and warrants that it will fully comply with the City's Commercial Non- Discrimination Policy, as described in Section 2, Article V of the Charlotte City Code, and consents to be bound by the award of any arbitration conducted thereunder. As part of such compliance, the Company shall not discriminate on the basis of race, gender, religion, national origin, ethnicity, age or disability in the solicitation, selection, hiring, or treatment of subcontractors, vendors or suppliers in connection with a City contract or contract solicitation process, nor shall the Company retaliate against any
person or entity for reporting instances of such discrimina tion. The Company shall provide equal opportunity for subcontractors, vendors and suppliers to partic ipate in all of its subcontracting and supply opportunities on City contracts, provided that nothing c ontained in this clause shall prohibit or limit otherwise lawful efforts to remedy the effects of marketp lace discrimination that has occurred or is occurring in the marketplace. The Company understands and ag rees that a violation of this clause shall be considered a material breach of this Contract and may result in termination of this Contract, disqualification of the Company from participating in City contracts or other sanctions.
As a condition of entering into this Contract, the Company agre es to: (i) promptly provide to the City in a format specified by the City all information and documenta tion that may be requested by the City 115
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from time to time regarding the solicitation, selection, treatm ent and payment of subcontractors in connection with this Contract; and (ii) if requested, provide t o the City within sixty days after the request a truthful and complete list of the names of all subcon tractors, vendors, and suppliers that the Company has used on City contracts in the past five years, incl uding the total dollar amount paid by the Company on each subcontract or supply contract. The Company further agrees to fully cooperate in any investigation conducted by the City pursuant to the City’s Non-Discrimination Policy, to provide any documents relevant to such i nvestigation that are requested by the City, and to be bound by the award of any arbitration conducted under such Policy.
The Company agrees to provide to the City from time to time on the City’s request, payment affidavits detailing the amounts paid by the Company to subcontractors and suppliers in connection with this Contract within a certain period of time. Such affidavits shall be in the format specified by the City from time to time.
The Company understands and agrees that violation of this Commercial Non-Discrimination provision shall be considered a material breach of this Contract and may result in contract termination, disqualification of the Company from participating in City contracts and other sanctions.
28. NOTICES. Any notice, consent or other communication required or contempl ated by this Contract shall be in writing, and shall be delivered in person, by U.S. mail, by overnight courier, by electronic mail or by telefax to the intended recipient at the address set forth below. Notice shall be effective upon the date of receipt by the intended recipient; provided that an y notice which is sent by telefax or electronic mail shall also be simultaneously sent by mail depos ited with the U.S. Postal Service or by overnight courier. Each party may change its address for notification purposes by giving the other party written notice of the new address and the date upon which it shall become effective.
Communications that relate to any breach, default, termination, delay in performance, prevention of performance, modification, extension, amendment, or waiver of any provision of this Contract shall be sent to:
For the Company: For the City:
K ay Elmore
C ity of Charlotte
C ity Procurement
600 East Fourth Street, 9th Floor
Charlotte, NC 28202
Phone: Phone: 704-336-2524
Fax: Fax: 704-632-8252
E-mail: E-mail: [email protected]
With Copy To: With Copy To:
Adam Jones
C ity of Charlotte
C ity Attorney’s Office
600 East Fourth Street, 15th Floor
Charlotte, NC 28202
Phone: Phone: 704-336-3012
E-mail: E-mail: [email protected]
All other notices shall be sent to the other party’s Project Manager at the most recent address provided in writing by the other party.
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29. MISCELLANEOUS.
29.1. ENTIRE AGREEMENT. This Contract is the entire agreement between the parties with respect to its subject matter, and there are no other representations, understandings, or agreements between the parties with respect to such subject matter. This C ontract supersedes all prior agreements, negotiations, representations and proposals, written or oral.
29.2. AMENDMENT. No amendment or change to this Contract shall be valid unless in writing and signed by both parties to this Contract.
29.3. GOVERNING LAW AND JURISDICTION. The parties acknowledge that th is Contract is made and entered into in Charlotte, North Carolina, and will be performed in Charlotte, North Carolina. The parties further acknowledge and agree that North Carolina law shall govern all the rights, obligations, duties and liabilities of the parties under this Contract, and that North Carolina law shall govern interpretation and enforcement of this Contract and any other matters relating to this Contract (all without regard to North Carolina conflicts of law principles). The parties further agree that any and all legal actions or proceedings relating to this Contract shall be brought in a state or federal court sitting in Mecklenburg C ounty, North Carolina. By the execution of this Contract, the parties submit to the jurisdict ion of said courts and hereby irrevocably waive any and all objections, which they may have w ith respect to venue in any court sitting in Mecklenburg County, North Carolina.
29.4. BINDING NATURE AND ASSIGNMENT. This Contract shall bind the par ties and their successors and permitted assigns. Neither party may assign any of the rights and obligations thereunder without the prior written consent of the other. Any assignment attempted without the written consent of the other party shall be void.
29.5. CITY NOT LIABLE FOR DELAYS. It is agreed that the City shall no t be liable to the Company, its agents or representatives or any subcontractor for or on account of any stoppages or delay in the performance of any obligations of the City or any other party hereunder caused by injunction or other legal or equitable proceedings or on acc ount of any other delay for any cause beyond the City’s reasonable control. The City shall not be liable under any circumstances for lost profits or any other consequential, special or indirect damages.
29.6. FORCE MAJEURE.
29.6.1. The Company shall be not liable for any failure or delay in the performance of its obligations pursuant to this Cont ract (and such failure or dela y shall not be deemed a default of this Contract or gr ounds for termination hereunder if all of the following conditions are satisfied: (i) if such failure or delay: (a) cou ld not have been prevented by reasonable precaution, and (b) cannot reasonably be circumve nted by the non- performing party through the use of alternate sources, work-aro und plans, or other means; and (ii) if and to the extent such failure or delay is caused, directly or indirectly, by fire, flood, earthquake, hurricane, elements of nature or ac ts of God, acts of war, terrorism, riots, civil disorders, rebellions or revolutions, or court order.
29.6.2. Upon the occurrence of an event which satisfies all of the conditions set forth above (a “Force Majeure Event”) the Company
shall be excused from any further performance
of those of its obligations pursuant to this Contract affected by the Force Majeure Event for as long as (i) such Force Majeure Event continues; and (ii) the Company continues to use commercially reasonable efforts to recommence performance whenever and to whatever extent possible without delay.
29.6.3. Upon the occurrence of a Force Majeure Event, the Company shall immediately notify the City by telephone (to be confirmed by written notice within two (2) days of the inception of the failure or delay) of the occurrence of a Force Majeure Event and shall describe in reasonable detail the nature of the Force Majeure Event. If any Force Majeure Event prevents the Company from performing its obligati ons for more than 117
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five (5) days, the City may terminate this Contract.
29.6.4. Strikes, slow-downs, walkouts, lockouts, and individual disputes are not excused under this provision.
29.7. SEVERABILITY. The invalidity of one or more of the phrases, sentences, clauses or sections contained in this Contract shall not affect the validity of the remaining portion of the Contract so long as the material purposes of the Contract can be determined and effectuated. If any provision of this Contract is held to be unenforceable, then both parties shall be relieved of all obligations arising under such provision, but only to the exten t that such provision is unenforceable, and this Contract shall be deemed amended by modifying such provision to the extent necessary to make it enforceable while preserving its intent.
29.8. NO PUBLICITY. No advertising, sales promotion or other material s of the Company or its agents or representations may identify or reference this Contra ct or the City in any manner absent the written consent of the City.
29.9. APPROVALS. All approvals or consents required under this Contract must be in writing.
29.10. WAIVER. No delay or omission by either party to exercise any right or power it has under this Contract shall impair or be construed as a waiver of such right or power. A waiver by either party of any covenant or breach of this Contract shall not be c onstitute or operate as a waiver of any succeeding breach of that covenant or of any other covenant. No waiver of any provision of this Contract shall be effective unless in writing and signed by the party waiving the rights.
29.11. SURVIVAL OF PROVISIONS. The following sections of this Contract shall survive the termination hereof:
Section 4.3 “Employment Taxes and Employee Benefits”
Section 15 “Representations and Warranties of Company”
Section 18 “Term and Te rmination of Contract”
Section 21 “City Ownership of Work Product”
Section 23 “Indemnification”
Section 25 “Confidential Information”
Section 26 “Insurance”
Section 28 “Notices and Principal Contacts”
Section 29 “Miscellaneous”
29.12. CHANGE IN CONTROL. In the event of a change in “Control” of the Company (as defined below), the City shall have the option of terminating this Cont ract by written notice to the Company. The Company shall notify the City within ten (10) days of the occurrence of a change in control. As used in this Contract, the term “Control” shall mean the possession, direct or indirect, of either (i) the ownership of or ability to direct the voting of, as the case may be fifty- one percent (51%) or more of the equity interests, value or vot ing power in the Company or (ii) the power to direct or cause the direction of the management and policies of the Company whether through the ownership of voting securities, by contract or otherwise.
29.13. DRAFTER’S PROTECTION. Each of the Parties has agreed to the use of the particular language of the provisions of this Contract and any questions o f doubtful interpretation shall not be resolved by any rule or interpretation against the drafters, but rather in accordance with the fair meaning thereof, having due regard to the benefits and rights intended to be conferred upon the Parties hereto and the limitations and restrictions up on such rights and benefits intended to be provided.
29.14. FAMILIARITY AND COMPLIANCE WITH LAWS AND ORDINANCES. The Compan y agrees to make itself aware of and comply with all local, state and federal ordinances, statutes, laws, rules and regulations applicable to the Services. The Company further agrees that it will 118
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at all times during the term of this Contract be in compliance with all applicable federal, state and/or local laws regarding empl oyment practices. Such laws wil l include, but shall not be limited to, workers' compensation, the Fair Labor Standards Act (FLSA), the Americans with Disabilities Act (ADA), the Family and Medical Leave Act (FMLA) and all OSHA regulations applicable to the Services.
29.15. CONFLICT OF INTEREST. The Company covenants that its officers, employees and shareholders have no interest and shall not acquire any interes t, direct or indirect that would conflict in any manner or degree with the performance of Servic es required to be performed under the Contract.
29.16. NO BRIBERY. The Company certifies that neither it, any of its a ffiliates or subcontractors, nor any employees of any of the foregoing has bribed or attempt ed to bribe an officer or employee of the City in connection with the Contract.
29.17. HARASSMENT. The Company agrees to make itself aware of and comp ly with the City's Harassment Policy. The City will not tolerate or condone acts of harassment based upon race, sex, religion, national origin, color, age, or disability. Violators of this policy will be subject to termination.
29.18. TRAVEL UPGRADES. The City has no obligation to reimburse the Co mpany for any travel or other expenses incurred in connection with this Contract.
29.19. TAXES. Except as specifically stated elsewhere in this Contract, the Company shall collect all applicable federal, state and local taxes which may be chargeab le against the performance of the Services, and remit such taxes to the relevant taxing autho rity. The Company consents to and authorizes the City to collect any and all delinquent taxes and related interest, fines, or penalties of the Company by reducing any payment, whether month ly, quarterly, semi- annually, annually, or otherwise, made by the City to the Compa ny pursuant to this Contract for an amount equal to any and a ll taxes and related interest, fines, or penalties owed by the Company to the City. The Company hereby waives any requirements for notice under North Carolina law for each and every instance that the City collects delinquent taxes pursuant to this paragraph. This paragraph shall not be construed to prevent the Company from filing an appeal of the assessment of the delinquent tax if such appeal is within the time prescribed by law.
29.20. COUNTERPARTS. This Contract may be executed in any number of counterparts, all of which taken together shall constitute one single agreement between the parties.
29.21. PRE-AUDIT. No pre-audit certificate is required under N.C. Gen. Stat. 159-28(a) because this Contract is for an indefinite quantity with no minimum purchase requirement. Notwithstanding anything contained herein to the contrary, this Contract does not require the City to purchase a single product or service, and a decision by the City to not ma ke any purchase hereunder will violate neither this Contract nor any implied duty of good fait h and fair dealing. The City has no financial obligation under this Contract absent the City’s e xecution of a valid and binding purchase order or contract addendum containing a pre-audit certificate.”
[Signature Page Follows]
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FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
IN WITNESS WHEREOF, and in acknowledgement that the parties hereto have read and understood each and every provision hereof, the parties have caused this Contract to be executed as of the date first written above.
[ I N S E R T C O M P A N Y N A M E ]
BY: _______________________________________
(signature)
PRINT NAME: _____________________________
TITLE: ____________________________________
DATE: ____________________________________
CITY OF CHARLOTTE:
CITY MANAGER’S OFFICE
BY: _______________________________________
(signature)
PRINT NAME: _____________________________
TITLE: ____________________________________
DATE: ____________________________________
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FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
EXHIBIT A – PRICING SHEET
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EXHIBIT B – SCOPE OF SERVICES
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FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
EXHIBIT C – FEDERAL CONTRACT TERMS AND CONDITIONS
This Exhibit is attached and incorporated into the __________ [EXACT CAPTION OF CONTRACT] (the “Contract") between the City of Charlotte and [COMPANY NAME] (t he “Company”). Capitalized terms not defined in this Exhibit shall have the meanings assigned to such terms in the Contract. In the event of a conflict between this Exhibit and the terms of the main body of the Contract or any other exhibit or appendix, the terms of this Exhibit shall govern.
1. Debarment and Suspension. The Company represents and warrants that, as of the Effective Date of the Contract, neither the Company nor any subcontractor or subconsultant performing work under this Contract (at any tier) is included on the federally debarred bidder’s list listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), “Debarment and Suspension.” If at any point during the Contract term the Company or any subcontractor or subconsultant performing work at any tier is included on the federally debarred bidder’s list, the Company shall notify the City immediately. The Company’s completed Form 8 – Vendor Debarment Certification is incorporated herein as Form [EXHIBIT LETTER].1 below.
2. Record Retention. The Company certifies that it will comply with the record ret ention requirements detailed in 2 CFR § 200.333. The Company further certifies that it will retain all records as required by 2 CFR § 200.333 for a period of three (3) years after it receives City notice that the City has submitted final expenditure reports or qua rterly or annual financial repo rts, as applicable, and all other pending matters are closed.
3. Procurement of Recovered Materials. The Company represents and warrants that in its performance under the Contract, the Company shall comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requ irements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR Part 247 that contain the highest percentage of recovered m aterials practicable, consistent with maintaining a satisfactory level of competition, where the purc hase 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 progra m for procurement of recovered materials identified in the EPA guidelines.
4. Clean Air Act and Federal Water Pollution Control Act . The Company agrees 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).
5. Energy Efficiency. The Company certifies that the Company will be in compliance with 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 (Pub. L. 94-163, 89 Stat. 871).
6. Byrd Anti-Lobbying Amendment (31 U.S.C. 1352). The Company certifies that:
6.1. No federal appropriated funds have been paid or will be paid, b y or on behalf of the Company, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the ma king of any Federal grant, the making of any Federal Loan, the entering into of any cooperativ e agreement, and the extension, continuation, renewal, amendment, or modification of and Federa l contract, grant, loan, or cooperative agreement.
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FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
6.2. If any funds other than federal appropriated funds have been paid or will be paid to any person for making lobbying contacts to an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant, loan, or cooperative agreement, the Company sh all complete and submit Standard Form—LLL, "Disclosure Form to Report Lobbying," in accordance w ith its instructions [as amended by "Government wide Guidance for New Restrictions on Lo bbying," 61 Fed. Reg. 1413 (1/19/96)].
6.3. The Company shall require that the language of this certification be included in the award documents for all subawards at a ll tiers (including subcontract s, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subreci pients shall certify and disclose accordingly.
6.4. The Company’s completed Form 9 –Byrd Anti-Lobbying Certificatio n is incorporated herein as Form [EXHIBIT LETTER].2 below.
7. Contract Work Hours and Safety Standards Act (40 U.S.C. 3701-3708). If the Contract is in excess of $100,000 and involves the employment of mechanics or laborer s, the Company must comply with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5). Under 40 U.S.C. 3702 of the Act, the Company is required to compute t he wages of every mechanic and laborer on the basis of a standard work week of forty (40) hour s. 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 f orty (40) hours in the work week. These requirements do not apply to the purchases of supplies or mater ials or articles ordinarily available on the open market, or purchases of transportation or transmission of intelligence.
8. Right to Inventions. If the federal award is a “f unding agreement” under 37 CFR 40 1.2 and the City wishes to enter into a contract with a small business firm or n onprofit organization regarding the substitution of parties, assignment of performance or experimental, developmental or research work thereunder, the City must comply with 37 CFR Part 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.
9. DHS Seal, Logo, and Flags. The Company shall not use the Department of Homeland Security (“DHS”) seal(s), logos, crests, or reproductions of flags or likenesses of DHS agency officials without specific FEMA pre-approval.
10. The Federal Government is not a party to this Contract and is not subject to any obligations or liabilities to the City, Company, or any other party pertaining to any matter resulting from the Contract.
11. Remedies.
11.1 RIGHT TO COVER.
If the Company fails to meet any completion date or resolution time set forth in this Contract (including the Exhibits), the City may take any of the followin g actions with or without terminating this Contract, and in addition to and without limit ing any other remedies it may have:
a. Employ such means as it may deem advisable and appropriate to perform itself or obtain the Services from a third party until the matter is resolved an d the Company is again able to resume performance under this Contract; and
b. Deduct any and all expenses incurred by the City in obtaining o r performing the Services from any money then due or to become due the Company and, shoul d the City’s cost of obtaining or performing the services exceed the amount due the Company, collect the amount due from the Company.
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FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
11.2 RIGHT TO WITHHOLD PAYMENT.
If the Company breaches any provision of this Contract, the City shall have a right to withhold all payments due to the Company until such breach has been fully cured.
11.3 SPECIFIC PERFORMANCE AND INJUNCTIVE RELIEF.
The Company agrees that monetary damages are not an adequate re medy for the Company’s failure to provide the Services or Deliverables as required by this Contract, nor could monetary damages be the equivalent of the performance of such obligation . Accordingly, the Company hereby consents to an order granting specific performance of such obligations of the Company in a court of competent jurisdiction within the State of North Carolina. The Company further consents to the City obtaining injunctive relief (including a t emporary restraining order) to assure performance in the event the Company breaches the Contract.
11.4 SETOFF.
Each party shall be entitled to setoff and deduct from any amounts owed to the other party pursuant to this Contract all damages and expenses incurred or reasonably anticipated as a result of the other party’s breach of this Contract.
11.5 OTHER REMEDIES.
Upon breach of this Contract, each party may seek all legal and equitable remedies to which it is entitled. The remedies set forth herein shall be deemed cumu lative and not exclusive and may be exercised successively or concurrently, in addition to any other available remedy.
12. Termination for Convenience and for Cause.
12.1 TERMINATION FOR CONVENIENCE.
The City may terminate the Contract at any time without cause by giving thirty (30) days prior written notice to the Company. As soon as practicable after receipt of a written notice of termination without cause, Company shall submit a statement to the City showing in detail the Services performed under this Contract through the date of termination. The forgoing payment obligation is contingent upon the Company having provided the C ity with written documentation reasonably adequate to verify the number of hours of Services rendered through the termination date and the percentage of completion of each task.
12.2 TERMINATION FOR DEFAULT BY EITHER PARTY.
By giving written notice to the other party, either party may t erminate the Contract upon the occurrence of one or more of the following events:
a. The other party violates or f ails to perform any covenant, p rovision, obligation, term or condition contained in the Contract, provided that, unless otherwise stated in the Contract, such failure or violation shall not be cause for termination if both of the following conditions are satisfied: (i) such default is reasonably susceptible to cure; and (ii) the other party cures such default within thirty (30) days of receipt of written notice of default from the non-defaulting party; or
b. The other party attempts to assign, terminate or cancel the Contract contrary to the terms hereof; or
c. The other party ceases to do business as a going concern, ma kes an assignment for the benefit of creditors, admits in writing its inability to pay de bts as they become due, files a petition in bankruptcy or has an involuntary bankruptcy petition filed against it (except in connection with a reorganization under which the business of su ch party is continued and performance of all its obligations under the Contract shall continue), or if a receiver, trustee or liquidator is appointed for it or any substantial part of other party’ s assets or properties.
Any notice of default shall identify this Section of the Contract and shall state the party’s intent to terminate the Contract if the default is not cured within the specified period.
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FURNITURE, INSTALLATION AND RELATED PRODUCTS AND SERVICES RFP# 269-2019-105 JUNE 19, 2019
13. Indemnification.
13.1 INDEMNIFICATION.
To the fullest extent permitted by law, the Company shall indemnify, defend and hold harmless each of the “Indemnitees” (as defined below) from and against a ny and all “Charges” (as defined below) paid or incurred as a result of any claims, dema nds, lawsuits, actions, or proceedings: (i) alleging violation, misappropriation or infrin gement of any copyright, trademark, patent, trade secret or other proprietary rights wit h respect to the Services or any products or deliverables provided to the City pursuant to this Contract (“Infringement Claims”); (ii) seeking payment for labor or materials purchased or suppli ed by the Company or its subcontractors in connection with this Contract; (iii) arising from the Company’s failure to perform its obligations under this Contract, or from any act of negligence or willful misconduct by the Company or any of its agents, employees or subcontractor s relating to this Contract, including but not limited to any liability caused by an accident or other occurrence resulting in bodily injury, death, sickness or disease to any person(s) or damage or destruction to any property, real or personal, tangible or intangible; or (iv) arising from any claim that the Company or an employee or subcontractor of the Company is an em ployee of the City, including but not limited to claims relating to worker’s compensation, failure to withhold taxes and the like. For purposes of this Section: (a) the term “Indem nitees” means City, any federal agency that funds all or part of this Contract, and each of the City’s and such federal agency’s officers, officials, employees, agents and independent contract ors (excluding the Company); and (b) the term “Charges” means any and all losses, damages, c osts, expenses (including reasonable attorneys’ fees), obligations, duties, fines, penalt ies, royalties, interest charges and other liabilities (including settlement amounts).
If an Infringement Claim occurs, the Company shall either: (i) procure for the City the right to continue using the affected product or service; or (ii) repair or replace the infringing product or service so that it becomes non-infringing, provided that the pe rformance of the overall product(s) and service(s) provided to the City shall not be adversely affected by such replacement or modification. If the Company is unable to comply with the preceding sentence within thirty (30) days after the City is directed to cease use of a product or service, the Company shall promptly refund to the City all amounts paid under this Contract.
This Section 13 shall remain in force despite termination of th is Contract (whether by expiration of the term or otherwise).
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