On December 8, 2020, under Resolution 2020-514, Council approved the purchasing agreement for Emergency Response Vehicle Preparations for the upfitting of the Public Safety vehicles to Lehr Electric, Sacramento, CA for a two-year agreement with three one-year extension options, for an estimated annual amount of $160,000 and a total cost not to exceed $800,000 over five years for all vendors. This agreement is scheduled to expire in December of 2025. The Fleet Division is currently experiencing challenges with managing all upfitting services under a single vendor due to time delays and turnaround with service delivery.
DISCUSSION:
On July 29, 2024, the City Manager authorized the Purchasing Manager to solicit the procurement for Emergency Vehicle Upfitting Services. The Finance Purchasing Division was able to identify two Request for Proposals completed by Stanislaus County General Services Agency for these types of services.
Lehr Auto Electric and Next Gen Alpha Upfitting:
On June 9, 2022, Stanislaus County General Services Agency issued Request for Proposals (RFP) 22-16-AS for Vehicle Upfitting Services on their public bidding website portal, PlanetBids.
On June 23, 2022, proposals were due to Stanislaus County. Three (3) proposals were received and based on the defined criteria outlined in the RFP which included proposal responseW qualifications, understanding of services and pricing, all three proposals which included Lehr Auto Electric, NextGen Alpha Upfitting and Derotic Emergency Equipment were awarded this RFP based on meeting the evaluation criteria requirements. City staff is recommending to enter into an agreement with Lehr Auto Electric and Next Gen Alpha Upfitting based on the desired cost and quality of services needed for the City’s Fleet Inventory.
Jay Tire’s
On June 1, 2023, Stanislaus County General Services Agency issued Request for Proposals (RFP) 23-36-AS for Law Enforcement and Specialty Vehicle Upfitting Services on their public bidding website portal, PlanetBids. On June 27, 2023, proposals were due to Stanislaus County.
Nine (9). One (1) proposal was received and based on the defined criteria outlined in the RFP which included proposal response, qualifications, understanding prospective vendors downloaded the bid documents through PlanetBids of services and pricing , the one proposal which was Jay Tire’s was awarded this RFP.
By utilizing another government agencies bidding process, this allows the City to streamline the procurement process and provide a quicker turnaround for these services needed to service the community. Based on the responsive and responsible proposers offering the Emergency Vehicle Upfitting Services, City staff recommends awarding to Lehr Auto Electric, Sacramento, CA, NextGen Alpha Upfitting, Sacramento, CA, and Jay Tires, Turlock, CA for Emergency Vehicle Upfitting Services for a (2) two–year agreement with (3) three one-year extension options for an estimated combined annual amount of $1,200,000 and a combined total amount not to exceed $6,000,000 over five years.
Modesto Municipal Code Section 8-3.203 generally requires all purchases that meet or exceed $100,000 for material, equipment or contractual services to be formally bid. However, exceptions to the formal bidding process are granted in MMC 8-3.204(d) “Where the Purchasing Manager, in her discretion, determines that a process other than the formal bid procedure set for in Section 8-3.203 will result in a procurement for the City at the lowest possible cost commensurate with the desired quality.” In addition, MMC 8-3.202(h) encourages the #6..
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Finance Committee, August 26, 2024
Emergency Vehicle Unfitting Service Agreements
Purchasing Manager to join with the State of California or other units of government in cooperative purchasing plans when the best cost savings interest of the City would be served.
By utilizing the Stanislaus County RFP, the City is complying with the requirements defined under this code since the City is utilizing a competitive bidding process from another public agency which aligns with the City’s bidding procedures.
The City desires to have multiple vendors to provide upfitting services in order to meet the Public Safety department’s needs to expedite upfitting of the public safety vehicles. Typically, upfitting a single vehicle can take approximately one month. A single vendor would therefore run into staff resource availability to meet the City’s needs for placing new vehicles into frontline service with reliable equipment in the timing needed. The average age of the City’s current fleet exceeds 17-years, and Fleet Division anticipates a higher volume of replacement vehicles over the next several fiscal years replacing older model years and high mileage vehicles that a single vendor would not be able to meet required in-service expectations. In Fiscal Year 2024-2025, there are 35 Public Safety vehicles anticipated for replacement.
FISCAL IMPACT:
Sufficient funds are budgeted in Fiscal Year (FY) 2024-25 to support the cost of these agreements. With staff’s effort to address the backlog of Fleet Replacements, there are over 40 vehicles pending the required upfitting, and staff anticipates that within the first few years, there will be a significant increase in parts and services needed once the City receives the new vehicles. It is estimated that each vehicle could cost up to $30,000 for the upfitting parts and services in order for the vehicle to be placed in service. The funding source for these agreements will be covered through the Fleet Replacement funds that are collected from the respective City departments which will require these services for these vehicles.
Below is a summary of the last four-year spending with Lehr Auto Electric.
Agreement Period Amount
Year 1 $ 112,536
Year 2 $ 369,290
Year 3 $ 82,017
Year 4 $ 152,180
Total $ 716,023
With some of the delays on upfitting services and needed parts, the City Fleet Division has been utilizing alternative vendors through the informal solicitation process over the last couple of months to expedite the turnaround in services. Below is a summary of the spending activity.
NextGen Jay's Tires
Last Two Months $ 69,661 $ 46,591
Jay’s Tires has been a vendor providing parts and materials for the Fleet Division and recently expanded services to include upfitting.
RECOMMENDED COMMITTEE ACTION:
Staff Recommendations:
Motion recommending the Purchasing Agreements for the purchase of Emergency Vehicle Upfitting Parts and Services with Lehr Auto Electric, Sacramento, CA, NextGen Alpha Upfitting, #6..
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Finance Committee, August 26, 2024
Emergency Vehicle Unfitting Service Agreements
Sacramento, CA, and Jay Tires, Turlock, CA for a two-year Agreement with three (3) one-year extension options, for an annual combined estimated amount of $1,200,000 and a total amount not to exceed $6,000,000 over five years; and forwarding to Council for approval.
Approved by: _____
DeAnna Christensen, Director of Finance
Joseph P. Lopez, City Manager
Attachments:
1. Agreement – Lehr – DRAFT
2. Exhibit B – Lehr
3. Exhibit C – Lehr
4. Agreement - NextGen - DRAFT
5. Exhibit B – NextGen
6. Exhibit C – NextGen
7. Agreement – Jay Tires – DRAFT
8. Exhibit B – Jay Tires
9. Exhibit C – Jay Tires
10. Stanislaus County RFP- #22-16-AS
11. Stanislaus County RFP - #23-36-AS
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1 AGREEMENT# 280683 – FOR FLEET SERVICES UPFITTING FOR POLICE AND FIRE VEHICLES This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ____ day of _________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and STOMMEL INC, dba LEHR, a California corporation, hereinafter called CONTRACTOR.
W I T N E S E T H:
WHEREAS, the Modesto City Council adopted Resolution No. 2024-______ authorizing the Award of Bid and agreement for FLEET SERVICES UPFITTING FOR POLICE AND FIRE VEHICLES to CONTRACTOR, attached hereto as Exhibit “A” and made a part hereof, and WHEREAS, the CONTRACTOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and WHEREAS, the CITY and CONTRACTOR shall enter into an agreement for FLEET SERVICES UPFITTING FOR POLICE AND FIRE VEHICLES as described in RFP 22-16-AS, attached hereto as Exhibit “C” and made a part hereof.
NOW, THEREFORE, the parties hereto mutually agree as follows:
1. THE WORK:
a) CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, bonds and #6..
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2 insurance necessary to perform and complete the required work as specified in Exhibit “C”, and in strict accordance with the conditions of the complete AGREEMENT. b) CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. c) CONTRACTOR shall maintain proper insurance with the CITY for the duration of the AGREEMENT.
d) CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.
e) CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated annual amount of $400,000. The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $2,000,000. Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown on Bid attached hereto as Exhibit B.
AGREEMENT PRICING
STANDARD ORDER PARTS1
Minimum Discount Off List Price: 5%
SPECIAL ORDER PARTS2
Minimum Discount Off List Price: 5%
LABOR RATES (per hour)
Pick-Up / Delivery / Travel $200.00
Custom Box Fabrication $N/A
Law Enforcement / Small Vehicle Upfitting / Strip-Outs $125.00 Shop Rate $125.00
Fabrication $125.00
Mobile Service $200.00
Vehicle Down / Emergency: $150.00
1 “Standard-Order Parts”refers to parts from manufacturers for whom the contractor is a licensed reseller. 2 “Special Order Parts” refers to parts from manufacturers for whom the contractor is not a licensed reseller. #6..
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3 2. CITY REPRESENTATIVE:
CITY Representative is: Lawrence Devereaux, Fleet Manager 209-342-2214, [email protected]
Purchasing Representative: Kim Presson, Buyer 209-577-5375, [email protected] The CITY Representative is not authorized to commit the CITY to changes in specifications, requirements, or scope of work, changes in price(s), period of performance or delivery date(s) or method of shipment. Changes of a contractual or business nature shall be effective only by written change to the AGREEMENT, issued by the City of Modesto, Purchasing Division.
3. CONTRACTOR CONTACT:
Steve Adair
Phone# (775) 507-2460
Email: [email protected]
4. TERM OF AGREEMENT:
The term of the AGREEMENT shall be for a period of two years, with three one-year extension options at the sole discretion of CITY, for a total of up to five years.
Year 1: SEPTEMBER 11, 2024 through SEPTEMBER 10, 2025
Year 2: SEPTEMBER 11, 2025 through SEPTEMBER 10, 2026
Year 3: SEPTEMBER 11, 2026 through SEPTEMBER 10, 2027
Year 4: SEPTEMBER 11, 2027 through SEPTEMBER 10, 2028
Year 5: SEPTEMBER 11, 2028 through SEPTEMBER 10, 2029
Pricing as set forth in Section 1.e. above shall remain firm for the first two years of the AGREEMENT.
Price increases for any subsequent AGREEMENT years following the second year, shall not exceed the percentage change in the Consumer Price Index (CPI) for the City of Modesto West Urban Area in #6..
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4 any one AGREEMENT year, and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by CONTRACTOR in writing, ninety (90) days prior to the annual anniversary date of the AGREEMENT to be effective for the subsequent year.
Price adjustments for diesel fuel fluctuations may be considered. A thirty (30) day written notice is required for consideration. Any price adjustment shall be negotiated through the Purchasing Division, and approved at the sole discretion of the CITY. The index used to determine price adjustments on diesel fuel shall come from the Energy Information Administration Website:
HTTPS://WWW.EIA.GOV/PETROLEUM/GASDIESEL/, California data
5. LIABILITY INSURANCE:
The CONTRACTOR shall provide, at its own expense, and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the CITY as may be required by the City Clerk of the CITY. The policies or certificates thereof shall provide that, at least 30 days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the CITY via PINS Advantage Insurance Program, for all of the following stated insurance policies.
a. General Liability - insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limity shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. Vendor must show proof of Garage Liabilty with a minimum limit of liability per occurrence of $1,000,000 and Garage Keeper’s Liability with a minimum of $75,000 coverage. The insurance shall indicate on the certificate of insurance the following coverage and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent contractors and subcontractors; products and completed operations; and/or professional liability. b. Automobile Liability – insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage and transportation related pollution liability. This insurance shall cover #6..
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5 any automobile for bodily injury and property damage. c. Workers' Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000 per accident for bodily injury or disease.
If at any time any of said policies shall be unsatisfactory to the CITY, as to form or substance or if a company issuing such policy shall be unsatisfactory to the CITY, the CONTRACTOR shall promptly obtain a new policy, submit the same to the CITY’s Risk Manager for approval and submit a certificate thereof as hereinabove provided. Upon failure of the CONTRACTOR to furnish, deliver or maintain such insurance and certificates as above provided, this AGREEMENT, at the election of the CITY, may be forthwith declared suspended, or terminated. Failure of the CONTRACTOR to obtain and/or maintain any required insurance shall not relieve the CONTRACTOR from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the CONTRACTOR concerning indemnification.
The CITY, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation.
The Workers' Compensation insurer shall agree to waive all rights of subrogation against the CITY, its agents, officers, employees, and volunteers for losses arising from work performed by CONTRACTOR for the CITY.
The CONTRACTOR’s insurance policy(ices) shall include a provision that the coverage is primary as respects the CITY; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the CITY’s Risk Manager.
For any claims related to this AGREEMENT, the CONTRACTOR’s insurance coverage shall be primary insurance as respects CITY, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by CITY, its officers, officials, employees, or volunteers shall be excess of the CONTRACTOR’s insurance and shall not contribute with it.
6. PAYMENT:
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6 CONTRACTOR shall invoice CITY not less than once per month based on the cost for services performed and reimbursable costs incurred prior to the invoice date. All invoices shall be paid in full the following payment terms within thirty days after completion and acceptance of the Services by the CITY, and receipt of a properly prepared invoice, CITY will pay CONTRACTOR “Net 45 Days via manual check”. The CITY is exempt from payment of Federal Excise Tax, and all invoices shall be exclusive of such excise tax.
Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
At a minimum, invoices shall state the following:
This AGREEMENT number
CITY department/division name and address
Billing period
Service hours worked day and week
Unit price, extended price, sales tax and total
7. INDEMNITY: The CONTRACTOR shall hold the CITY, its agents, officials, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of CONTRACTOR, or its agents, officials, officers, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT. CONTRACTOR’s obligation to defend, indemnify, and hold the CITY, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONTRACTOR to procure and maintain a policy of insurance.
8. VENUE & GOVERNING LAW:
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7 Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, without giving effect to its conflicts of laws provisions or principles.
9. ATTORNEYS’ FEES: If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.
10. COMMENCEMENT AND COMPLETION OF THE WORK:
The work contemplated herein shall be commenced as immediately after the agreement administrator receives and has on file:
Proofs of insurance (approved by CITY Risk Manager); and Executed Agreement;
a. Resolution No.2024-_______;
b. CONTRACTOR Bid submittal;
c. Contractor’s City of Modesto business license
11. TERMINATION OF SERVICES:
Termination for Default: In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the nonperformance. Within 10 days after receipt of notification, the breaching party shall correct any nonperformance to the reasonable satisfaction of the non-breaching party, or such other time as may be identified in the notice. Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.
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8 Termination by City for Convenience: The City may also terminate this AGREEMENT the Contractor's performance under the Agreement, either in whole or in part, at its own discretion and without cause.
Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such termination and act as specified in the notice of termination; b. Terminate all orders and subcontracts except as necessary to complete any portion of the SERVICES that are not terminated;
c. If directed in writing by the CITY to do so, assign all right, title and interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such, but in no event shall recovery by any CONTRACTOR or subcontractor include lost profits for portions of the SERVICES not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the CONTRACTOR in performing the SERVICES whether completed or in process;
e. Settle outstanding liabilities and claims, subject to the approval of CITY; f. Complete performance of such part of the SERVICES as has not been terminated; g. Take such other actions as may be necessary, or as may be directed by the CITY for the protection and preservation of the SERVICES and/or property related to the SERVICES;
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9 h. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES.
i. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR's SERVICES which were performed by CONTRACTOR on the project prior to the termination date and which remain unacceptable and/or not useful to CONTRACTOR as of the termination date.
CITY will pay CONTRACTOR for SERVICES actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final payment to the CONTRACTOR after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the SERVICES such as subcontractor agreements or contracts for materials; b. The AGREEMENT price allocable to the portion of the SERVICES properly performed or goods supplied to the work site by the CONTRACTOR as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR for such SERVICES.
12. COMPLIANCE WITH ALL LAWS:
CONTRACTOR hereby agrees that CONTRACTOR and its subcontractors, if any, in the performance of the SERVICES described herein, will comply with all federal, state, county and municipal laws, rules and regulations which may be applicable to the work herein contracted for, whether now in existence or hereafter adopted.
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10 13. FAILURE TO PERFORM SATISFACTORY WORK: It is agreed and understood that if the CONTRACTOR fails to perform the SERVICES as specified herein, CITY's representative may:
a. Consent to accept such unsatisfactory service with an appropriate adjustment in contract price, based on established cost factors,
b. Have such required work done by CITY forces or otherwise, and charge the cost thereof to the CONTRACTOR, or
c. Recommend termination of AGREEMENT between said the CONTRACTOR and the City of Modesto.
Those discrepancies and deficiencies in the SERVICES that remains uncorrected after the date set for correction may be the necessary justification for a billing adjustment in the month following the occurrence.
Unless otherwise negotiated, billing adjustments for this incomplete or uncorrected work shall be permanent retention of 100% of the estimated monthly cost for the SERVICES not corrected or completed.
14. ASSIGNMENT OF RIGHTS: The CONTRACTOR offers and agrees, and will require all subcontractors and suppliers to agree, to assign to the CITY all rights, title, and interest in and to all causes of action it and they may have under Section 4 of the Clayton Act (15 United States code, Section 15) or under the Cartwright Act (Business and Professions Code, Section 16700 et seq.), arising from the acquisition of goods, services, or materials pursuant to this AGREEMENT or any allowed subcontract. The assignment made by CONTRACTOR and all assignments made by subcontractors and suppliers shall be made and become effective at the time the CITY makes final payment to The CONTRACTOR, without further acknowledgment by the parties (Government Code, Sections 4550-4554).
15. CITY PROCESS/PROCEDURE APPROVALS: CITY approval of any process or procedure shall not relieve CONTRACTOR of its responsibility to furnish the required SERVICES meeting all specifications contained herein.
16. CONTRACTOR'S RESPONSIBILITY FOR DAMAGES: If CONTRACTOR damages any property belonging to the CITY or a third party, the CONTRACTOR will be required to make repairs immediately, at #6..
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11 CONTRACTOR’s sole cost and expense, to the satisfaction of the CITY. In the event that CONTRACTOR fails to perform the necessary repairs, the CITY may either retain from the money due to CONTRACTOR an amount sufficient to repair the damage or perform the repairs and send an invoice to the CONTRACTOR for such costs, which shall be paid within thirty (30) days.
17. NOTICES:
Any notice, payment or instrument required or permitted by this AGREEMENT to be given or delivered to either party shall be deemed to have been received when personally delivered, or one calendar week following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid, addressed as follows:
CONTRACTOR: Steve Adair
9240 Prototype Dr.
Reno, NV 89521
Phone: (775)507-2460
Email: [email protected]
CITY: City of Modesto
Kim Presson, Buyer
P.O. Box 642
Modesto, CA 95353
Phone: (209) 577-5375
Email: [email protected]
Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.
18. SIGNATORY(IES) FOR CONTRACTOR:
Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and have full authority to, execute the AGREEMENT.
19. QUANTITIES: No minimum or maximum is guaranteed or implied.
20. FUNDING: All annual extensions are based upon continuous funding for that purpose by the City Council. Failure to fund any annual extension shall result in an immediate termination of the AGREEMENT without redress.
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12 21. OTHER GOVERNMENT/PUBLICLY FUNDED AGENCIES: If mutually agreeable to all parties, the issuance of any resultant contract/purchase order referencing these specifications and modified by mutual agreement between all parties may be extended to other government or publicly funded agencies. It shall be understood that all terms and conditions as specified herein shall apply.
22. NON-DISCRIMINATION:
a. During the performance of this AGREEMENT, CONTRACTOR and any allowed subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment. The CONTRACTOR and any allowed subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination.
The CONTRACTOR and any allowed subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full. b. The CONTRACTOR and any allowed subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.
c. The CONTRACTOR shall include the nondiscrimination and compliance provisions of this clause in any allowed subcontracts to perform SERVICES. d. The Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the CITY upon reasonable notice at any time during the normal business hours, but in no case less #6..
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13 than 24 hours notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or CITY shall require to ascertain compliance with this AGREEMENT. e. By executing this AGREEMENT, CONTRACTOR certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation, and will continue to do so for at least the duration of the AGREEMENT and any extensions thereof.
23. CONTRACTOR LICENSES & PERMITS: CONTRACTOR warrants and represents that it possesses and shall maintain all licenses, and shall secure and maintain all necessary permits, necessary to perform the SERVICES.
24. RECORDS: All final versions of reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that CONTRACTOR prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the CITY. CONTRACTOR hereby agrees to deliver those documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.
25. FACILITIES AND EQUIPMENT: Except as set forth herein, CONTRACTOR shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this AGREEMENT. CITY shall make available to CONTRACTOR only the facilities and equipment listed in EXHIBIT “B” and “C”, and only under the terms and conditions set forth herein.
26. INDEPENDENT CONTRACTOR; NOT AGENT: At all times during the term of this AGREEMENT, CONTRACTOR shall be an independent contractor and shall not be an employee of CITY. CITY shall have the right to control CONTRACTOR only insofar as the results of CONTRACTOR’s services rendered pursuant to #6..
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14 this AGREEMENT. Except as City may specify in writing, CONTRACTOR shall have no authority, express or implied, to act on behalf of CITY in any capacity whatsoever as an agent. CONTRACTOR shall have no authority, express or implied, pursuant to this AGREEMENT to bind City to any obligation whatsoever.
27. DRUG FREE WORKPLACE: CONTRACTOR certifies that it is following and in compliance with Sections 8350 - 8355 of Chapter 5.5 of the Government Code, Drug Free Workplace Act whereby each person or organization awarded a contract/purchase order or grant for the procurement of any property or service from any state agency (city) shall certify to the contracting or granting agency that it will provide a drug free workplace.
28. ASSIGNMENT:
Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance.
29. WAIVER:
The waiver by any party to this AGREEMENT of a breach of any provision hereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing.
30. HEADINGS NOT CONTROLLING:
Headings used in the Agreement are for reference purposes only and shall not be considered in construing this AGREEMENT.
31. MISCELLANEOUS:
Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT.
32. ENTIRE AGREEMENT:
This Agreement and its exhibits contain the entire understanding between CONTRACTOR and CITY. Additional or new terms contained in this AGREEMENT which vary from CONTRACTOR’S bid are controlling and are deemed accepted by CONTRACTOR by performance of any SERVICES or other commencement of performance hereunder. The terms and conditions of the IFB, attached hereto as Exhibit C, #6..
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15 are incorporated herein. In the event of a conflict between the IFB and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications relative to this Agreement, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this Agreement. No future waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.
33. PARTIAL INVALIDITY:
If any provision in this AGREEMENT is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.
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16 IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this Agreement by its City Manager and attested by its City Clerk under authority of Resolution No. 2024-_______, adopted by the Council of the City of Modesto on the _____________ day of _____________________, 2024 and CONTRACTOR has caused this Agreement to be duly executed. #6..
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EXHIBIT B
PRICING SCHEDULE
STANDARD ORDER PARTS1
Minimum Discount Off List Price: 5%
SPECIAL ORDER PARTS2
Minimum Discount Off List Price: 5%
LABOR RATES (per hour)
Pick-Up / Delivery / Travel $200
Custom Box Fabrication $ N/A
Law Enforcement / Small Vehicle Upfitting / Strip-Outs $125 Shop Rate $125
Fabrication $125
Mobile Service $200
Vehicle Down / Emergency: $150
1 “Standard-Order Parts” refers to parts from manufacturers for whom the contractor is a licensed reseller. 2 “Special Order Parts” refers to parts from manufacturers for whom the contractor is not a licensed reseller. #6..
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RFP 22-16-AS Page 1 (Rev.2020.08.20)
Vehicle Upfitting Services
Request for Proposal
RFP #22-16-AS
VEHICLE UPFITTING SERVICES
RFP INFORMATION:
PROPOSAL RESPONSE DATE:
June 28, 2022
PROPOSAL RESPONSE TIME:
NO LATER THAN 2:30 P.M.
DELIVER PROPOSAL SUBMITTALS TO:
Stanislaus County GSA Purchasing Division
1010 10th St., Suite 5400
Modesto, CA 95354
Proposers are required to submit one (1) proposal response (including all required attachments) electronically via www.stancounty.com/purchasing/county-bids.shtm.
Failure to do so may cause the proposal to be rejected.
QUESTION DEADLINE: June 23, 2022
Any changes to this Bid are invalid unless specifically modified by Stanislaus County (County) and issued as a separate addendum document. Should there be any question as to changes to the content of this document, County’s copy shall prevail. All addenda and notices related to this solicitation will be posted by County on Public Purchase. In the event this Bid is obtained through any means other than Public Purchase, County will not be responsible for the completeness, accuracy, or timeliness of the final Bid document.
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TABLE OF CONTENTS
Page Number
1. INTRODUCTION 4
1.1. Statement of Purpose
1.2. Scope of Services
1.3. Contract Duration
1.4. Proposal Deadline
1.5. Nondiscrimination
1.6. Assistance to Proposers with a Disability
2. RFP SCHEDULE OF EVENTS 6
2.1. Schedule of Events
2.2. Pre-Proposal Conference Requirement
2.3. Pre-Proposal Conference
3. GENERAL REQUIREMENTS AND INFORMATION 7
3.1. Proposal Inquiries
3.2. Proposal Format
3.3. Proposals Received Late
3.4. Proposal Errors
3.5. Default or Failure to Perform
3.6. Proposal Security
3.7. Performance Bonds
3.8. Payment Bonds
3.9. County Code
3.10. Cash Discounts
3.11. Timing of Award
3.12. Right of Rejection
3.13. Form of Contract / Exceptions and Alternatives
3.14. Failure to Comply
3.15. Disqualification
3.16. Protest and Appeal Procedures
4. TERMS AND CONDITIONS 12
4.1. Cost of Preparations of Proposal
4.2. Rights to Pertinent Materials
4.3. Public Records Act
4.4. American with Disabilities Act of 1990, Title II
4.5. Modification of Scope of Services
4.6. Right of County to Reject Proposals
4.7. Examination of Proposal Documents
4.8. Insurance Provisions
4.9. Sample Agreement
5. PROPOSAL SUBMITTAL PROCESS 14
5.1. Submittal Documents
5.2. Proposal Submittal
5.3. Proposal Elements
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6. EVALUATION CRITERIA AND PROPOSER SELECTION 18
6.1. Evaluation of Proposals
6.2. Selection Process
6.3. Evaluation Phases
6.4. Award
7. STANDARD CONTRACT INFORMATION 21
7.1. Contract Approval
7.2. Contract Payments
7.3. RFP and Proposal Incorporated into Final Contract
7.4. Contract Monitoring
7.5. Contract Amendment
7.6. Sample Contract
8. SUBMITTAL DOCUMENTS 32
8.1 Proposal Cover Page
8.2 Proposal Checklist
8.3 Response Clarification Addendum
8.4 Non-Collusion Affidavit
8.5 Local Vendor Preference Notice
8.6 Bond Requirements
8.7 SB854 Notice
9. SCOPE OF WORK ATTACHMENTS 38
• Exhibit A – Scope of Work / Technical Specifications
• Exhibit B – Insurance Requirements
• Exhibit C – Fee / Pricing Schedule
• Exhibit D – Project Schedule
• Bond Requirements (if applicable)
• SB-854 Notice (if applicable)
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SECTION ONE—INTRODUCTION
1.1 Statement of Purpose
The County of Stanislaus (County) is seeking proposals from experienced organizations for the provision of vehicle upfitting services on behalf of various County departments.
Contractor shall provide all labor, materials, and equipment to purchase and install all parts listed in Exhibit A (unless noted otherwise), as well as providing parts to deliver directly to the County.
The successful proposer(s) must meet all the requirements and expectations listed, as well as all the general contractual requirements mandated by the County. Any specifications and processes defined in this Request for Proposal (RFP) reflect the current environment, but in no way limit response to this solicitation. However, all proposers must thoroughly explain how their offering meets the minimum service and deliverable expectations specified in the RFP. Award shall be made to the proposer(s) whose proposal is determined in writing to (a) best meet the criteria set forth herein and (b) provide the best value to the County.
This RFP contains instructions governing the requirements for proposals, including the format in which proposal information is to be submitted and the material to be included, the requirements that must be met to be eligible for consideration and the responsibilities of the Proposer before and after implementation.
1.2 Scope of Services
The County has identified certain criteria to be used as a basis for a scope of work, which is set forth in this RFP and specifically in Exhibit A attached hereto and made a part hereof. It is the Proposer’s responsibility to propose a complete Scope of Work that explains in detail the proposer’s offering. This proposed Scope of Work will be used as the basis for negotiating the final Scope of Work for inclusion in the resultant agreement. The RFP contains the minimum list of services and deliverables the selected proposer is expected to provide the County.
1.3 Contract Duration
The County intends to enter into Agreements (Contracts) with the awarded proposers for an initial effective period of three years. The County reserves the right to extend each Contract on a yearto-year basis; however, in no case shall the renewal extend beyond two years from the expiration date of the original Contract. An extension of the term of this Contract will be affected through an amendment to the Contract. If the extension of the Contract necessitates additional funding beyond that which was included in the original Contract, the increase in the County’s maximum liability will also be affected through an amendment to the Contract and shall be based upon rates provided in the original Contract and proposal.
1.4 Other Government/Publicly Funded Agencies
If mutually agreeable to all parties, the issuance of any resultant contract and/or purchase order referencing the scope of services and modified by mutual agreement between all parties may be extended to other government or publicly funded agencies. All terms and conditions as specified in the agreement shall apply.
1.5 Proposal Deadline
Original proposals shall be submitted no later than the Proposal Deadline time and date detailed in Section 2 - RFP Schedule of Events. Proposals shall be submitted via the County’s PlanetBids portal at http://www.stancounty.com/purchasing/county-bids.shtm. Failure to do so will cause the #6..
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proposal to be rejected. Proposers shall respond to the RFP and any exhibits, attachments, or amendments. A Proposer’s failure to submit a proposal as required before the deadline shall cause the proposal to be disqualified.
Proposers assume the risk of the method of dispatch chosen. The County assumes no responsibility for delays caused by any delivery service. Postmarking by the due date shall not substitute for actual proposal receipt by the County. Late proposals shall not be accepted, nor shall additional time be granted to any potential proposer.
Proposals may not be delivered orally, by facsimile transmission, or by other telecommunication means unless specifically requested by Stanislaus County General Services Agency Purchasing Division (Purchasing).
1.6 Nondiscrimination
Stanislaus County does not unlawfully discriminate in violation of any federal, state, or local law, rule, or regulation because of race, religious creed, color, national origin, ancestry, physical or mental disability (including perception of a disability), medical condition, genetic information, marital status, sex, gender (including pregnancy, childbirth, or related medical conditions), gender identity, gender expression, age (over 40), sexual orientation, military and veteran status, political affiliation or belief.
No person shall be excluded from participation in, denied benefits of, discriminated against in the admission or access to, or discriminated against in treatment or employment in the County’s contracted programs or activities on the grounds of disability, age, race, color, religion, sex, national origin, or any other classification protected by federal or California State Constitutional or statutory law. Additionally, no person shall be excluded from participation in, denied benefits of, or otherwise subjected to discrimination in the performance of contracts with the County or in the employment practices of the County’s proposers. Accordingly, all proposers entering into contracts with the County shall, upon request, be required to show proof of such nondiscrimination and to post in conspicuous places, available to all employees and applicants, notices of nondiscrimination.
1.7 Assistance to Proposers with a Disability
Proposers with a disability may receive accommodation regarding the means of communicating this RFP and participating in this procurement process. Proposers with a disability should contact the RFP Point of Contact identified in Section 3.1 to request reasonable accommodation no later than the deadline for accommodation requests detailed in Section 2 - RFP Schedule of Events. #6..
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SECTION TWO—RFP SCHEDULE OF EVENTS
2.1 Schedule of Events
The following Schedule of Events represents the County’s best estimate of the schedule that shall be followed. Unless otherwise specified, the time of day for the following events shall be prior to 5:00 p.m., Pacific Daylight Time. The County reserves the right, at its sole discretion, to adjust this schedule as it deems necessary.
SCHEDULE OF EVENTS
1 County Issues Request for Proposal (RFP) June 9, 2022 2 Question Deadline June 23, 2022
3 Assistance to Proposers with a Disability Deadline June 23, 2022 4 Submission Deadline (2:30 p.m.) June 28, 2022
5 Mail - Notice of Intent to Award July 8, 2022*
6 Protest Deadline July 15, 2022*
7 Appeals Deadline July 25, 2022*
8 Board of Supervisors Authorizes Contract ETA*
9 Begin Contract Services ETA*
*Denotes tentative date
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SECTION THREE—GENERAL REQUIREMENTS AND INFORMATION
3.1 Proposal Inquiries
Questions regarding this proposal shall be made in written form to:
RFP POINT OF CONTACT
Stanislaus County General Services Agency / Purchasing
Division
1010 10th St., Ste. 5400 Modesto, CA 95354-0859
Attention: Abe Souza PH: (N/A – ALL QUESTIONS TO BE IN
WRITING VIA PLANETBIDS)
E-mail:
[email protected]
All inquiries shall be submitted before 5:00 P.M. Pacific Time on the date shown above in Section 2 – Schedule of Events. Responses by the County and any change in requirements will be done in the form of a written Addendum. The receipt of any resulting Addendum must be acknowledged in accordance with the directions on the Addendum. Oral explanations or instructions given before the award of the Contract will not be binding upon the County.
Proposers shall direct any questions or requests for clarification in writing to the RFP Point of Contact (or designee) named above. Proposers seeking information related to this RFP, including the scope of services described herein, obtained from sources other than the RFP Point of Contact (or designee) do so at their own risk. The County cannot be responsible for the completeness, accuracy, or timeliness of such information.
3.2 Proposal Format
Proposals must be submitted in the format identified in Section Five—Proposal Submittal Process.
All items shall be completed and the signatures of all persons signing shall be written in longhand.
The County may reject proposals not submitted in the specified format.
Proposals shall be submitted via the County’s PlanetBids portal at http://www.stancounty.com/purchasing/county-bids.shtm no later than 2:30 P.M.
3.3 Proposals Received Late
Proposals received after the time specified will not be considered for evaluation and will be returned unopened to the respective proposer.
3.4 Proposal Errors
Mistakes in a Proposer’s submittal must be corrected and the correction inserted; the person signing the proposal must initial the correction in ink. The County reserves the right to waive any informalities or minor irregularities in connection with proposals received.
3.5 Default or Failure to Perform
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The principal protection of the County’s interests in the case of default or other failure to perform shall be by means of bonds. Below are descriptions of the types of bonds. No Bonds are required for this RFP unless an alternate option for financial reports is required.
3.6 Proposal Security
If required, proposal security shall take the form of a bond, a cashier check, or a certified check, representing the proposer’s firm commitment to stand behind the RFP price. The proposer’s bond shall be prepared and guaranteed by a California admitted corporate surety made payable to the "County of Stanislaus" or the certified check shall be issued and certified by a responsible bank or banker. As a general rule, the proposer’s security is in the amount of ten percent (10%).
3.7 Performance Bonds
A performance bond may be required to secure fulfillment of all of the proposer’s obligations under the contract. If required, the successful proposer shall file with the County a surety bond satisfactory to the County in the amounts noted prior to the execution of the contract or awarding of an RFP by the County. Bonds shall be duly executed by a responsible corporate surety authorized to issue such bonds in California and secured through an authorized agent with an office in California. Proposer shall pay all bond premiums, costs and incidentals.
3.8 Payment Bonds
If required to assure the proposer’s full discharge of its obligations to sub-proposer, suppliers, and other labor used on the project, the successful proposer shall file with the County a surety bond issued by a California admitted surety in the amounts noted.
3.9 County Code
All provisions of the County Code are applicable to any proposal submitted or contract awarded pursuant thereto. Note: Stanislaus County enacted a Local Vendor Preference in 2008. Please see the Local Vendor Preference Notice attached hereto.
3.10 Cash Discounts
Cash discounts offered for payment in less than twenty (20) days will not be considered as a basis of award. Cash discounts offered for payment in twenty (20) or more days will be subtracted from the total Proposal price for the purposes of the Proposal evaluation. Any cash discount offered by the successful proposer will be accepted by the County, whether or not it was considered as a basis of award. All cash discounts, if taken, shall be computed from the date of delivery or completion and acceptance of material, or from date of receipt of invoice, whichever is latest.
3.11 Timing of Award
Within thirty (30) days after the proposal opening, a Contract may be awarded by the County to the Proposer whose proposal is determined in writing to be the best value to the County, taking into consideration price and adherence to the specifications set forth herein. The time for awarding a contract may be extended at the sole discretion of the County, if required to evaluate proposals or for such other purposes as the County may determine.
3.12 Right of Rejection
The County reserves the right to reject any and all proposals, as it may deem proper in its absolute discretion.
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3.13 Form Contract/Exceptions and Alternatives
The Sample Contract attached to this RFP contains terms and conditions that will become binding upon the successful proposer upon execution of the agreement/contract. This Sample Contract is attached solely for the purpose of informing Proposers of the fixed, predetermined, standard contract provisions with which the successful Proposer will be required to comply.
If the Proposer suggests alternatives or states exceptions to any term or condition in the Contract, or to any provision or requirement of the RFP, such alternative or exception shall be clearly stated and identified in the submitted proposal. Any alternatives or stated exceptions proposed must satisfy all minimum qualifications specified in this RFP. The successful Proposer will otherwise be expected to sign the Contract upon award of the contract. The County expressly reserves the right, in its sole discretion, to (1) reject a proposal containing any exception or alternatives as nonconforming, or (2) accept any proposal alternative or exception and to award a contract based thereon if determined to be in the best interest of the County.
3.14 Failure to Comply
The County cannot accept any proposal that does not comply with all of the above-stated requirements.
3.15 Disqualification
Any of the following may be considered cause to disqualify a Proposer without further consideration:
1. Evidence of collusion among Proposers;
2. Any attempt to improperly influence any member of the Evaluation Committee;
3. A Proposer's default in any operation of a contract/agreement which resulted in termination of that contract/agreement; and/or
4. Existence of any lawsuit, unresolved contractual claim, or dispute between Proposer and the County.
3.16 Protest and Appeal Procedures
3.16.1 General
Potential bidders, proposers, and sub-proposers wishing to protest or appeal procurement or contracting decisions by the County of Stanislaus GSA-Purchasing Division must follow the procedures provided by this section. Protests or appeals that are not submitted in accordance with these procedures will not be reviewed.
Any complaint regarding this procurement must be handled through the administrative processes defined herein. Failure to adhere to or attempting to circumvent or influence these administrative processes by contacting persons other than the Purchasing Agent or designee identified in Section 3.1 of this document, shall result in the protestor’s immediate disqualification from consideration of award.
3.16.2 Definitions
For the purposes of this procedure:
1. "Bid" includes the term "offer" or "proposal" as used in the context of formal, informal, or negotiated procurements.
2. “Chief Executive Officer” means the Stanislaus County Chief Executive Officer. #6..
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3. "Days" means working days of the County of Stanislaus.
4. "Filing Date" or "Submission Date" means the date of receipt by Purchasing.
5. “Interested Party" means an actual or prospective Bidder or Proposer.
6. “Purchasing Agent” means the Stanislaus County Purchasing Agent.
3.16.3 Protest Procedure
1. Any Interested Party may file a written protest with the Purchasing Agent not later than five (5) days after date of mailing a Notice of Intended Award.
2. The protest shall be physically delivered or sent by registered mail to the Purchasing Agent. Emailed requests will not be honored.
3. The protest must be physically received by the Purchasing Agent before 5:00 PM local time on the last day of the five (5) day protest period.
4. The protest filed with the Purchasing Agent shall:
a. Include the name, address, and business telephone number of the protestor; b. Identify the project under protest by name, RFP/quotation/bid number, and RFP/quotation/bid date;
c. Contain a concise statement of the grounds for protest; provided, however, RFP or bid process and procedures, including evaluation criteria, shall not be proper grounds for protest. Concerns related to those issues must be raised and addressed, prior to the bid or proposal opening date to allow adjustments before evaluation of bids or proposals; and
d. Include all supporting documentation, if any. Documentation submitted after filing the protest will not be considered during review of the protest or during any appeal.
3.16.4 Protest Review
1. Upon receipt of a protest, the Purchasing Agent shall review all the submitted materials and shall create and retain a written record of the review. The Purchasing Agent shall respond in writing at least generally to each material issue raised in the protest not later than ten (10) days after receipt of the protest.
2. If the protested procurement involves federal funds, the Purchasing Agent shall give notice to the interested party that he or she has the right to appeal to the appropriate federal agency which shall be identified by name and address. An appeal hereunder shall be filed with the appropriate agency within five (5) working days of the dispatch of rejection notices to the interested parties.
3. Purchasing Agent decisions may be appealed in writing to the Chief Executive Officer or his/her designee(s), with a copy to the Purchasing Agent, not later than ten (10) days after date the Purchasing Agent’s decision is mailed to the protesting party.
However, RFP of bid procedures, including evaluation criteria, shall not be proper grounds for an appeal. A bid appeal review committee comprised of the Chief Executive Officer or designee, the Chairman and Vice Chairman of the Board shall review and decide the appeal based on the grounds and documentation set forth in the original protest to the Purchasing Agent. The County may share the protest and appeal materials with other proposers and may request them to comment on the protest and #6..
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appeal. The appealing party may be represented by legal counsel if desired. Each party shall bear its own costs and expenses involved in the protest and appeal process, including any subsequent litigation. The decision of the bid appeal review committee shall be final.
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SECTION FOUR—TERMS AND CONDITIONS
4.1 Cost of Preparation of Proposal
The County shall not pay costs incurred in the proposal preparation, printing, or demonstration process. All such costs shall be borne by the Proposer.
4.2 Rights to Pertinent Materials
All responses, inquiries, and correspondence relating to the RFP and all reports, charts, coverage maps, displays, schedules, exhibits, and other documentation produced by the Proposer that are submitted as part of the proposal shall become the property of the County after the proposal submission deadline.
Proposers shall be responsible for identifying information in their responses deemed to be confidential under the California Public Records Act. To the extent that the County agrees with that designation, such information shall be held in confidence whenever possible. All other information shall be considered public after the award of the RFP.
4.3 Public Records Act
Stanislaus County is a local agency subject to the Public Records Act. As such, the County is required to disclose any Records related to the conduct of the public’s business, unless there is a statutory exception. All proposals become public information no later than after the award of the RFP, with the exception of those portions of a proposal that are identified at the time of the submittal by the Proposer as “Confidential” or “Proprietary” and which are reasonably deemed by the County as not being public documents that must be disclosed under applicable sections of the California Public Records Act and other appropriate statues and regulations.
Proposers who are not publicly owned must submit proof of financial profitability and stability with their proposal.
The County has taken the position that Financial Statements such as these are exempt from disclosure under the Public Records Act under California Public Contract Code section 10165 and 20101. As such, the County maintains the confidentiality of these documents, and does not release them to third parties unless court ordered to do so.
4.4 American with Disabilities Act of 1990, Title II
Stanislaus County is a local agency subject to Title II of the Americans with Disabilities Act. As such, the County is required to comply with the requirements of Title of the ADA. Title II requires State and local governments to make their programs and services accessible to persons with disabilities. While many individuals with disabilities are able to take part in various government programs and activities without any accommodations, for many others their disabilities combined with environmental obstacles impose significant barriers to an equal opportunity to participate. The ADA protests the civil rights of people with disabilities against discrimination on the basis of disability. Title II of the ADA outlines the ways in which environmental, communication, and policy barriers must be addressed by Stanislaus County and those who enter into contracts with the County.
4.5 Modification of Scope of Services
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The Scope of Services may be amended to meet available funding or to best meet the needs of the County. In the event that any additional services are required as identified herein, the County reserves the right to add such services by amending the Contract.
4.6 Right of County to Reject Proposals
The County reserves the right to reject any and all proposals or any part of the proposals, to waive minor defects or technicalities, or to solicit new proposals on the same project or on a modified project which may include portions of the originally proposed project as the County may deem necessary.
All proposals received after the time specified in this Notice will not be considered and will be returned unopened.
4.7 Examination of Proposal Documents
Proposers shall carefully examine the specification and satisfy themselves as to their sufficiency and shall not at any time after submission of the proposal, dispute or complain of such Specifications and the directions explaining or interpreting them. Any questions or concerns that arise shall be submitted in writing to the contact person identified in Section 3.1 prior to the question deadline.
Should a Proposer find discrepancies in, or omissions from, the specifications, or should the undersigned be in doubt as to their meaning, the undersigned shall at once notify GSA-Purchasing.
Notification is to be in written form and must be submitted at least ten (10) days prior to the proposal closing date. Any interpretations by the County will be made in the form of a written Addendum.
Any change in requirements will also be done in the form of a written Addendum. The receipt of any resulting Amendment must be acknowledged in accordance with the directions on the Amendment. Oral explanations or instructions given before the award of the Contract will not be binding.
4.8 Insurance Provisions
The "Insurance Provisions" contained in the attached EXHIBIT B are hereby made a part of this RFP and any resultant contract. The proposer shall acknowledge in their proposal responses their ability to meet these insurance requirements. All exceptions to the insurance requirements must be communicated in writing and included with the proposal response. The proposer awarded the Agreement shall provide the County with a Certificate of Insurance and endorsements meeting the requirements of the attached EXHIBIT B.
4.9 Sample Contract
A Sample Contract is attached for the purpose of informing the proposer of the County’s standard contract provisions with which the successful proposer will be required to comply and, with the exception of the insurance requirements set forth therein and described in detail in section 4.7 above, do not constitute requirements of this RFP. These provisions are subject to revision by the County at any time prior to the signing of the Contract.
The submission of a proposal shall be considered an offer to contract, and should the proposer be awarded a contract, shall signify the proposer’s agreement to be bound by all the terms, conditions (including insurance requirements), and specifications set forth in this RFP and in the various proposal documents, unless specifically noted otherwise in the proposal, and subsequently agreed to in writing by the County.
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SECTION FIVE—PROPOSAL SUBMITTAL PROCESS
5.1 Submittal Documents
Proposers shall complete and submit the following documents in response to this RFP:
1. Signed Proposal Cover Page;
2. Proposal Checklist;
3. Local Vendor Preference form;
4. Exceptions to the terms and conditions of this RFP, if any;
5. Exceptions to the Sample Contract, if any;
6. Signed Non-Collusion Affidavit;
7. Response Clarification Addendum;
8. W-9;
9. Financial Report;
10. Qualification Proposal;
11. Pricing Proposal.
5.2 Proposal Submittal
One (1) electronic proposal shall be submitted to GSA-Purchasing via PlanetBids at the time specified in this RFP.
All proposals shall contain all of the elements set forth in Section 5.3 and shall be submitted in separate files, each clearly identifying the project name and number. The envelopes/packages shall be marked as follows:
Part One – Financial Report
Part Two – Qualification Proposal
Part Three – Pricing Proposal
5.3 Proposal Elements
Proposers shall address the proposal elements below:
5.3.1 Part One - Financial Report
The Financial Report is required to be submitted with the electronic proposal via www.stancounty.com/purchasing/county-bids.shtm.
Prior to any contracts being issued a Proposer must demonstrate to the County’s satisfaction that its company is financially sound. Proposers shall submit a Financial Report showing proof of financial profitability and stability, including their most recent audited financial statements. If a Proposer is not a public corporation, it too shall submit proof of financial profitability and stability with verifiable financial information of a nature comparable to audited financial statements. In some cases an alternate option may be made available upon the discretion of the Purchasing department. Contact Purchasing for more information prior to the proposal response date.
The Financial Report shall be submitted in its own electronic file, marked “FINANCIAL REPORT”. Proposers must submit one (1) copy of Financial Reports which includes detailed information about the proposer’s financial condition, including:
1. Audited financial statements for the three (3) most-recent fiscal years for which the statements are available, and interim if available. The statements must include balance #6..
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sheet, income statement, and a statement of cash flows. Statements must be complete with opinion, notes, management letters, and conform to Generally Accepted Accounting Practices (GAAP). If no audited statements are available, explain why and submit unaudited financial statements. Statement of Income and Retained Earnings, for the three (3) most-recent fiscal years, prepared by an independent auditing firm.
2. The percent of proposer’s annual revenue that this contract would represent.
Note: Proposers may not submit income tax returns in lieu of the above requested items.
5.3.2 Part Two - Qualification Proposal
One (1) Qualification Proposal is required to be uploaded electronically via www.stancounty.com/purchasing/county-bids.shtm.
Submit via www.stancounty.com/purchasing/county-bids.shtm:
One (1) electronic copy of the Qualification Proposal is required. The Qualification Proposal file shall be marked “QUALIFICATION PROPOSAL”. The Qualification Proposal shall consist of items 1 – 11 listed above, and shall contain all the elements set forth below:
1. Evidence of Proposer’s authority to conduct business within the State of California.
2. Proposer’s Number of years in business providing the services requested by this RFP.
3. Indicate the primary contacts (and management hierarchy) that will be available for all aspects of services under this RFP:
3.1 Provide a list of all sub-consultants that will be providing services to the Proposer for the completion of the Scope of Work and describe the role they will perform. Include for each sub-consultant:
3.2 The firm’s name, name of the key representative, address, valid California Contractor business license number and telephone number; or
3.3 If no sub-consultant(s) will be used, include a statement stating thus.
4. Identify whether, during the prior five (5) years, any of Proposer’s principals have been involved in litigation or arbitration of any kind relating to services similar to those requested by this RFP. If yes, provide the name of the public agency and briefly detail the dispute.
5. Identify whether Proposer has had a service agreement terminated for convenience or default in the prior five years. If yes, provide details of contact information for each contract, including: names, addresses, telephone numbers and the reason for termination.
6. Identify whether Proposer’s firm, owners, and/or any principal or manager involved in, or is Proposer aware of, any pending litigation regarding professional misconduct or bad faith, and provide details.
7. Identify whether Proposer’s firm, owners, and/or any principals or managers are involved in or aware of any pending disciplinary action and/or investigation conducted by any local, state, or federal agency, and provide details. #6..
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8. Provide a list of at least (3) references for projects completed in the past five (5) years for government agencies to whom Proposer provided services similar to those requested by this RFP, including:
8.1 Client name, contact person, and current telephone number;
8.2 Project description and location;
8.3 Description of services provided;
8.4 Budget performance;
8.5 Schedule performance;
8.6 Key personnel involved; and
8.7 Sub-consultants employed.
9. Submit a technical proposal describing the detailed scope of work that will be completed to accomplish the Scope of Work outlined in this RFP. The technical proposal shall include a description of Proposer’s understanding of the specific project goals and requirements with highlights of those goals and requirements that are particularly significant to the project and the delivery of services;
10. Brief history of the firm, including ownership structure, key principals, and current organization structure:
10.1 History of the proposer’s overall capabilities.
10.2 Firms’ Recent and related experience and expertise performing services requested by this RFP.
10.3 Provide information on proposer’s current work load, facilities, resources, and experience that clearly demonstrates proposer’s ability to successfully complete the Project within the time constraints stated.
11. Indicate the primary contacts (and management hierarchy) that will be available for all aspects of services under this RFP:
11.1 Attach resumes of the individuals who will be assigned to this project.
Include certifications and licenses of individuals.
11.2 Provide an overview of the staffing plan.
11.3 Provide a list of all sub-consultants that will be providing services to the proposer for the completion of the Scope of Work and describe the role they will perform. Include for each sub-consultant:
11.3.1 The firm’s name, name of the key representative, address, valid California Contractor’s license
number, and telephone number.
11.3.2 If no sub-consultant(s) will be used, include a
statement stating thus.
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Proposal documents not identified above shall be included in a section labeled “Other RFP documents.”
5.3.3 Part Three - Pricing Proposals
One (1) Pricing Proposal is required to be uploaded electronically via www.stancounty.com/purchasing/county-bids.shtm prior to the due date.
The Pricing Proposal shall be submitted in its own electronic file, marked “PRICING PROPOSAL”.
Proposers are required to submit one (1) Pricing Proposal in original response only, which shall include the following:
1. A document that details the total cost in U.S. dollars to the County for the proposal being submitted.
2. Proposers shall provide the Agreement Budget and Budget Narrative within the time allotment for completing the scope of work outlined in the RFP. This shall form the basis for payments to the successful proposer, as well as for adjustments to the value of the Agreement in the event the scope of work varies from that proposed.
3. The proposer shall provide Agreement Budget and Budget Narrative to complete the project in the timeframe indicated in Section I, Item 1.3; Contract Duration. Should the County and the successful proposer mutually agree to renew the Agreement, the budget provided by the proposer in its RFP response for the subsequent years shall be utilized.
4. All costs incurred and billed to the County, including labor, materials, overhead and profit shall be included within the Pricing Proposal.
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SECTION SIX—EVALUATION CRITERIA AND PROPOSER SELECTION
6.1 Evaluation of Proposals
This section identifies the selection process, evaluation criteria, and steps that shall be used in evaluating Proposer responses. Award shall be made to the Proposer whose proposal is determined in writing to (a) best meet the criteria set forth herein and (b) provide the best value to the County. The following describes the evaluation process and associated components.
6.2 Selection Process
The County shall establish an Evaluation Committee (EC) composed of representatives from the County for the purpose of evaluating the proposals received in response to this RFP. The County may elect to include as part of the Committee qualified representatives from other agencies or entities.
The EC shall be responsible for performing the evaluations of each proposal, including an evaluation of the proposed cost. Each member of the EC shall rate the proposals separately unless the proposals are technical in nature. In such cases a subject matter expert may be called upon to score that section of the RFP for all proposals. The scores of each member of the EC shall then be averaged to provide a total score for each of the proposers.
Proposal documentation requirements set forth in this RFP are designed to provide guidance to the proposer concerning the type of information that shall be used by the EC. Proposers shall be prepared to respond to requests by the EC for oral presentations, facility surveys, and other items deemed necessary to assist in the detailed evaluation process. Proposers are advised that the County, at its option, may award this proposal on the basis of the initial proposals.
6.3 Evaluation Phases
It is anticipated that the following steps will be performed by the Evaluation Committee (EC) in evaluating proposals; however, a strict observance to the evaluation steps is not required. A description of each evaluation step is provided below:
6.3.1 Phase I: Evaluate Proposal Submission and Financials (Pass/Fail) Phase I is a pass/fail evaluation of submission completeness (“responsiveness”) and the financial viability of the Proposer. GSA-Purchasing will conduct a pass/fail analysis of (a) each submitted proposal package for completeness and (b) the financial stability of each Proposer based upon the Financial Report submitted. During Phase I, the Pricing Proposals will remain unopened and be retained by Purchasing. Upon completion of its analysis, Purchasing will forward the qualification proposals submitted by Proposers who passed Phase I to the Evaluation Committee (EC). The Pricing Proposals will remain with Purchasing until the EC has completed the evaluation of the Qualification Proposals.
6.3.2 Phase II: Qualification Proposal Evaluation
In Phase II, the EC will review and evaluate the Qualification Proposals, and each Proposer will be given a score. During this phase, reference checks will be performed, and Proposers may be interviewed. Should the County exercise the option to interview, only those Proposers judged by the EC to be the most qualified to perform the work contemplated herein shall be placed on an "interview list." Those Proposers on the interview list shall be requested to make a formal presentation of their proposals to the #6..
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County. On the basis of the oral presentation and the written proposal, the evaluators shall make a final ranking of potential Proposers.
In cases where the County has not already specified interviews as part of the Phase II evaluation process, and where Phase II scoring of any of the three top-rated proposers fall within 5% of one another, mandatory interviews of those three top-rated proposers shall be automatically triggered. The scoring for such interviews will be treated as bonus points, with the total possible points awarded to each of the three proposers limited to 5% of the published RFP points total. After such interviews, the scores for these top three proposers shall be recalculated and finalized separately from the other proposers who did not qualify for the interview process.
6.3.3 Phase III: Proposed Pricing
In Phase III, Purchasing shall evaluate pricing proposals using a weighted average, with the lowest price assigned 100% of the points possible.
In determining the amount proposed by each proposer, the County shall disregard the mathematical errors in addition, subtraction, multiplication and division that appear obvious on the face of the proposal. When an item price is required to be set forth in the proposal and the total for the item set forth separately does not agree with a figure which is derived by multiplying the item price times the County's estimate of the quantity of work to be performed for said item, the item price shall prevail over the sum set forth as the total for the item unless, in the sole discretion of the County, such a procedure would be inconsistent with the policy of the proposal procedure. The total paid for each such item of work shall be based upon the item price and not the total price.
Should the proposal contain only a total price for the item and the item price is omitted, the County shall determine the item price by estimated quantities of work to be performed as items of work. If the proposal contains neither the item price nor the total price for the item, then it shall be deemed incomplete and the proposal shall be disregarded.
6.3.4 Calculation of Final Score
Upon completion of all phases of the evaluation process, the scores shall be totaled. The proposals shall be evaluated on the following categories considering the maximum weight possible for each category as listed below:
EVALUATION CATEGORIES MAXIMUM POINTS
PHASE I PASS/FAIL
PHASE I – Review and Evaluate Financials
Notify Proposers Not Proceeding onto Phase II PASS/FAIL PHASE II 100 MAXIMUM POINTS
Proposer’s Response
• Ability to procure specified components at discount
• Ability to complete work on vehicles in timely manner 35 #6..
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Qualifications
• Manufacturer certifications& familiarity with components • Warranty offered for installation
• Performance of manufacturer warranty work
• Ability to pick up and deliver vehicles
35 Understanding the Project
• Relevant experience with other government agencies
• References
30 PHASE III 20 MAXIMUM POINTS
Phase III – Pricing Proposal 20
TOTAL POSSIBLE POINTS: 120
6.4 Award
Award will be made to the Proposers whose proposals best meets the criteria set forth herein and provides the best value to the County, with price and all other factors considered. #6..
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SECTION SEVEN - STANDARD CONTRACT INFORMATION
7.1 Contract Approval
The RFP and the selection processes do not obligate the County and do not create rights, interests, or claims of entitlement in the apparent best evaluated Proposer. Contract award and County obligations pursuant thereto shall commence only after the contract is signed by the Proposer, the Purchasing Agent, and by all other County officials as required by County ordinances and regulations to establish a legally binding contract.
7.2 Contract Payments
Contract payments shall be made in accordance with the payment terms and conditions set forth in the final contract. No payment shall be made until the contract is fully executed and approved as required by County ordinances and regulations. Under no conditions shall the County be liable for payment of any type associated with the contract or responsible for any work done by the proposer regardless of whether work was done in good faith and upon verbal direction to proceed with the delivery of services, if such direction occurs before (a) the contract start date specified by the contract or (b) contract approval by County officials as required by applicable statutes and rules of the County of Stanislaus.
7.3 RFP and Proposal Incorporated into Final Contract
This RFP and the successful proposal shall be incorporated into the final contract.
7.4 Contract Monitoring
The County may employ all reasonable means to ensure that the services are progressing and being performed in compliance with the Contract. At reasonable times, the County may inspect those areas of the successful proposer’s leased space that are related to the performance of the contract. If the County requires such an inspection, the successful proposer shall provide reasonable access and assistance.
The County shall name an administrative liaison (Owner’s Representative) to function as the Contractor’s primary contact for daily operations. In addition, County shall designate one administrator who has final responsibility for administration of the contract and resolution of any disputes.
7.5 Contract Amendment
During the course of this contract, the County may request the successful proposer to perform additional work for which the successful proposer would be compensated. Such work shall be within the general scope of this RFP. In such instances, the County shall provide a written description of the additional work, and the successful proposer shall submit a time schedule for accomplishing the additional work and a price for the additional work based on the rates included in the successful proposer’s response to this RFP. If the County and the successful proposer reach an agreement regarding the work and associated compensation, said Contract shall become effective by means of a Contract amendment. Any such amendment requiring additional work must be mutually agreed upon by the parties and signed by the successful proposer and the head of the procuring County agency and must be approved by other County officials as required by County laws and regulations. The successful proposer shall not commence additional work until the County has issued a written contract amendment and secured all required approvals.
7.6 Sample Contract:
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AGREEMENT
FOR
INDEPENDENT CONTRACTOR SERVICES
This Agreement for Independent Contractor Services (the “Agreement”) is made and entered into by and between the County of Stanislaus ("County") and _________________, a _______________ [corporation, LLC], ("Contractor") as of ________________________, 2022.
Recitals
WHEREAS, the County has a need for services involving _____________________; WHEREAS, the Contractor is specially trained, experienced and competent to perform and has agreed to provide such services; and
NOW, THEREFORE, in consideration of the mutual promises, covenants, terms and conditions hereinafter contained, the parties hereby agree as follows:
Terms and Conditions
1) Scope of Work
a) The Contractor shall furnish to the County upon execution of this Agreement or receipt of the County's written authorization to proceed, those services and work set forth in Exhibit A. b) All documents, drawings, and written work product prepared or produced by the Contractor under this Agreement, including without limitation electronic data files, are the property of the Contractor; provided, however, the County shall have the right to reproduce, publish and use all such work, or any part thereof, in any manner and for any purposes whatsoever and to authorize others to do so. If any such work is copyrightable, the Contractor may copyright the same, except that, as to any work which is copyrighted by the Contractor, the County reserves a royalty-free, non-exclusive, and irrevocable license to reproduce, publish, and use such work, or any part thereof, and to authorize others to do so. c) Services and work provided by the Contractor at the County'srequest under this Agreement will be performed in a timely manner consistent with the requirements and standards established by applicable federal, state and County laws, ordinances, regulations, and resolutions, and in accordance with a schedule of work set forth in Exhibit A. If there is no schedule, the hours and times for completion of said services and work are to be set by the Contractor; provided, however, that such schedule is subject to review by and concurrence of the County.
2) Consideration
a) County shall pay Contractor as set forth in Exhibit A. b) Except as expressly provided in Exhibit A of this Agreement, Contractor shall not be entitled to nor receive from County any additional consideration, compensation, salary, wages or other type of remuneration for services rendered under this Agreement. Specifically, Contractor shall not be entitled by virtue of this Agreement to consideration in the form of overtime, health insurance benefits, retirement benefits, disability retirement benefits, sick leave, vacation time, paid holidays or other paid leaves of absence of any type or kind whatsoever.
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c) County will not withhold any Federal or State income taxes or Social Security tax from any payments made by County to Contractor under the terms and conditions of this Agreement. Payment of all taxes and other assessments on such sums is the sole responsibility of Contractor. County has no responsibility or liability for payment of Contractor's taxes or assessments. d) Pursuant to Penal Code section 484b and to Business and Professions Code section 7108.5, the Contractor must apply all funds and progress payments received by the Contractor from the County for payment of services, labor, materials or equipment to pay for such services, labor, materials or equipment.
Pursuant to Civil Code section 1479, the Contractor shall direct or otherwise manifest the Contractor’s intention and desire that payments made by the Contractor to subcontractors, suppliers and materialmen shall be applied to retire and extinguish the debts or obligations resulting from the performance of this Agreement.
3) Term
a) The term of this Agreement shall be from the date of approval of this Agreement until completion of the agreed upon services unless sooner terminated as provided below or unless some other method or time of termination is listed in Exhibit A.
b) Should either party default in the performance of this Agreement or materially breach any of its provisions, the other party, at that party's option, may terminate this Agreement by giving written notification to the other party.
c) This Agreement shall terminate automatically on the occurrence of (a) bankruptcy or insolvency of either party, (b) sale of Contractor's business, (c) cancellation of insurance required under the terms of this Agreement, and (d) if, for any reason, Contractor ceases to be licensed or otherwise authorized to do business in the State of California, and the Contractor fails to remedy such defect or defects within thirty (30) days of receipt of notice of such defect or defects. d) The County may terminate this agreement upon 30 days prior written notice to the Contractor. Termination of this Agreement shall not affect the County’s obligation to pay for all fees earned and reasonable costs necessarily incurred by the Contractor as provided in Paragraph 2 herein, subject to any applicable setoffs.
4) Required Licenses, Certificates and Permits
4.1 Any licenses, certificates or permits required by the federal, state, county or municipal governments for Contractor to provide the services and work described in Exhibit A must be procured by Contractor and be valid at the time Contractor enters into this Agreement. Further, during the term of this Agreement, Contractor must maintain such licenses, certificates and permits in full force and effect.
Licenses, certificates and permits may include but are not limited to driver's licenses, professional licenses or certificates and business licenses. Such licenses, certificates and permits will be procured and maintained in force by Contractor at no expense to the County.
4.2 Contractor further certifies to County that it and its principals are not debarred, suspended, or otherwise excluded or ineligible for participation in federal, state or county government contracts.
Contractor certifies that it shall not contract with a subcontractor that is so debarred or suspended. 5) Office Space, Supplies, Equipment, Etc.
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Unless otherwise provided in Exhibit A, Contractor shall provide such office space, supplies, equipment, vehicles, reference materials and telephone service as is necessary for Contractor to provide the services identified in Exhibit A to this Agreement. County is not obligated to reimburse or pay Contractor for any expense or cost incurred by Contractor in procuring or maintaining such items. Responsibility for the costs and expenses incurred by Contractor in providing and maintaining such items is the sole responsibility and obligation of Contractor.
6) Insurance
Coverage Required: Contractor shall obtain, and maintain at all times during the term of this Agreement, insurance coverage in the amounts and coverage specified in the attached “Exhibit B.” 7) Defense and Indemnification
a) To the fullest extent permitted by law, Contractor shall indemnify, hold harmless and defend the County and its agents, officers and employees from and against all claims, damages, losses, judgments, liabilities, expenses and other costs, including litigation costs and attorneys’ fees, arising out of, resulting from, or in connection with the performance of this Agreement by the Contractor or Contractor's officers, employees, agents, representatives or subcontractors including those resulting in or attributable to personal injury, death, or damage or destruction to tangible or intangible property, including the loss of use.
b) Contractor's obligation to defend, indemnify and hold the County and its agents, officers and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this Agreement for Contractor to procure and maintain a policy of insurance.
7.3 Contractor shall indemnify, defend and hold harmless and shall be responsible for any and all federal, state and local taxes, fees, or contributions required to be paid with respect to Contractor and Contractor’s officers, employees, and agents engaged in the performance of this Agreement, including and without limitation unemployment insurance, social security and payroll tax withholding. 8) Status of Contractor
a) All acts of Contractor and its officers, employees, agents, representatives, subcontractors and all others acting on behalf of Contractor relating to the performance of this Agreement, shall be performed as independent contractors and not as agents, officers or employees of County. Contractor, by virtue of this Agreement, has no authority to bind or incur any obligation on behalf of County. Except as expressly provided in Exhibit A, Contractor has no authority or responsibility to exercise any rights or power vested in the County. No agent, officer or employee of the County is to be considered an employee of Contractor. It is understood by both Contractor and County that this Agreement shall not be construed or considered under any circumstances to create an employer-employee relationship or a joint venture. b) At all times during the term of this Agreement, the Contractor and its officers, employees, agents, representatives or subcontractors are, and shall represent and conduct themselves as, independent contractors and not employees of County.
c) Contractor shall determine the method, details and means of performing the work and services to be provided by Contractor under this Agreement. Contractor shall be responsible to County only for the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to County's control with respect to the physical action or activities of Contractor in fulfillment of this Agreement. Contractor has control over the manner and means of #6..
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performing the services under this Agreement. Contractor is permitted to provide services to others during the same period service is provided to County under this Agreement. If necessary, Contractor has the responsibility for employing other persons or firms to assist Contractor in fulfilling the terms and obligations under this Agreement.
d) If in the performance of this Agreement any third persons are employed by Contractor, such persons shall be entirely and exclusively under the direction, supervision and control of Contractor.
All terms of employment including hours, wages, working conditions, discipline, hiring and discharging or any other term of employment or requirements of law shall be determined by the Contractor. e) It is understood and agreed that as an independent Contractor and not an employee of County, the Contractor and the Contractor's officers, employees, agents, representatives or subcontractors do not have any entitlement as a County employee, and do not have the right to act on behalf of the County in any capacity whatsoever as an agent, or to bind the County to any obligation whatsoever. f) It is further understood and agreed that Contractor must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Contractor's assigned personnel under the terms and conditions of this Agreement.
8.7 Contractor retains all of their powers and authority to direct and control to the full extent of
the law. Included in but not limited to those duties and powers are the rights to: direct the work of its employees; establish the developmental philosophy, goals, and objectives; ensure the rights and opportunities of children and families; determine the staffing patterns; determine the number and kinds of personnel required; determine the classification of positions; maintain the efficiency of the program operation; determine the curriculum; develop a budget; develop and implement budget procedures. In addition, the Contractors retain the right to hire, assign, evaluate, promote, terminate, and discipline employees, and to take action on any matter in the event of an emergency. The exercise of the foregoing powers, rights, authority, duties, and responsibilities by the Contractors, the adoption of policies, rules, regulation, and practices in furtherance thereof, and the use of judgment and discretion in connection therewith, shall be limited only by the specific and express terms of this Agreement, and then only to the extent such specific and express terms are in conformance with the laws of the State of California.
8.8 As an independent Contractor, Contractor hereby indemnifies and holds County harmless from any and all claims that may be made against County based upon any contention by any third party that an employer-employee relationship exists by reason of this Agreement. 9) Records and Audit
a) Contractor shall prepare and maintain all writings, documents and records prepared or compiled in connection with the performance of this Agreement for a minimum of four (4) years from the termination or completion of this Agreement. This includes any handwriting, typewriting, printing, photostatic, photographing and every other means of recording upon any tangible thing, any form of communication or representation including letters, words, pictures, sounds or symbols or any combination thereof.
b) Any authorized representative of County shall have access to any writings as defined above for the purposes of making audit, evaluation, examination, excerpts and transcripts during the period such records are to be maintained by Contractor. Further, County has the right at all reasonable times to audit, inspect or otherwise evaluate the work performed or being performed under this Agreement. #6..
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10) Confidentiality
The Contractor agrees to keep confidential all information obtained or learned during the course of furnishing services under this Agreement and to not disclose or reveal such information for any purpose not directly connected with the matter for which services are provided. 11) Nondiscrimination
11.1 Non-Discrimination. During the performance of this Agreement, Contractor and its officers employees, agents, representatives or subcontractors shall not unlawfully discriminate in violation of any Federal, State or local law, rule or regulation against any employee, applicant for employment or person receiving services under this Agreement because of race, religious creed, color, national origin, ancestry, physical or mental disability including perception of a disability, medical condition, genetic information, pregnancy related condition, marital status, gender/sex, sexual orientation, gender identity, gender expression, age (over 40), political affiliation or belief, or military and veteran status. Contractor and its officers, employees, agents, representatives or subcontractors shall comply with all applicable Federal, State and local laws and regulations related to non-discrimination and equal opportunity, including without limitation the County’s non-discrimination policy; the Fair Employment and Housing Act (Government Code sections 12900 et seq.); California Labor Code sections 1101, and 1102; the Federal Civil Rights Act of 1964 (P.L. 88-352), as amended; and all applicable regulations promulgated in the California Code of Regulations or the Code of Federal Regulations.
11.2 Contractor shall include the non-discrimination and compliance provisions of this clause in all subcontracts to perform work under this Agreement.
11.3 Contractor shall provide a system by which recipients of service shall have the opportunity to express and have considered their views, grievances, and complaints regarding Contractor's delivery of services.
12) Assignment
This is an agreement for the services of Contractor. County has relied upon the skills, knowledge, experience and training of Contractor and the Contractor's firm, associates and employees as an inducement to enter into this Agreement. Contractor shall not assign or subcontract this Agreement without the express written consent of County. Further, Contractor shall not assign any monies due or to become due under this Agreement without the prior written consent of County. 13) Waiver of Default
Waiver of any default by either party to this Agreement shall not be deemed to be waiver of any subsequent default. Waiver or breach of any provision of this Agreement shall not be deemed to be a waiver of any other or subsequent breach and shall not be construed to be a modification of the terms of this Agreement unless this Agreement is modified as provided below. 14) Notice
Any notice, communication, amendment, addition or deletion to this Agreement, including change of address of either party during the term of this Agreement, which Contractor or County shall be required or may desire to make shall be in writing and may be personally served or, alternatively, sent by prepaid first-class mail to the respective parties as follows:
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To County: To Contractor:
Stanislaus County Purchasing Agent
1010 10th Street, Suite 5400
Modesto, CA 95354
15) Conflicts
Contractor agrees that it has no interest and shall not acquire any interest direct or indirect which would conflict in any manner or degree with the performance of the work and services under this Agreement.
16) Severability
If any portion of this Agreement or application thereof to any person or circumstance shall be declared invalid by a court of competent jurisdiction or if it is found in contravention of any federal, state or county statute, ordinance or regulation; the remaining provisions of this Agreement or the application thereof shall not be invalidated thereby and shall remain in full force and effect to the extent that the provisions of this Agreement are severable.
17) Amendment
This Agreement may be modified, amended, changed, added to or subtracted from by the mutual consent of the parties hereto if such amendment or change is in written form and executed with the same formalities as this Agreement and attached to the original Agreement to maintain continuity. 18) Entire Agreement
This Agreement supersedes any and all other agreements, either oral or in writing, between any of the parties herein with respect to the subject matter hereof and contains all the agreements between the parties with respect to such matter. Each party acknowledges that no representations, inducements, promises or agreements, oral or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement, statement or promise not contained in this Agreement shall be valid or binding.
19) Advice of Attorney
Each party warrants and represents that in executing this Agreement, it has received independent legal advice from its attorneys or the opportunity to seek such advice. 20) Construction
Headings or captions to the provisions of this Agreement are solely for the convenience of the parties, are not part of this Agreement, and shall not be used to interpret or determine the validity of this Agreement. Any ambiguity in this Agreement shall not be construed against the drafter, but rather the terms and provisions hereof shall be given a reasonable interpretation as if both parties had in fact drafted this Agreement.
21) Governing Law and Venue
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This Agreement shall be deemed to be made under and shall be governed by and construed in accordance with, the laws of the State of California. Any action brought to enforce the terms or provisions of this Agreement shall have venue in the County of Stanislaus, State of California.
22. Authorized Signature
The person signing this Agreement (“Signatory”) represents and warrants that he or she is duly authorized and has legal capacity to execute this Agreement. Signatory represents and warrants that the execution and delivery of the Agreement and the performance of Contractor’s obligations hereunder has been duly authorized and that the Agreement is a valid and legal agreement binding on Contractor and enforceable in accordance with its terms.
23. Electronic Signatures
Each party agrees that the electronic signatures (whether digital or encrypted) of the parties included in this Agreement are intended to authenticate this writing and to have the same force and effect as manual signatures. Electronic signature means any electronic sound, symbol, or process attached to or logically associated with a record and executed and adopted by a party with the intent to sign such record (including facsimile or email electronic signatures) pursuant to the California Uniform Electronic Transactions Act (Cal. Civ. Code § 1633.1 et seq.) as amended from time to time.
24. Certification Regarding Economic Sanctions Pursuant To California State Executive Order N-6-22
24.1 Contractor shall review their investments and contracts to ensure their compliance with economic sanctions imposed by the U.S. government in response to Russia's actions in Ukraine, as well as any sanctions imposed under state law (collectively, economic sanctions), and to take actions to support the Ukrainian government and people, including by refraining from new investments in, and financial transactions with, Russian institutions or companies that are headquartered or have their principal place of business in Russia (Russian entities), not transferring technology to Russia or Russian entities, and by directly providing support to the government and people of Ukraine.
24.2 County shall terminate any contract with any individual or entity that is in violation of Executive Order N-6-22 or that is subject to economic sanctions therein, and shall not enter a contract with any such individual or entity while the Order is in effect.
24.3 For contracts valued at $5 million or more, Contractor shall provide a written report to the County regarding compliance with economic sanctions and steps taken in response to Russia’s action in Ukraine, including but not limited to, desisting from making new investments in, or engaging in financial transactions with Russia or Russian entities, and directly providing support to Ukraine, while the Order is in effect.
[SIGNATURES SET FORTH ON FOLLOWING PAGE]
IN WITNESS WHEREOF, the parties or their duly authorized representatives have executed this Agreement on the day and year first hereinabove written. #6..
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COUNTY OF STANISLAUS
By:____________________________________
Dan Wirtz, GSA Director/Purchasing Agent
"County"
APPROVED: BOS Resolution #___________
CONTRACTOR NAME
By: _________________________________
Printed name: ________________________
Title: _______________________________
"Contractor”
APPROVED AS TO CONTENT:
________________ Department
By:____________________________________
Printed name: ___________________________
Title:__________________________________
APPROVED AS TO FORM:
Thomas E. Boze, County Counsel
By:____________________________________
, Deputy County Counsel
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EXHIBIT A
A. SCOPE OF WORK
The Contractor shall provide services under this Agreement as follows:
[Use either “Contractor’s proposal” paragraph shown below and include the proposal with the contract, OR type a detailed description of scope of work the contractor will provide under this project.] as set forth in the Contractor’s proposal and scope of work dated _____________________, attached hereto and, by this reference, made a part hereof.
B. COMPENSATION
The Contractor shall be compensated for the services provided under this Agreement as follows:
[Select either the time & materials compensation paragraph or the subsequent lump compensation paragraphs, including the retention paragraph at the end.] Time & Materials Paragraph
1) Contractor will be compensated on a time and materials basis, based on the hours worked by the Contractor’s employees or subcontractors, multiplied by the current Schedule of Rates attached hereto and, by this reference, made a part hereof; provided, however, the Contractor will provide the County 30-days notice before any change in the rate schedule takes effect. In addition to the aforementioned fees, Contractor will be reimbursed for the following expenses, plus any expenses agreed to by the parties as set forth in a Schedule of Rates attached hereto, that are reasonable, necessary and actually incurred by the Contractor in connection with the services:
(a) Any filing fees, permit fees, or other fees paid or advanced by the Contractor. (b) Expenses, fees or charges for printing, reproduction or binding of documents at actual costs.
Lump sum Paragraphs
2) Contractor will be compensated on a lump sum basis for each task as set forth in the proposal and scope of work dated ______________________, attached hereto and, by this reference, made a part hereof. In addition to the aforementioned fees, Contractor will be reimbursed for the following expenses, plus any expenses agreed to by the parties as set forth in a Schedule of Rates attached hereto, that are reasonable, necessary and actually incurred by the Contractor in connection with the services:
(a) Any filing fees, permit fees, or other fees paid or advanced by the Contractor. (b) Expenses, fees or charges for printing, reproduction or binding of documents at actual costs.
3) The County shall retain ten (10) percent of all periodic or progress payments made to the Contractor until completion and acceptance of all work tasks. #6..
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RFP 22-16-AS Page 31 (Rev.2020.08.20)
Vehicle Upfitting Services
Include the following limitation provision no matter which compensation paragraphs are selected above. 4) The parties hereto acknowledge the maximum amount to be paid by the County for services provided under the term of this Agreement shall not exceed $________________, including, without limitation, the cost of any subcontractors, consultants, experts or investigators retained by the Contractor to perform or to assist in the performance of its work under this Agreement.
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RFP 22-16-AS Page 32 (Rev.2020.08.20)
Vehicle Upfitting Services
SECTION EIGHT – SUBMITTAL DOCUMENTS
8.1 The following attached forms must be completed and included in the Proposal Submittal:
• Proposal Cover Page
• Proposal Submittal Checklist
• Response Clarification Addendum
• Non-Collusion Affidavit to be Executed by Proposer and Submitted • Non-Collusion Affidavit Signature Page
• Bond Requirements (if applicable)
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RFP 22-16-AS Page 33 (Rev.2020.08.20)
Vehicle Upfitting Services
PROPOSAL COVER PAGE
Please return this checklist with Request for Proposal submittal packet.
The undersigned certifies and declares that any and all statements and information in the attached proposal are true and correct.
RFP PROPOSER’S INFORMATION
Name of Proposing Agency:
Primary Contact for Proposing Agency:
Project Name: Vehicle Upfitting Services RFP #: 22-16-AS RFP Closing Date: June 28, 2022 Business Address:
City: Zip Code: State:
Phone: Fax #:
Taxpayer ID #: Business License #:
Email: Other License # (CSLB, etc.):
Department of Industrial Relations (DIR) Registration # (if applicable):
Sub -Consultant/Subcontractor(s) Name and License Numbers a.
b.
c.
d.
Date Signed:
Print Name:
Signature: Initials:
Title:
**SIGN & RETURN THIS PAGE**
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RFP 22-16-AS Page 34 (2019.02.07)
Vehicle Upfitting Services
PROPOSAL SUBMITTAL CHECKLIST
Please return this checklist with Request for Proposal submittal packet.
SUBMITTAL CHECKLIST
YES NO
1 Signed Proposal Cover Page
2 Signed Proposal Checklist (this document)
3 Local Vendor Preference Notice
4 Exceptions to the terms and conditions of this RFP, if any 5 Exceptions to the Sample Contract, if any
6 Signed Non-Collusion Affidavit
7 Response Clarification Addendum
8 W9 form Request for Taxpayer Identification Number and Certification 9 One (1) separately sealed envelope marked “FINANCIAL REPORTS” (original hard-copy submittal only)
10 One (1) original in a separately sealed package marked "QUALIFICATION PROPOSAL" (original hard-copy and electronic submittals)
11 One (1) original in a separately sealed envelope marked “PRICING PROPOSAL" (original hard-copy and electronic submittals) Date Signed:
Print Name:
Signature: Initials:
Title:
**SIGN & RETURN THIS PAGE**
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RFP 22-16-AS Page 35 (2019.02.07)
Vehicle Upfitting Services
RESPONSE CLARIFICATION ADDENDUM
RESPONSE CLARIFICATION ADDENDUM
Addendum Number Dated Date Received Initials
Print Proposers Name:
Proposers Signature:
Title:
Signed addenda/addendum to be included in the RFP response. If an addenda/addendum is issued, the Proposer shall complete the above form and return it with the RFP response. **SIGN & RETURN THIS PAGE**
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RFP 22-16-AS Page 36 (2019.02.07)
Vehicle Upfitting Services
NON-COLLUSION AFFIDAVIT
TO BE EXECUTED BY PROPOSER AND SUBMITTED WITH RFP
(Title 23 United States Code Section 112 and
Public Contract Code Section 7106)
To the County of Stanislaus, Stanislaus County Purchasing Division:
In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the Proposer declares that the RFP is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the proposal is genuine and not collusive or sham; that the Proposer has not directly or indirectly induced or solicited any other Proposer to put in a false or sham proposal, and has not directly or indirectly colluded, conspired, connived or agreed with any Proposer or anyone else to put in a sham proposal or that anyone shall refrain from proposing; that the Proposer has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the proposal price of the Proposer or any other Proposer, or to fix any overhead, profit, or cost element of the proposal price, or of that of any other Proposer, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the proposal are true; and, further, that the Proposer has not, directly or indirectly, submitted his or her proposal price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, proposal, depository, or to any member or agent thereof to effectuate a collusive or sham proposal.
DECLARATION UNDER PENALTY OF PERJURY
The undersigned Proposer declares and certifies under the penalty of perjury: that the only persons or parties interested in this RFP as principals are those named herein as Proposer, that he/she holds the position indicated below as a corporate officer or the owner or a partner in the business entity submitting this proposal; that the undersigned has examined the “General Conditions and Instructions to Proposers” and the specifications; that the undersigned is informed of all the relevant facts surrounding the preparation and submission of this RFP, that the undersigned (if awarded a contract) will execute and fully perform the contract for which the proposals are called; that the undersigned will perform all the work and/or furnish all the materials specified in the contract, in the manner and time therein prescribed, and according to the requirements as therein set forth; and that the undersigned will take in full payment therefore, the prices set forth in the pricing schedule of the contract; that the undersigned knows and represents and warrants to the County of Stanislaus that this proposal is prepared and submitted without collusion with any other person, business entity, or corporation with any interest in this proposal. (Please sign on the following page)
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RFP 22-16-AS Page 37 (2019.02.07)
Vehicle Upfitting Services
NON-COLLUSION AFFIDAVIT
TO BE EXECUTED BY PROPOSER AND SUBMITTED WITH RFP
I declare under penalty of perjury that the foregoing is true and correct.
RFP PROPOSER’S INFORMATION
Name of Proposer:
Primary Contact for Proposing Agency:
Business Address:
City: Zip Code: State:
Phone: Fax #:
Taxpayer ID #: Business License #:
Department of Industrial Relations (DIR)
Registration # (if applicable):
E-mail:
Type of Business:
Individual doing business under own name Corporation
Individual doing business using a firm name Partnership Joint Venture—attach agreement
Date Signed:
Print Name:
Signature: Initials:
Title:
To be signed by authorized corporate officer or partner or individual submitting the proposal.
The above Non-Collusion Affidavit is part of the RFP. Signing this RFP on the signature portion thereof shall also constitute signature of this Non-Collusion Affidavit. Proposers are cautioned that making a false certification may result in criminal prosecution. **SIGN & RETURN THIS PAGE**
SECTION NINE – INFORMATIONAL ATTACHMENTS
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RFP 22-16-AS Page 38 (2019.02.07)
Vehicle Upfitting Services
9.1 The following attached informational documents are attached hereto and made a part of this RFP:
• Exhibit A – Scope of Work / Technical Specifications
• Exhibit A1 – Example Unit 1
• Exhibit A2 – Example Unit 2
• Exhibit A3 – Example Unit 3
• Exhibit A4 – Example Unit 4
• Exhibit B – Insurance Requirements
• Bond Requirements (if applicable)
• SB-854 Notice (if applicable)
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RFP 22-16-AS Page 39 (2019.02.07)
Vehicle Upfitting Services
EXHIBIT A
SCOPE OF SERVICES
1. Vehicle Upfitting Services
Contractor shall provide all labor, materials, and equipment to purchase and install all parts listed.
1.1 Requirements
1.1.1 Upfitting installation work shall be consistently performed across all units with no substantive difference in design, layout, and installation from vehicle to vehicle.
1.1.2 Installation and parts for each vehicle must consist of the specific parts listed (no substitutions) and be consistent in each vehicle type.
1.1.3 Full description of the parts used for these installations are located on Exhibits A-1 through A-4 and include but are not limited to products from these manufacturers:
• Ray Allen Manufacturing
• Troy Products
• Sound Off Signal
• Westin
• Federal Signal
• EVCC
• Truck Vault
• Havis
• Whelen
• Santa Cruz Gun Locks
• Cole-Hersee
• Blue-Sea
• Kussmaul
• Secure Idle
• Intermotive
• Patrol Power
1.1.4 All wiring connections must be crimped and clearly labeled.
1.1.5 Wirings must be run through the center of the vehicle, under door sills, or above headliner and down pillars.
1.1.6 Contractor must provide upfitting services for each vehicle in timely fashion (ideally, no more than five (5) business days per vehicle). The time starts when work commences on vehicle at Contractor’s location unless other terms are agreed upon.
1.1.7 Contractor shall not let installation work to subcontractors unless agreed upon in advance and only after subcontractors are vetted and approved by the County.
1.2 Pick Up and Delivery
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RFP 22-16-AS Page 40 (2019.02.07)
Vehicle Upfitting Services
If possible, Contractor shall be responsible for picking up vehicles from various County locations and delivering upon completion.
1.3 Guarantee
Contractor shall guarantee in writing that installation will not void vehicle or component factory warranties.
2. Parts Only
Contractor shall provide discounted parts as needed for delivery directly to County locations from manufacturers listed in Section 1.1.3 above. #6..
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RFP 22-16-AS Page 41 (2019.02.07)
Vehicle Upfitting Services
EXHIBIT B
INSURANCE REQUIREMENTS - REFER TO RFP EXHIBIT B
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RFP 22-16-AS Page 42 (2019.02.07)
Vehicle Upfitting Services
BOND REQUIREMENTS
Section 3, General Requirements and Information, describes the specific security/bonding requirements. If required, only the successful Proposer shall submit a performance and payment bond as described in this RFP.
BOND REQUIRED
Proposal Security required Yes No Amount 10% of the Project Price Performance Bond required Yes No Amount 100% of the Project Price Payment Bond required Yes No Amount 100% of the Project Price
FOR COUNTY USE ONLY
Proposal was opened on the following date and at the prescribed place.
FOR COUNTY USE ONLY
Cashiers or Certified Check drawn on a California Bank. Yes No Surety Bond Yes No
Date:
Stanislaus County General Services Agency Purchasing Division Title:
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1 AGREEMENT# 280681 – FOR FLEET SERVICES UPFITTING FOR POLICE AND FIRE VEHICLES This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ____ day of _________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and NEXTGEN ALPHA UPFITTING, a California corporation, hereinafter called CONTRACTOR.
W I T N E S E T H:
WHEREAS, the Modesto City Council adopted Resolution No. 2024-______ authorizing the Award of Bid and agreement for FLEET SERVICES UPFITTING FOR POLICE AND FIRE VEHICLES to CONTRACTOR, attached hereto as Exhibit “A” and made a part hereof, and WHEREAS, the CONTRACTOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and WHEREAS, the CITY and CONTRACTOR shall enter into an agreement for FLEET SERVICES UPFITTING FOR POLICE AND FIRE VEHICLES as described in RFP 22-16-AS, attached hereto as Exhibit “C” and made a part hereof.
NOW, THEREFORE, the parties hereto mutually agree as follows:
1. THE WORK:
a) CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, bonds and #6..
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2 insurance necessary to perform and complete the required work as specified in Exhibit “C”, and in strict accordance with the conditions of the complete AGREEMENT. b) CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. c) CONTRACTOR shall maintain proper insurance with the CITY for the duration of the AGREEMENT.
d) CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.
e) CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated annual amount $400,000. The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $2,000,000. Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown on Bid attached hereto as Exhibit B.
AGREEMENT PRICING
STANDARD ORDER PARTS1
Minimum Discount Off List Price: 20-30%
SPECIAL ORDER PARTS2
Minimum Discount Off List Price: 20-30%
LABOR RATES (per hour)
Pick-Up / Delivery / Travel $105.00 PER HOUR
Custom Box Fabrication $125.00 PER HOUR
Law Enforcement / Small Vehicle Upfitting / Strip-Outs $125.00 PER HOUR Shop Rate $125.00 PER HOUR
Fabrication $150.00 PER HOUR
Mobile Service $125.00 PER HOUR
Vehicle Down / Emergency: $175.00 PER HOUR
1 “Standard-Order Parts”refers to parts from manufacturers for whom the contractor is a licensed reseller. 2 “Special Order Parts” refers to parts from manufacturers for whom the contractor is not a licensed reseller. #6..
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3 2. CITY REPRESENTATIVE:
CITY Representative is: Lawrence Devereaux, Fleet Manager 209-342-2214, [email protected]
Purchasing Representative: Kim Presson, Buyer 209-577-5375, [email protected] The CITY Representative is not authorized to commit the CITY to changes in specifications, requirements, or scope of work, changes in price(s), period of performance or delivery date(s) or method of shipment. Changes of a contractual or business nature shall be effective only by written change to the AGREEMENT, issued by the City of Modesto, Purchasing Division.
3. CONTRACTOR CONTACT:
Sumeet Singh, Owner
Phone# 916-423-5052
Email: [email protected]
4. TERM OF AGREEMENT:
The term of the AGREEMENT shall be for a period of two years, with three one-year extension options at the sole discretion of CITY, for a total of up to five years.
Year 1: SEPTEMBER 11, 2024 through SEPTEMBER 10, 2025
Year 2: SEPTEMBER 11, 2025 through SEPTEMBER 10, 2026
Year 3: SEPTEMBER 11, 2026 through SEPTEMBER 10, 2027
Year 4: SEPTEMBER 11, 2027 through SEPTEMBER 10, 2028
Year 5: SEPTEMBER 11, 2028 through SEPTEMBER 10, 2029
Pricing as set forth in Section 1.e. above shall remain firm for the first two years of the AGREEMENT.
Price increases for any subsequent AGREEMENT years following the second year, shall not exceed the percentage change in the Consumer Price Index (CPI) for the City of Modesto West Urban Area in #6..
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4 any one AGREEMENT year, and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by CONTRACTOR in writing, ninety (90) days prior to the annual anniversary date of the AGREEMENT to be effective for the subsequent year.
Price adjustments for diesel fuel fluctuations may be considered. A thirty (30) day written notice is required for consideration. Any price adjustment shall be negotiated through the Purchasing Division, and approved at the sole discretion of the CITY. The index used to determine price adjustments on diesel fuel shall come from the Energy Information Administration Website:
HTTPS://WWW.EIA.GOV/PETROLEUM/GASDIESEL/, California data
5. LIABILITY INSURANCE:
The CONTRACTOR shall provide, at its own expense, and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the CITY as may be required by the City Clerk of the CITY. The policies or certificates thereof shall provide that, at least 30 days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the CITY via PINS Advantage Insurance Program, for all of the following stated insurance policies.
a. General Liability - insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limity shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. Vendor must show proof of Garage Liabilty with a minimum limit of liability per occurrence of $1,000,000 and Garage Keeper’s Liability with a minimum of $75,000 coverage. The insurance shall indicate on the certificate of insurance the following coverage and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent contractors and subcontractors; products and completed operations; and/or professional liability. b. Automobile Liability – insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage and transportation related pollution liability. This insurance shall cover #6..
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5 any automobile for bodily injury and property damage. c. Workers' Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000 per accident for bodily injury or disease.
If at any time any of said policies shall be unsatisfactory to the CITY, as to form or substance or if a company issuing such policy shall be unsatisfactory to the CITY, the CONTRACTOR shall promptly obtain a new policy, submit the same to the CITY’s Risk Manager for approval and submit a certificate thereof as hereinabove provided. Upon failure of the CONTRACTOR to furnish, deliver or maintain such insurance and certificates as above provided, this AGREEMENT, at the election of the CITY, may be forthwith declared suspended, or terminated. Failure of the CONTRACTOR to obtain and/or maintain any required insurance shall not relieve the CONTRACTOR from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the CONTRACTOR concerning indemnification.
The CITY, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation.
The Workers' Compensation insurer shall agree to waive all rights of subrogation against the CITY, its agents, officers, employees, and volunteers for losses arising from work performed by CONTRACTOR for the CITY.
The CONTRACTOR’s insurance policy(ices) shall include a provision that the coverage is primary as respects the CITY; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the CITY’s Risk Manager.
For any claims related to this AGREEMENT, the CONTRACTOR’s insurance coverage shall be primary insurance as respects CITY, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by CITY, its officers, officials, employees, or volunteers shall be excess of the CONTRACTOR’s insurance and shall not contribute with it.
6. PAYMENT:
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6 CONTRACTOR shall invoice CITY not less than once per month based on the cost for services performed and reimbursable costs incurred prior to the invoice date. All invoices shall be paid in full the following payment terms within thirty days after completion and acceptance of the Services by the CITY, and receipt of a properly prepared invoice, CITY will pay CONTRACTOR [TO BE DETERMINED BY IFB RESPONSE IN FINAL AGREEMENT, EITHER “Net 30 terms via CITY’s ePay Program” or “Net 45 Days via manual check”.]. The CITY is exempt from payment of Federal Excise Tax, and all invoices shall be exclusive of such excise tax.
Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
At a minimum, invoices shall state the following:
This AGREEMENT number
CITY department/division name and address
Billing period
Service hours worked day and week
Unit price, extended price, sales tax and total
7. INDEMNITY: The CONTRACTOR shall hold the CITY, its agents, officials, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of CONTRACTOR, or its agents, officials, officers, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT. CONTRACTOR’s obligation to defend, indemnify, and hold the CITY, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONTRACTOR to procure and maintain a policy of insurance. #6..
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7 8. VENUE & GOVERNING LAW:
Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, without giving effect to its conflicts of laws provisions or principles.
9. ATTORNEYS’ FEES: If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.
10. COMMENCEMENT AND COMPLETION OF THE WORK:
The work contemplated herein shall be commenced as immediately after the agreement administrator receives and has on file:
Proofs of insurance (approved by CITY Risk Manager); and Executed Agreement;
a. Resolution No.2024-_______;
b. CONTRACTOR Bid submittal;
c. Contractor’s City of Modesto business license
11. TERMINATION OF SERVICES:
Termination for Default: In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the nonperformance. Within 10 days after receipt of notification, the breaching party shall correct any nonperformance to the reasonable satisfaction of the non-breaching party, or such other time as may be identified in #6..
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8 the notice. Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.
Termination by City for Convenience: The City may also terminate this AGREEMENT the Contractor's performance under the Agreement, either in whole or in part, at its own discretion and without cause.
Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such termination and act as specified in the notice of termination; b. Terminate all orders and subcontracts except as necessary to complete any portion of the SERVICES that are not terminated;
c. If directed in writing by the CITY to do so, assign all right, title and interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such, but in no event shall recovery by any CONTRACTOR or subcontractor include lost profits for portions of the SERVICES not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the CONTRACTOR in performing the SERVICES whether completed or in process;
e. Settle outstanding liabilities and claims, subject to the approval of CITY; f. Complete performance of such part of the SERVICES as has not been terminated; g. Take such other actions as may be necessary, or as may be directed by the CITY #6..
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9 for the protection and preservation of the SERVICES and/or property related to the SERVICES;
h. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES.
i. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR's SERVICES which were performed by CONTRACTOR on the project prior to the termination date and which remain unacceptable and/or not useful to CONTRACTOR as of the termination date.
CITY will pay CONTRACTOR for SERVICES actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final payment to the CONTRACTOR after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the SERVICES such as subcontractor agreements or contracts for materials; b. The AGREEMENT price allocable to the portion of the SERVICES properly performed or goods supplied to the work site by the CONTRACTOR as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR for such SERVICES.
12. COMPLIANCE WITH ALL LAWS:
CONTRACTOR hereby agrees that CONTRACTOR and its subcontractors, if any, in the performance of the SERVICES described herein, will comply with all federal, state, county and municipal laws, #6..
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10 rules and regulations which may be applicable to the work herein contracted for, whether now in existence or hereafter adopted.
13. FAILURE TO PERFORM SATISFACTORY WORK: It is agreed and understood that if the CONTRACTOR fails to perform the SERVICES as specified herein, CITY's representative may:
a. Consent to accept such unsatisfactory service with an appropriate adjustment in contract price, based on established cost factors,
b. Have such required work done by CITY forces or otherwise, and charge the cost thereof to the CONTRACTOR, or
c. Recommend termination of AGREEMENT between said the CONTRACTOR and the City of Modesto.
Those discrepancies and deficiencies in the SERVICES that remains uncorrected after the date set for correction may be the necessary justification for a billing adjustment in the month following the occurrence.
Unless otherwise negotiated, billing adjustments for this incomplete or uncorrected work shall be permanent retention of 100% of the estimated monthly cost for the SERVICES not corrected or completed.
14. ASSIGNMENT OF RIGHTS: The CONTRACTOR offers and agrees, and will require all subcontractors and suppliers to agree, to assign to the CITY all rights, title, and interest in and to all causes of action it and they may have under Section 4 of the Clayton Act (15 United States code, Section 15) or under the Cartwright Act (Business and Professions Code, Section 16700 et seq.), arising from the acquisition of goods, services, or materials pursuant to this AGREEMENT or any allowed subcontract. The assignment made by CONTRACTOR and all assignments made by subcontractors and suppliers shall be made and become effective at the time the CITY makes final payment to The CONTRACTOR, without further acknowledgment by the parties (Government Code, Sections 4550-4554).
15. CITY PROCESS/PROCEDURE APPROVALS: CITY approval of any process or procedure shall not relieve CONTRACTOR of its responsibility to furnish the required SERVICES meeting all specifications contained herein.
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11 16. CONTRACTOR'S RESPONSIBILITY FOR DAMAGES: If CONTRACTOR damages any property belonging to the CITY or a third party, the CONTRACTOR will be required to make repairs immediately, at CONTRACTOR’s sole cost and expense, to the satisfaction of the CITY. In the event that CONTRACTOR fails to perform the necessary repairs, the CITY may either retain from the money due to CONTRACTOR an amount sufficient to repair the damage or perform the repairs and send an invoice to the CONTRACTOR for such costs, which shall be paid within thirty (30) days.
17. NOTICES:
Any notice, payment or instrument required or permitted by this AGREEMENT to be given or delivered to either party shall be deemed to have been received when personally delivered, or one calendar week following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid, addressed as follows:
CONTRACTOR: Sumeet Singh
8400 Carbide Ct.
Sacramento, CA 95828
Phone #: 916-423-5052
Email: [email protected]
CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.
18. SIGNATORY(IES) FOR CONTRACTOR:
Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and have full authority to, execute the AGREEMENT.
19. QUANTITIES: No minimum or maximum is guaranteed or implied. #6..
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12 20. FUNDING: All annual extensions are based upon continuous funding for that purpose by the City Council. Failure to fund any annual extension shall result in an immediate termination of the AGREEMENT without redress.
21. OTHER GOVERNMENT/PUBLICLY FUNDED AGENCIES: If mutually agreeable to all parties, the issuance of any resultant contract/purchase order referencing these specifications and modified by mutual agreement between all parties may be extended to other government or publicly funded agencies. It shall be understood that all terms and conditions as specified herein shall apply.
22. NON-DISCRIMINATION:
a. During the performance of this AGREEMENT, CONTRACTOR and any allowed subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment. The CONTRACTOR and any allowed subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination.
The CONTRACTOR and any allowed subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full. b. The CONTRACTOR and any allowed subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.
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13 c. The CONTRACTOR shall include the nondiscrimination and compliance provisions of this clause in any allowed subcontracts to perform SERVICES. d. The Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the CITY upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or CITY shall require to ascertain compliance with this AGREEMENT. e. By executing this AGREEMENT, CONTRACTOR certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation, and will continue to do so for at least the duration of the AGREEMENT and any extensions thereof.
23. CONTRACTOR LICENSES & PERMITS: CONTRACTOR warrants and represents that it possesses and shall maintain all licenses, and shall secure and maintain all necessary permits, necessary to perform the SERVICES.
24. RECORDS: All final versions of reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that CONTRACTOR prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the CITY. CONTRACTOR hereby agrees to deliver those documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.
25. FACILITIES AND EQUIPMENT: Except as set forth herein, CONTRACTOR shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this #6..
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14 AGREEMENT. CITY shall make available to CONTRACTOR only the facilities and equipment listed in EXHIBIT “B” and “C”, and only under the terms and conditions set forth herein.
26. INDEPENDENT CONTRACTOR; NOT AGENT: At all times during the term of this AGREEMENT, CONTRACTOR shall be an independent contractor and shall not be an employee of CITY. CITY shall have the right to control CONTRACTOR only insofar as the results of CONTRACTOR’s services rendered pursuant to this AGREEMENT. Except as City may specify in writing, CONTRACTOR shall have no authority, express or implied, to act on behalf of CITY in any capacity whatsoever as an agent. CONTRACTOR shall have no authority, express or implied, pursuant to this AGREEMENT to bind City to any obligation whatsoever.
27. DRUG FREE WORKPLACE: CONTRACTOR certifies that it is following and in compliance with Sections 8350 - 8355 of Chapter 5.5 of the Government Code, Drug Free Workplace Act whereby each person or organization awarded a contract/purchase order or grant for the procurement of any property or service from any state agency (city) shall certify to the contracting or granting agency that it will provide a drug free workplace.
28. ASSIGNMENT:
Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance.
29. WAIVER:
The waiver by any party to this AGREEMENT of a breach of any provision hereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing.
30. HEADINGS NOT CONTROLLING:
Headings used in the Agreement are for reference purposes only and shall not be considered in construing this AGREEMENT.
31. MISCELLANEOUS:
Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT. #6..
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15 32. ENTIRE AGREEMENT:
This Agreement and its exhibits contain the entire understanding between CONTRACTOR and CITY. Additional or new terms contained in this AGREEMENT which vary from CONTRACTOR’S bid are controlling and are deemed accepted by CONTRACTOR by performance of any SERVICES or other commencement of performance hereunder. The terms and conditions of the IFB, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between the IFB and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications relative to this Agreement, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this Agreement. No future waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.
33. PARTIAL INVALIDITY:
If any provision in this AGREEMENT is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.
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16 IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this Agreement by its City Manager and attested by its City Clerk under authority of Resolution No. 2024-_______, adopted by the Council of the City of Modesto on the _____________ day of _____________________, 2024 and CONTRACTOR has caused this Agreement to be duly executed. #6..
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EXHIBIT B
PRICING SCHEDULE
STANDARD ORDER PARTS1
Minimum Discount Off List Price: 20-30%
SPECIAL ORDER PARTS2
Minimum Discount Off List Price: 20-30%
LABOR RATES (per hour)
Pick-Up / Delivery / Travel $105.00 PER HOUR
Custom Box Fabrication $125.00 PER HOUR
Law Enforcement / Small Vehicle Upfitting / Strip-Outs $125.00 PER HOUR Shop Rate $125.00 PER HOUR
Fabrication $150.00 PER HOUR
Mobile Service $125.00 PER HOUR
Vehicle Down / Emergency: $175.00 PER HOUR
1 “Standard-Order Parts” refers to parts from manufacturers for whom the contractor is a licensed reseller. 2 “Special Order Parts” refers to parts from manufacturers for whom the contractor is not a licensed reseller. #6..
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RFP 22-16-AS Page 1 (Rev.2020.08.20)
Vehicle Upfitting Services
Request for Proposal
RFP #22-16-AS
VEHICLE UPFITTING SERVICES
RFP INFORMATION:
PROPOSAL RESPONSE DATE:
June 28, 2022
PROPOSAL RESPONSE TIME:
NO LATER THAN 2:30 P.M.
DELIVER PROPOSAL SUBMITTALS TO:
Stanislaus County GSA Purchasing Division
1010 10th St., Suite 5400
Modesto, CA 95354
Proposers are required to submit one (1) proposal response (including all required attachments) electronically via www.stancounty.com/purchasing/county-bids.shtm.
Failure to do so may cause the proposal to be rejected.
QUESTION DEADLINE: June 23, 2022
Any changes to this Bid are invalid unless specifically modified by Stanislaus County (County) and issued as a separate addendum document. Should there be any question as to changes to the content of this document, County’s copy shall prevail. All addenda and notices related to this solicitation will be posted by County on Public Purchase. In the event this Bid is obtained through any means other than Public Purchase, County will not be responsible for the completeness, accuracy, or timeliness of the final Bid document.
EXHIBIT C #6..
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RFP 22-16-AS Page 2 (Rev.2020.08.20)
Vehicle Upfitting Services
TABLE OF CONTENTS
Page Number
1. INTRODUCTION 4
1.1. Statement of Purpose
1.2. Scope of Services
1.3. Contract Duration
1.4. Proposal Deadline
1.5. Nondiscrimination
1.6. Assistance to Proposers with a Disability
2. RFP SCHEDULE OF EVENTS 6
2.1. Schedule of Events
2.2. Pre-Proposal Conference Requirement
2.3. Pre-Proposal Conference
3. GENERAL REQUIREMENTS AND INFORMATION 7
3.1. Proposal Inquiries
3.2. Proposal Format
3.3. Proposals Received Late
3.4. Proposal Errors
3.5. Default or Failure to Perform
3.6. Proposal Security
3.7. Performance Bonds
3.8. Payment Bonds
3.9. County Code
3.10. Cash Discounts
3.11. Timing of Award
3.12. Right of Rejection
3.13. Form of Contract / Exceptions and Alternatives
3.14. Failure to Comply
3.15. Disqualification
3.16. Protest and Appeal Procedures
4. TERMS AND CONDITIONS 12
4.1. Cost of Preparations of Proposal
4.2. Rights to Pertinent Materials
4.3. Public Records Act
4.4. American with Disabilities Act of 1990, Title II
4.5. Modification of Scope of Services
4.6. Right of County to Reject Proposals
4.7. Examination of Proposal Documents
4.8. Insurance Provisions
4.9. Sample Agreement
5. PROPOSAL SUBMITTAL PROCESS 14
5.1. Submittal Documents
5.2. Proposal Submittal
5.3. Proposal Elements
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RFP 22-16-AS Page 3 (Rev.2020.08.20)
Vehicle Upfitting Services
6. EVALUATION CRITERIA AND PROPOSER SELECTION 18
6.1. Evaluation of Proposals
6.2. Selection Process
6.3. Evaluation Phases
6.4. Award
7. STANDARD CONTRACT INFORMATION 21
7.1. Contract Approval
7.2. Contract Payments
7.3. RFP and Proposal Incorporated into Final Contract
7.4. Contract Monitoring
7.5. Contract Amendment
7.6. Sample Contract
8. SUBMITTAL DOCUMENTS 32
8.1 Proposal Cover Page
8.2 Proposal Checklist
8.3 Response Clarification Addendum
8.4 Non-Collusion Affidavit
8.5 Local Vendor Preference Notice
8.6 Bond Requirements
8.7 SB854 Notice
9. SCOPE OF WORK ATTACHMENTS 38
• Exhibit A – Scope of Work / Technical Specifications
• Exhibit B – Insurance Requirements
• Exhibit C – Fee / Pricing Schedule
• Exhibit D – Project Schedule
• Bond Requirements (if applicable)
• SB-854 Notice (if applicable)
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RFP 22-16-AS Page 4 (Rev.2020.08.20)
Vehicle Upfitting Services
SECTION ONE—INTRODUCTION
1.1 Statement of Purpose
The County of Stanislaus (County) is seeking proposals from experienced organizations for the provision of vehicle upfitting services on behalf of various County departments.
Contractor shall provide all labor, materials, and equipment to purchase and install all parts listed in Exhibit A (unless noted otherwise), as well as providing parts to deliver directly to the County.
The successful proposer(s) must meet all the requirements and expectations listed, as well as all the general contractual requirements mandated by the County. Any specifications and processes defined in this Request for Proposal (RFP) reflect the current environment, but in no way limit response to this solicitation. However, all proposers must thoroughly explain how their offering meets the minimum service and deliverable expectations specified in the RFP. Award shall be made to the proposer(s) whose proposal is determined in writing to (a) best meet the criteria set forth herein and (b) provide the best value to the County.
This RFP contains instructions governing the requirements for proposals, including the format in which proposal information is to be submitted and the material to be included, the requirements that must be met to be eligible for consideration and the responsibilities of the Proposer before and after implementation.
1.2 Scope of Services
The County has identified certain criteria to be used as a basis for a scope of work, which is set forth in this RFP and specifically in Exhibit A attached hereto and made a part hereof. It is the Proposer’s responsibility to propose a complete Scope of Work that explains in detail the proposer’s offering. This proposed Scope of Work will be used as the basis for negotiating the final Scope of Work for inclusion in the resultant agreement. The RFP contains the minimum list of services and deliverables the selected proposer is expected to provide the County.
1.3 Contract Duration
The County intends to enter into Agreements (Contracts) with the awarded proposers for an initial effective period of three years. The County reserves the right to extend each Contract on a yearto-year basis; however, in no case shall the renewal extend beyond two years from the expiration date of the original Contract. An extension of the term of this Contract will be affected through an amendment to the Contract. If the extension of the Contract necessitates additional funding beyond that which was included in the original Contract, the increase in the County’s maximum liability will also be affected through an amendment to the Contract and shall be based upon rates provided in the original Contract and proposal.
1.4 Other Government/Publicly Funded Agencies
If mutually agreeable to all parties, the issuance of any resultant contract and/or purchase order referencing the scope of services and modified by mutual agreement between all parties may be extended to other government or publicly funded agencies. All terms and conditions as specified in the agreement shall apply.
1.5 Proposal Deadline
Original proposals shall be submitted no later than the Proposal Deadline time and date detailed in Section 2 - RFP Schedule of Events. Proposals shall be submitted via the County’s PlanetBids portal at http://www.stancounty.com/purchasing/county-bids.shtm. Failure to do so will cause the #6..
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RFP 22-16-AS Page 5 (Rev.2020.08.20)
Vehicle Upfitting Services
proposal to be rejected. Proposers shall respond to the RFP and any exhibits, attachments, or amendments. A Proposer’s failure to submit a proposal as required before the deadline shall cause the proposal to be disqualified.
Proposers assume the risk of the method of dispatch chosen. The County assumes no responsibility for delays caused by any delivery service. Postmarking by the due date shall not substitute for actual proposal receipt by the County. Late proposals shall not be accepted, nor shall additional time be granted to any potential proposer.
Proposals may not be delivered orally, by facsimile transmission, or by other telecommunication means unless specifically requested by Stanislaus County General Services Agency Purchasing Division (Purchasing).
1.6 Nondiscrimination
Stanislaus County does not unlawfully discriminate in violation of any federal, state, or local law, rule, or regulation because of race, religious creed, color, national origin, ancestry, physical or mental disability (including perception of a disability), medical condition, genetic information, marital status, sex, gender (including pregnancy, childbirth, or related medical conditions), gender identity, gender expression, age (over 40), sexual orientation, military and veteran status, political affiliation or belief.
No person shall be excluded from participation in, denied benefits of, discriminated against in the admission or access to, or discriminated against in treatment or employment in the County’s contracted programs or activities on the grounds of disability, age, race, color, religion, sex, national origin, or any other classification protected by federal or California State Constitutional or statutory law. Additionally, no person shall be excluded from participation in, denied benefits of, or otherwise subjected to discrimination in the performance of contracts with the County or in the employment practices of the County’s proposers. Accordingly, all proposers entering into contracts with the County shall, upon request, be required to show proof of such nondiscrimination and to post in conspicuous places, available to all employees and applicants, notices of nondiscrimination.
1.7 Assistance to Proposers with a Disability
Proposers with a disability may receive accommodation regarding the means of communicating this RFP and participating in this procurement process. Proposers with a disability should contact the RFP Point of Contact identified in Section 3.1 to request reasonable accommodation no later than the deadline for accommodation requests detailed in Section 2 - RFP Schedule of Events. #6..
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RFP 22-16-AS Page 6 (Rev.2020.08.20)
Vehicle Upfitting Services
SECTION TWO—RFP SCHEDULE OF EVENTS
2.1 Schedule of Events
The following Schedule of Events represents the County’s best estimate of the schedule that shall be followed. Unless otherwise specified, the time of day for the following events shall be prior to 5:00 p.m., Pacific Daylight Time. The County reserves the right, at its sole discretion, to adjust this schedule as it deems necessary.
SCHEDULE OF EVENTS
1 County Issues Request for Proposal (RFP) June 9, 2022 2 Question Deadline June 23, 2022
3 Assistance to Proposers with a Disability Deadline June 23, 2022 4 Submission Deadline (2:30 p.m.) June 28, 2022
5 Mail - Notice of Intent to Award July 8, 2022*
6 Protest Deadline July 15, 2022*
7 Appeals Deadline July 25, 2022*
8 Board of Supervisors Authorizes Contract ETA*
9 Begin Contract Services ETA*
*Denotes tentative date
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RFP 22-16-AS Page 7 (Rev.2020.08.20)
Vehicle Upfitting Services
SECTION THREE—GENERAL REQUIREMENTS AND INFORMATION
3.1 Proposal Inquiries
Questions regarding this proposal shall be made in written form to:
RFP POINT OF CONTACT
Stanislaus County General Services Agency / Purchasing
Division
1010 10th St., Ste. 5400 Modesto, CA 95354-0859
Attention: Abe Souza PH: (N/A – ALL QUESTIONS TO BE IN
WRITING VIA PLANETBIDS)
E-mail:
[email protected]
All inquiries shall be submitted before 5:00 P.M. Pacific Time on the date shown above in Section 2 – Schedule of Events. Responses by the County and any change in requirements will be done in the form of a written Addendum. The receipt of any resulting Addendum must be acknowledged in accordance with the directions on the Addendum. Oral explanations or instructions given before the award of the Contract will not be binding upon the County.
Proposers shall direct any questions or requests for clarification in writing to the RFP Point of Contact (or designee) named above. Proposers seeking information related to this RFP, including the scope of services described herein, obtained from sources other than the RFP Point of Contact (or designee) do so at their own risk. The County cannot be responsible for the completeness, accuracy, or timeliness of such information.
3.2 Proposal Format
Proposals must be submitted in the format identified in Section Five—Proposal Submittal Process.
All items shall be completed and the signatures of all persons signing shall be written in longhand.
The County may reject proposals not submitted in the specified format.
Proposals shall be submitted via the County’s PlanetBids portal at http://www.stancounty.com/purchasing/county-bids.shtm no later than 2:30 P.M.
3.3 Proposals Received Late
Proposals received after the time specified will not be considered for evaluation and will be returned unopened to the respective proposer.
3.4 Proposal Errors
Mistakes in a Proposer’s submittal must be corrected and the correction inserted; the person signing the proposal must initial the correction in ink. The County reserves the right to waive any informalities or minor irregularities in connection with proposals received.
3.5 Default or Failure to Perform
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RFP 22-16-AS Page 8 (Rev.2020.08.20)
Vehicle Upfitting Services
The principal protection of the County’s interests in the case of default or other failure to perform shall be by means of bonds. Below are descriptions of the types of bonds. No Bonds are required for this RFP unless an alternate option for financial reports is required.
3.6 Proposal Security
If required, proposal security shall take the form of a bond, a cashier check, or a certified check, representing the proposer’s firm commitment to stand behind the RFP price. The proposer’s bond shall be prepared and guaranteed by a California admitted corporate surety made payable to the "County of Stanislaus" or the certified check shall be issued and certified by a responsible bank or banker. As a general rule, the proposer’s security is in the amount of ten percent (10%).
3.7 Performance Bonds
A performance bond may be required to secure fulfillment of all of the proposer’s obligations under the contract. If required, the successful proposer shall file with the County a surety bond satisfactory to the County in the amounts noted prior to the execution of the contract or awarding of an RFP by the County. Bonds shall be duly executed by a responsible corporate surety authorized to issue such bonds in California and secured through an authorized agent with an office in California. Proposer shall pay all bond premiums, costs and incidentals.
3.8 Payment Bonds
If required to assure the proposer’s full discharge of its obligations to sub-proposer, suppliers, and other labor used on the project, the successful proposer shall file with the County a surety bond issued by a California admitted surety in the amounts noted.
3.9 County Code
All provisions of the County Code are applicable to any proposal submitted or contract awarded pursuant thereto. Note: Stanislaus County enacted a Local Vendor Preference in 2008. Please see the Local Vendor Preference Notice attached hereto.
3.10 Cash Discounts
Cash discounts offered for payment in less than twenty (20) days will not be considered as a basis of award. Cash discounts offered for payment in twenty (20) or more days will be subtracted from the total Proposal price for the purposes of the Proposal evaluation. Any cash discount offered by the successful proposer will be accepted by the County, whether or not it was considered as a basis of award. All cash discounts, if taken, shall be computed from the date of delivery or completion and acceptance of material, or from date of receipt of invoice, whichever is latest.
3.11 Timing of Award
Within thirty (30) days after the proposal opening, a Contract may be awarded by the County to the Proposer whose proposal is determined in writing to be the best value to the County, taking into consideration price and adherence to the specifications set forth herein. The time for awarding a contract may be extended at the sole discretion of the County, if required to evaluate proposals or for such other purposes as the County may determine.
3.12 Right of Rejection
The County reserves the right to reject any and all proposals, as it may deem proper in its absolute discretion.
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RFP 22-16-AS Page 9 (Rev.2020.08.20)
Vehicle Upfitting Services
3.13 Form Contract/Exceptions and Alternatives
The Sample Contract attached to this RFP contains terms and conditions that will become binding upon the successful proposer upon execution of the agreement/contract. This Sample Contract is attached solely for the purpose of informing Proposers of the fixed, predetermined, standard contract provisions with which the successful Proposer will be required to comply.
If the Proposer suggests alternatives or states exceptions to any term or condition in the Contract, or to any provision or requirement of the RFP, such alternative or exception shall be clearly stated and identified in the submitted proposal. Any alternatives or stated exceptions proposed must satisfy all minimum qualifications specified in this RFP. The successful Proposer will otherwise be expected to sign the Contract upon award of the contract. The County expressly reserves the right, in its sole discretion, to (1) reject a proposal containing any exception or alternatives as nonconforming, or (2) accept any proposal alternative or exception and to award a contract based thereon if determined to be in the best interest of the County.
3.14 Failure to Comply
The County cannot accept any proposal that does not comply with all of the above-stated requirements.
3.15 Disqualification
Any of the following may be considered cause to disqualify a Proposer without further consideration:
1. Evidence of collusion among Proposers;
2. Any attempt to improperly influence any member of the Evaluation Committee;
3. A Proposer's default in any operation of a contract/agreement which resulted in termination of that contract/agreement; and/or
4. Existence of any lawsuit, unresolved contractual claim, or dispute between Proposer and the County.
3.16 Protest and Appeal Procedures
3.16.1 General
Potential bidders, proposers, and sub-proposers wishing to protest or appeal procurement or contracting decisions by the County of Stanislaus GSA-Purchasing Division must follow the procedures provided by this section. Protests or appeals that are not submitted in accordance with these procedures will not be reviewed.
Any complaint regarding this procurement must be handled through the administrative processes defined herein. Failure to adhere to or attempting to circumvent or influence these administrative processes by contacting persons other than the Purchasing Agent or designee identified in Section 3.1 of this document, shall result in the protestor’s immediate disqualification from consideration of award.
3.16.2 Definitions
For the purposes of this procedure:
1. "Bid" includes the term "offer" or "proposal" as used in the context of formal, informal, or negotiated procurements.
2. “Chief Executive Officer” means the Stanislaus County Chief Executive Officer. #6..
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RFP 22-16-AS Page 10 (Rev.2020.08.20)
Vehicle Upfitting Services
3. "Days" means working days of the County of Stanislaus.
4. "Filing Date" or "Submission Date" means the date of receipt by Purchasing.
5. “Interested Party" means an actual or prospective Bidder or Proposer.
6. “Purchasing Agent” means the Stanislaus County Purchasing Agent.
3.16.3 Protest Procedure
1. Any Interested Party may file a written protest with the Purchasing Agent not later than five (5) days after date of mailing a Notice of Intended Award.
2. The protest shall be physically delivered or sent by registered mail to the Purchasing Agent. Emailed requests will not be honored.
3. The protest must be physically received by the Purchasing Agent before 5:00 PM local time on the last day of the five (5) day protest period.
4. The protest filed with the Purchasing Agent shall:
a. Include the name, address, and business telephone number of the protestor; b. Identify the project under protest by name, RFP/quotation/bid number, and RFP/quotation/bid date;
c. Contain a concise statement of the grounds for protest; provided, however, RFP or bid process and procedures, including evaluation criteria, shall not be proper grounds for protest. Concerns related to those issues must be raised and addressed, prior to the bid or proposal opening date to allow adjustments before evaluation of bids or proposals; and
d. Include all supporting documentation, if any. Documentation submitted after filing the protest will not be considered during review of the protest or during any appeal.
3.16.4 Protest Review
1. Upon receipt of a protest, the Purchasing Agent shall review all the submitted materials and shall create and retain a written record of the review. The Purchasing Agent shall respond in writing at least generally to each material issue raised in the protest not later than ten (10) days after receipt of the protest.
2. If the protested procurement involves federal funds, the Purchasing Agent shall give notice to the interested party that he or she has the right to appeal to the appropriate federal agency which shall be identified by name and address. An appeal hereunder shall be filed with the appropriate agency within five (5) working days of the dispatch of rejection notices to the interested parties.
3. Purchasing Agent decisions may be appealed in writing to the Chief Executive Officer or his/her designee(s), with a copy to the Purchasing Agent, not later than ten (10) days after date the Purchasing Agent’s decision is mailed to the protesting party.
However, RFP of bid procedures, including evaluation criteria, shall not be proper grounds for an appeal. A bid appeal review committee comprised of the Chief Executive Officer or designee, the Chairman and Vice Chairman of the Board shall review and decide the appeal based on the grounds and documentation set forth in the original protest to the Purchasing Agent. The County may share the protest and appeal materials with other proposers and may request them to comment on the protest and #6..
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RFP 22-16-AS Page 11 (Rev.2020.08.20)
Vehicle Upfitting Services
appeal. The appealing party may be represented by legal counsel if desired. Each party shall bear its own costs and expenses involved in the protest and appeal process, including any subsequent litigation. The decision of the bid appeal review committee shall be final.
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RFP 22-16-AS Page 12 (Rev.2020.08.20)
Vehicle Upfitting Services
SECTION FOUR—TERMS AND CONDITIONS
4.1 Cost of Preparation of Proposal
The County shall not pay costs incurred in the proposal preparation, printing, or demonstration process. All such costs shall be borne by the Proposer.
4.2 Rights to Pertinent Materials
All responses, inquiries, and correspondence relating to the RFP and all reports, charts, coverage maps, displays, schedules, exhibits, and other documentation produced by the Proposer that are submitted as part of the proposal shall become the property of the County after the proposal submission deadline.
Proposers shall be responsible for identifying information in their responses deemed to be confidential under the California Public Records Act. To the extent that the County agrees with that designation, such information shall be held in confidence whenever possible. All other information shall be considered public after the award of the RFP.
4.3 Public Records Act
Stanislaus County is a local agency subject to the Public Records Act. As such, the County is required to disclose any Records related to the conduct of the public’s business, unless there is a statutory exception. All proposals become public information no later than after the award of the RFP, with the exception of those portions of a proposal that are identified at the time of the submittal by the Proposer as “Confidential” or “Proprietary” and which are reasonably deemed by the County as not being public documents that must be disclosed under applicable sections of the California Public Records Act and other appropriate statues and regulations.
Proposers who are not publicly owned must submit proof of financial profitability and stability with their proposal.
The County has taken the position that Financial Statements such as these are exempt from disclosure under the Public Records Act under California Public Contract Code section 10165 and 20101. As such, the County maintains the confidentiality of these documents, and does not release them to third parties unless court ordered to do so.
4.4 American with Disabilities Act of 1990, Title II
Stanislaus County is a local agency subject to Title II of the Americans with Disabilities Act. As such, the County is required to comply with the requirements of Title of the ADA. Title II requires State and local governments to make their programs and services accessible to persons with disabilities. While many individuals with disabilities are able to take part in various government programs and activities without any accommodations, for many others their disabilities combined with environmental obstacles impose significant barriers to an equal opportunity to participate. The ADA protests the civil rights of people with disabilities against discrimination on the basis of disability. Title II of the ADA outlines the ways in which environmental, communication, and policy barriers must be addressed by Stanislaus County and those who enter into contracts with the County.
4.5 Modification of Scope of Services
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RFP 22-16-AS Page 13 (Rev.2020.08.20)
Vehicle Upfitting Services
The Scope of Services may be amended to meet available funding or to best meet the needs of the County. In the event that any additional services are required as identified herein, the County reserves the right to add such services by amending the Contract.
4.6 Right of County to Reject Proposals
The County reserves the right to reject any and all proposals or any part of the proposals, to waive minor defects or technicalities, or to solicit new proposals on the same project or on a modified project which may include portions of the originally proposed project as the County may deem necessary.
All proposals received after the time specified in this Notice will not be considered and will be returned unopened.
4.7 Examination of Proposal Documents
Proposers shall carefully examine the specification and satisfy themselves as to their sufficiency and shall not at any time after submission of the proposal, dispute or complain of such Specifications and the directions explaining or interpreting them. Any questions or concerns that arise shall be submitted in writing to the contact person identified in Section 3.1 prior to the question deadline.
Should a Proposer find discrepancies in, or omissions from, the specifications, or should the undersigned be in doubt as to their meaning, the undersigned shall at once notify GSA-Purchasing.
Notification is to be in written form and must be submitted at least ten (10) days prior to the proposal closing date. Any interpretations by the County will be made in the form of a written Addendum.
Any change in requirements will also be done in the form of a written Addendum. The receipt of any resulting Amendment must be acknowledged in accordance with the directions on the Amendment. Oral explanations or instructions given before the award of the Contract will not be binding.
4.8 Insurance Provisions
The "Insurance Provisions" contained in the attached EXHIBIT B are hereby made a part of this RFP and any resultant contract. The proposer shall acknowledge in their proposal responses their ability to meet these insurance requirements. All exceptions to the insurance requirements must be communicated in writing and included with the proposal response. The proposer awarded the Agreement shall provide the County with a Certificate of Insurance and endorsements meeting the requirements of the attached EXHIBIT B.
4.9 Sample Contract
A Sample Contract is attached for the purpose of informing the proposer of the County’s standard contract provisions with which the successful proposer will be required to comply and, with the exception of the insurance requirements set forth therein and described in detail in section 4.7 above, do not constitute requirements of this RFP. These provisions are subject to revision by the County at any time prior to the signing of the Contract.
The submission of a proposal shall be considered an offer to contract, and should the proposer be awarded a contract, shall signify the proposer’s agreement to be bound by all the terms, conditions (including insurance requirements), and specifications set forth in this RFP and in the various proposal documents, unless specifically noted otherwise in the proposal, and subsequently agreed to in writing by the County.
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SECTION FIVE—PROPOSAL SUBMITTAL PROCESS
5.1 Submittal Documents
Proposers shall complete and submit the following documents in response to this RFP:
1. Signed Proposal Cover Page;
2. Proposal Checklist;
3. Local Vendor Preference form;
4. Exceptions to the terms and conditions of this RFP, if any;
5. Exceptions to the Sample Contract, if any;
6. Signed Non-Collusion Affidavit;
7. Response Clarification Addendum;
8. W-9;
9. Financial Report;
10. Qualification Proposal;
11. Pricing Proposal.
5.2 Proposal Submittal
One (1) electronic proposal shall be submitted to GSA-Purchasing via PlanetBids at the time specified in this RFP.
All proposals shall contain all of the elements set forth in Section 5.3 and shall be submitted in separate files, each clearly identifying the project name and number. The envelopes/packages shall be marked as follows:
Part One – Financial Report
Part Two – Qualification Proposal
Part Three – Pricing Proposal
5.3 Proposal Elements
Proposers shall address the proposal elements below:
5.3.1 Part One - Financial Report
The Financial Report is required to be submitted with the electronic proposal via www.stancounty.com/purchasing/county-bids.shtm.
Prior to any contracts being issued a Proposer must demonstrate to the County’s satisfaction that its company is financially sound. Proposers shall submit a Financial Report showing proof of financial profitability and stability, including their most recent audited financial statements. If a Proposer is not a public corporation, it too shall submit proof of financial profitability and stability with verifiable financial information of a nature comparable to audited financial statements. In some cases an alternate option may be made available upon the discretion of the Purchasing department. Contact Purchasing for more information prior to the proposal response date.
The Financial Report shall be submitted in its own electronic file, marked “FINANCIAL REPORT”. Proposers must submit one (1) copy of Financial Reports which includes detailed information about the proposer’s financial condition, including:
1. Audited financial statements for the three (3) most-recent fiscal years for which the statements are available, and interim if available. The statements must include balance #6..
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sheet, income statement, and a statement of cash flows. Statements must be complete with opinion, notes, management letters, and conform to Generally Accepted Accounting Practices (GAAP). If no audited statements are available, explain why and submit unaudited financial statements. Statement of Income and Retained Earnings, for the three (3) most-recent fiscal years, prepared by an independent auditing firm.
2. The percent of proposer’s annual revenue that this contract would represent.
Note: Proposers may not submit income tax returns in lieu of the above requested items.
5.3.2 Part Two - Qualification Proposal
One (1) Qualification Proposal is required to be uploaded electronically via www.stancounty.com/purchasing/county-bids.shtm.
Submit via www.stancounty.com/purchasing/county-bids.shtm:
One (1) electronic copy of the Qualification Proposal is required. The Qualification Proposal file shall be marked “QUALIFICATION PROPOSAL”. The Qualification Proposal shall consist of items 1 – 11 listed above, and shall contain all the elements set forth below:
1. Evidence of Proposer’s authority to conduct business within the State of California.
2. Proposer’s Number of years in business providing the services requested by this RFP.
3. Indicate the primary contacts (and management hierarchy) that will be available for all aspects of services under this RFP:
3.1 Provide a list of all sub-consultants that will be providing services to the Proposer for the completion of the Scope of Work and describe the role they will perform. Include for each sub-consultant:
3.2 The firm’s name, name of the key representative, address, valid California Contractor business license number and telephone number; or
3.3 If no sub-consultant(s) will be used, include a statement stating thus.
4. Identify whether, during the prior five (5) years, any of Proposer’s principals have been involved in litigation or arbitration of any kind relating to services similar to those requested by this RFP. If yes, provide the name of the public agency and briefly detail the dispute.
5. Identify whether Proposer has had a service agreement terminated for convenience or default in the prior five years. If yes, provide details of contact information for each contract, including: names, addresses, telephone numbers and the reason for termination.
6. Identify whether Proposer’s firm, owners, and/or any principal or manager involved in, or is Proposer aware of, any pending litigation regarding professional misconduct or bad faith, and provide details.
7. Identify whether Proposer’s firm, owners, and/or any principals or managers are involved in or aware of any pending disciplinary action and/or investigation conducted by any local, state, or federal agency, and provide details. #6..
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8. Provide a list of at least (3) references for projects completed in the past five (5) years for government agencies to whom Proposer provided services similar to those requested by this RFP, including:
8.1 Client name, contact person, and current telephone number;
8.2 Project description and location;
8.3 Description of services provided;
8.4 Budget performance;
8.5 Schedule performance;
8.6 Key personnel involved; and
8.7 Sub-consultants employed.
9. Submit a technical proposal describing the detailed scope of work that will be completed to accomplish the Scope of Work outlined in this RFP. The technical proposal shall include a description of Proposer’s understanding of the specific project goals and requirements with highlights of those goals and requirements that are particularly significant to the project and the delivery of services;
10. Brief history of the firm, including ownership structure, key principals, and current organization structure:
10.1 History of the proposer’s overall capabilities.
10.2 Firms’ Recent and related experience and expertise performing services requested by this RFP.
10.3 Provide information on proposer’s current work load, facilities, resources, and experience that clearly demonstrates proposer’s ability to successfully complete the Project within the time constraints stated.
11. Indicate the primary contacts (and management hierarchy) that will be available for all aspects of services under this RFP:
11.1 Attach resumes of the individuals who will be assigned to this project.
Include certifications and licenses of individuals.
11.2 Provide an overview of the staffing plan.
11.3 Provide a list of all sub-consultants that will be providing services to the proposer for the completion of the Scope of Work and describe the role they will perform. Include for each sub-consultant:
11.3.1 The firm’s name, name of the key representative, address, valid California Contractor’s license
number, and telephone number.
11.3.2 If no sub-consultant(s) will be used, include a
statement stating thus.
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Proposal documents not identified above shall be included in a section labeled “Other RFP documents.”
5.3.3 Part Three - Pricing Proposals
One (1) Pricing Proposal is required to be uploaded electronically via www.stancounty.com/purchasing/county-bids.shtm prior to the due date.
The Pricing Proposal shall be submitted in its own electronic file, marked “PRICING PROPOSAL”.
Proposers are required to submit one (1) Pricing Proposal in original response only, which shall include the following:
1. A document that details the total cost in U.S. dollars to the County for the proposal being submitted.
2. Proposers shall provide the Agreement Budget and Budget Narrative within the time allotment for completing the scope of work outlined in the RFP. This shall form the basis for payments to the successful proposer, as well as for adjustments to the value of the Agreement in the event the scope of work varies from that proposed.
3. The proposer shall provide Agreement Budget and Budget Narrative to complete the project in the timeframe indicated in Section I, Item 1.3; Contract Duration. Should the County and the successful proposer mutually agree to renew the Agreement, the budget provided by the proposer in its RFP response for the subsequent years shall be utilized.
4. All costs incurred and billed to the County, including labor, materials, overhead and profit shall be included within the Pricing Proposal.
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SECTION SIX—EVALUATION CRITERIA AND PROPOSER SELECTION
6.1 Evaluation of Proposals
This section identifies the selection process, evaluation criteria, and steps that shall be used in evaluating Proposer responses. Award shall be made to the Proposer whose proposal is determined in writing to (a) best meet the criteria set forth herein and (b) provide the best value to the County. The following describes the evaluation process and associated components.
6.2 Selection Process
The County shall establish an Evaluation Committee (EC) composed of representatives from the County for the purpose of evaluating the proposals received in response to this RFP. The County may elect to include as part of the Committee qualified representatives from other agencies or entities.
The EC shall be responsible for performing the evaluations of each proposal, including an evaluation of the proposed cost. Each member of the EC shall rate the proposals separately unless the proposals are technical in nature. In such cases a subject matter expert may be called upon to score that section of the RFP for all proposals. The scores of each member of the EC shall then be averaged to provide a total score for each of the proposers.
Proposal documentation requirements set forth in this RFP are designed to provide guidance to the proposer concerning the type of information that shall be used by the EC. Proposers shall be prepared to respond to requests by the EC for oral presentations, facility surveys, and other items deemed necessary to assist in the detailed evaluation process. Proposers are advised that the County, at its option, may award this proposal on the basis of the initial proposals.
6.3 Evaluation Phases
It is anticipated that the following steps will be performed by the Evaluation Committee (EC) in evaluating proposals; however, a strict observance to the evaluation steps is not required. A description of each evaluation step is provided below:
6.3.1 Phase I: Evaluate Proposal Submission and Financials (Pass/Fail) Phase I is a pass/fail evaluation of submission completeness (“responsiveness”) and the financial viability of the Proposer. GSA-Purchasing will conduct a pass/fail analysis of (a) each submitted proposal package for completeness and (b) the financial stability of each Proposer based upon the Financial Report submitted. During Phase I, the Pricing Proposals will remain unopened and be retained by Purchasing. Upon completion of its analysis, Purchasing will forward the qualification proposals submitted by Proposers who passed Phase I to the Evaluation Committee (EC). The Pricing Proposals will remain with Purchasing until the EC has completed the evaluation of the Qualification Proposals.
6.3.2 Phase II: Qualification Proposal Evaluation
In Phase II, the EC will review and evaluate the Qualification Proposals, and each Proposer will be given a score. During this phase, reference checks will be performed, and Proposers may be interviewed. Should the County exercise the option to interview, only those Proposers judged by the EC to be the most qualified to perform the work contemplated herein shall be placed on an "interview list." Those Proposers on the interview list shall be requested to make a formal presentation of their proposals to the #6..
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County. On the basis of the oral presentation and the written proposal, the evaluators shall make a final ranking of potential Proposers.
In cases where the County has not already specified interviews as part of the Phase II evaluation process, and where Phase II scoring of any of the three top-rated proposers fall within 5% of one another, mandatory interviews of those three top-rated proposers shall be automatically triggered. The scoring for such interviews will be treated as bonus points, with the total possible points awarded to each of the three proposers limited to 5% of the published RFP points total. After such interviews, the scores for these top three proposers shall be recalculated and finalized separately from the other proposers who did not qualify for the interview process.
6.3.3 Phase III: Proposed Pricing
In Phase III, Purchasing shall evaluate pricing proposals using a weighted average, with the lowest price assigned 100% of the points possible.
In determining the amount proposed by each proposer, the County shall disregard the mathematical errors in addition, subtraction, multiplication and division that appear obvious on the face of the proposal. When an item price is required to be set forth in the proposal and the total for the item set forth separately does not agree with a figure which is derived by multiplying the item price times the County's estimate of the quantity of work to be performed for said item, the item price shall prevail over the sum set forth as the total for the item unless, in the sole discretion of the County, such a procedure would be inconsistent with the policy of the proposal procedure. The total paid for each such item of work shall be based upon the item price and not the total price.
Should the proposal contain only a total price for the item and the item price is omitted, the County shall determine the item price by estimated quantities of work to be performed as items of work. If the proposal contains neither the item price nor the total price for the item, then it shall be deemed incomplete and the proposal shall be disregarded.
6.3.4 Calculation of Final Score
Upon completion of all phases of the evaluation process, the scores shall be totaled. The proposals shall be evaluated on the following categories considering the maximum weight possible for each category as listed below:
EVALUATION CATEGORIES MAXIMUM POINTS
PHASE I PASS/FAIL
PHASE I – Review and Evaluate Financials
Notify Proposers Not Proceeding onto Phase II PASS/FAIL PHASE II 100 MAXIMUM POINTS
Proposer’s Response
• Ability to procure specified components at discount
• Ability to complete work on vehicles in timely manner 35 #6..
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Qualifications
• Manufacturer certifications& familiarity with components • Warranty offered for installation
• Performance of manufacturer warranty work
• Ability to pick up and deliver vehicles
35 Understanding the Project
• Relevant experience with other government agencies
• References
30 PHASE III 20 MAXIMUM POINTS
Phase III – Pricing Proposal 20
TOTAL POSSIBLE POINTS: 120
6.4 Award
Award will be made to the Proposers whose proposals best meets the criteria set forth herein and provides the best value to the County, with price and all other factors considered. #6..
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SECTION SEVEN - STANDARD CONTRACT INFORMATION
7.1 Contract Approval
The RFP and the selection processes do not obligate the County and do not create rights, interests, or claims of entitlement in the apparent best evaluated Proposer. Contract award and County obligations pursuant thereto shall commence only after the contract is signed by the Proposer, the Purchasing Agent, and by all other County officials as required by County ordinances and regulations to establish a legally binding contract.
7.2 Contract Payments
Contract payments shall be made in accordance with the payment terms and conditions set forth in the final contract. No payment shall be made until the contract is fully executed and approved as required by County ordinances and regulations. Under no conditions shall the County be liable for payment of any type associated with the contract or responsible for any work done by the proposer regardless of whether work was done in good faith and upon verbal direction to proceed with the delivery of services, if such direction occurs before (a) the contract start date specified by the contract or (b) contract approval by County officials as required by applicable statutes and rules of the County of Stanislaus.
7.3 RFP and Proposal Incorporated into Final Contract
This RFP and the successful proposal shall be incorporated into the final contract.
7.4 Contract Monitoring
The County may employ all reasonable means to ensure that the services are progressing and being performed in compliance with the Contract. At reasonable times, the County may inspect those areas of the successful proposer’s leased space that are related to the performance of the contract. If the County requires such an inspection, the successful proposer shall provide reasonable access and assistance.
The County shall name an administrative liaison (Owner’s Representative) to function as the Contractor’s primary contact for daily operations. In addition, County shall designate one administrator who has final responsibility for administration of the contract and resolution of any disputes.
7.5 Contract Amendment
During the course of this contract, the County may request the successful proposer to perform additional work for which the successful proposer would be compensated. Such work shall be within the general scope of this RFP. In such instances, the County shall provide a written description of the additional work, and the successful proposer shall submit a time schedule for accomplishing the additional work and a price for the additional work based on the rates included in the successful proposer’s response to this RFP. If the County and the successful proposer reach an agreement regarding the work and associated compensation, said Contract shall become effective by means of a Contract amendment. Any such amendment requiring additional work must be mutually agreed upon by the parties and signed by the successful proposer and the head of the procuring County agency and must be approved by other County officials as required by County laws and regulations. The successful proposer shall not commence additional work until the County has issued a written contract amendment and secured all required approvals.
7.6 Sample Contract:
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AGREEMENT
FOR
INDEPENDENT CONTRACTOR SERVICES
This Agreement for Independent Contractor Services (the “Agreement”) is made and entered into by and between the County of Stanislaus ("County") and _________________, a _______________ [corporation, LLC], ("Contractor") as of ________________________, 2022.
Recitals
WHEREAS, the County has a need for services involving _____________________; WHEREAS, the Contractor is specially trained, experienced and competent to perform and has agreed to provide such services; and
NOW, THEREFORE, in consideration of the mutual promises, covenants, terms and conditions hereinafter contained, the parties hereby agree as follows:
Terms and Conditions
1) Scope of Work
a) The Contractor shall furnish to the County upon execution of this Agreement or receipt of the County's written authorization to proceed, those services and work set forth in Exhibit A. b) All documents, drawings, and written work product prepared or produced by the Contractor under this Agreement, including without limitation electronic data files, are the property of the Contractor; provided, however, the County shall have the right to reproduce, publish and use all such work, or any part thereof, in any manner and for any purposes whatsoever and to authorize others to do so. If any such work is copyrightable, the Contractor may copyright the same, except that, as to any work which is copyrighted by the Contractor, the County reserves a royalty-free, non-exclusive, and irrevocable license to reproduce, publish, and use such work, or any part thereof, and to authorize others to do so. c) Services and work provided by the Contractor at the County'srequest under this Agreement will be performed in a timely manner consistent with the requirements and standards established by applicable federal, state and County laws, ordinances, regulations, and resolutions, and in accordance with a schedule of work set forth in Exhibit A. If there is no schedule, the hours and times for completion of said services and work are to be set by the Contractor; provided, however, that such schedule is subject to review by and concurrence of the County.
2) Consideration
a) County shall pay Contractor as set forth in Exhibit A. b) Except as expressly provided in Exhibit A of this Agreement, Contractor shall not be entitled to nor receive from County any additional consideration, compensation, salary, wages or other type of remuneration for services rendered under this Agreement. Specifically, Contractor shall not be entitled by virtue of this Agreement to consideration in the form of overtime, health insurance benefits, retirement benefits, disability retirement benefits, sick leave, vacation time, paid holidays or other paid leaves of absence of any type or kind whatsoever.
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c) County will not withhold any Federal or State income taxes or Social Security tax from any payments made by County to Contractor under the terms and conditions of this Agreement. Payment of all taxes and other assessments on such sums is the sole responsibility of Contractor. County has no responsibility or liability for payment of Contractor's taxes or assessments. d) Pursuant to Penal Code section 484b and to Business and Professions Code section 7108.5, the Contractor must apply all funds and progress payments received by the Contractor from the County for payment of services, labor, materials or equipment to pay for such services, labor, materials or equipment.
Pursuant to Civil Code section 1479, the Contractor shall direct or otherwise manifest the Contractor’s intention and desire that payments made by the Contractor to subcontractors, suppliers and materialmen shall be applied to retire and extinguish the debts or obligations resulting from the performance of this Agreement.
3) Term
a) The term of this Agreement shall be from the date of approval of this Agreement until completion of the agreed upon services unless sooner terminated as provided below or unless some other method or time of termination is listed in Exhibit A.
b) Should either party default in the performance of this Agreement or materially breach any of its provisions, the other party, at that party's option, may terminate this Agreement by giving written notification to the other party.
c) This Agreement shall terminate automatically on the occurrence of (a) bankruptcy or insolvency of either party, (b) sale of Contractor's business, (c) cancellation of insurance required under the terms of this Agreement, and (d) if, for any reason, Contractor ceases to be licensed or otherwise authorized to do business in the State of California, and the Contractor fails to remedy such defect or defects within thirty (30) days of receipt of notice of such defect or defects. d) The County may terminate this agreement upon 30 days prior written notice to the Contractor. Termination of this Agreement shall not affect the County’s obligation to pay for all fees earned and reasonable costs necessarily incurred by the Contractor as provided in Paragraph 2 herein, subject to any applicable setoffs.
4) Required Licenses, Certificates and Permits
4.1 Any licenses, certificates or permits required by the federal, state, county or municipal governments for Contractor to provide the services and work described in Exhibit A must be procured by Contractor and be valid at the time Contractor enters into this Agreement. Further, during the term of this Agreement, Contractor must maintain such licenses, certificates and permits in full force and effect.
Licenses, certificates and permits may include but are not limited to driver's licenses, professional licenses or certificates and business licenses. Such licenses, certificates and permits will be procured and maintained in force by Contractor at no expense to the County.
4.2 Contractor further certifies to County that it and its principals are not debarred, suspended, or otherwise excluded or ineligible for participation in federal, state or county government contracts.
Contractor certifies that it shall not contract with a subcontractor that is so debarred or suspended. 5) Office Space, Supplies, Equipment, Etc.
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Unless otherwise provided in Exhibit A, Contractor shall provide such office space, supplies, equipment, vehicles, reference materials and telephone service as is necessary for Contractor to provide the services identified in Exhibit A to this Agreement. County is not obligated to reimburse or pay Contractor for any expense or cost incurred by Contractor in procuring or maintaining such items. Responsibility for the costs and expenses incurred by Contractor in providing and maintaining such items is the sole responsibility and obligation of Contractor.
6) Insurance
Coverage Required: Contractor shall obtain, and maintain at all times during the term of this Agreement, insurance coverage in the amounts and coverage specified in the attached “Exhibit B.” 7) Defense and Indemnification
a) To the fullest extent permitted by law, Contractor shall indemnify, hold harmless and defend the County and its agents, officers and employees from and against all claims, damages, losses, judgments, liabilities, expenses and other costs, including litigation costs and attorneys’ fees, arising out of, resulting from, or in connection with the performance of this Agreement by the Contractor or Contractor's officers, employees, agents, representatives or subcontractors including those resulting in or attributable to personal injury, death, or damage or destruction to tangible or intangible property, including the loss of use.
b) Contractor's obligation to defend, indemnify and hold the County and its agents, officers and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this Agreement for Contractor to procure and maintain a policy of insurance.
7.3 Contractor shall indemnify, defend and hold harmless and shall be responsible for any and all federal, state and local taxes, fees, or contributions required to be paid with respect to Contractor and Contractor’s officers, employees, and agents engaged in the performance of this Agreement, including and without limitation unemployment insurance, social security and payroll tax withholding. 8) Status of Contractor
a) All acts of Contractor and its officers, employees, agents, representatives, subcontractors and all others acting on behalf of Contractor relating to the performance of this Agreement, shall be performed as independent contractors and not as agents, officers or employees of County. Contractor, by virtue of this Agreement, has no authority to bind or incur any obligation on behalf of County. Except as expressly provided in Exhibit A, Contractor has no authority or responsibility to exercise any rights or power vested in the County. No agent, officer or employee of the County is to be considered an employee of Contractor. It is understood by both Contractor and County that this Agreement shall not be construed or considered under any circumstances to create an employer-employee relationship or a joint venture. b) At all times during the term of this Agreement, the Contractor and its officers, employees, agents, representatives or subcontractors are, and shall represent and conduct themselves as, independent contractors and not employees of County.
c) Contractor shall determine the method, details and means of performing the work and services to be provided by Contractor under this Agreement. Contractor shall be responsible to County only for the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to County's control with respect to the physical action or activities of Contractor in fulfillment of this Agreement. Contractor has control over the manner and means of #6..
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performing the services under this Agreement. Contractor is permitted to provide services to others during the same period service is provided to County under this Agreement. If necessary, Contractor has the responsibility for employing other persons or firms to assist Contractor in fulfilling the terms and obligations under this Agreement.
d) If in the performance of this Agreement any third persons are employed by Contractor, such persons shall be entirely and exclusively under the direction, supervision and control of Contractor.
All terms of employment including hours, wages, working conditions, discipline, hiring and discharging or any other term of employment or requirements of law shall be determined by the Contractor. e) It is understood and agreed that as an independent Contractor and not an employee of County, the Contractor and the Contractor's officers, employees, agents, representatives or subcontractors do not have any entitlement as a County employee, and do not have the right to act on behalf of the County in any capacity whatsoever as an agent, or to bind the County to any obligation whatsoever. f) It is further understood and agreed that Contractor must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Contractor's assigned personnel under the terms and conditions of this Agreement.
8.7 Contractor retains all of their powers and authority to direct and control to the full extent of
the law. Included in but not limited to those duties and powers are the rights to: direct the work of its employees; establish the developmental philosophy, goals, and objectives; ensure the rights and opportunities of children and families; determine the staffing patterns; determine the number and kinds of personnel required; determine the classification of positions; maintain the efficiency of the program operation; determine the curriculum; develop a budget; develop and implement budget procedures. In addition, the Contractors retain the right to hire, assign, evaluate, promote, terminate, and discipline employees, and to take action on any matter in the event of an emergency. The exercise of the foregoing powers, rights, authority, duties, and responsibilities by the Contractors, the adoption of policies, rules, regulation, and practices in furtherance thereof, and the use of judgment and discretion in connection therewith, shall be limited only by the specific and express terms of this Agreement, and then only to the extent such specific and express terms are in conformance with the laws of the State of California.
8.8 As an independent Contractor, Contractor hereby indemnifies and holds County harmless from any and all claims that may be made against County based upon any contention by any third party that an employer-employee relationship exists by reason of this Agreement. 9) Records and Audit
a) Contractor shall prepare and maintain all writings, documents and records prepared or compiled in connection with the performance of this Agreement for a minimum of four (4) years from the termination or completion of this Agreement. This includes any handwriting, typewriting, printing, photostatic, photographing and every other means of recording upon any tangible thing, any form of communication or representation including letters, words, pictures, sounds or symbols or any combination thereof.
b) Any authorized representative of County shall have access to any writings as defined above for the purposes of making audit, evaluation, examination, excerpts and transcripts during the period such records are to be maintained by Contractor. Further, County has the right at all reasonable times to audit, inspect or otherwise evaluate the work performed or being performed under this Agreement. #6..
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10) Confidentiality
The Contractor agrees to keep confidential all information obtained or learned during the course of furnishing services under this Agreement and to not disclose or reveal such information for any purpose not directly connected with the matter for which services are provided. 11) Nondiscrimination
11.1 Non-Discrimination. During the performance of this Agreement, Contractor and its officers employees, agents, representatives or subcontractors shall not unlawfully discriminate in violation of any Federal, State or local law, rule or regulation against any employee, applicant for employment or person receiving services under this Agreement because of race, religious creed, color, national origin, ancestry, physical or mental disability including perception of a disability, medical condition, genetic information, pregnancy related condition, marital status, gender/sex, sexual orientation, gender identity, gender expression, age (over 40), political affiliation or belief, or military and veteran status. Contractor and its officers, employees, agents, representatives or subcontractors shall comply with all applicable Federal, State and local laws and regulations related to non-discrimination and equal opportunity, including without limitation the County’s non-discrimination policy; the Fair Employment and Housing Act (Government Code sections 12900 et seq.); California Labor Code sections 1101, and 1102; the Federal Civil Rights Act of 1964 (P.L. 88-352), as amended; and all applicable regulations promulgated in the California Code of Regulations or the Code of Federal Regulations.
11.2 Contractor shall include the non-discrimination and compliance provisions of this clause in all subcontracts to perform work under this Agreement.
11.3 Contractor shall provide a system by which recipients of service shall have the opportunity to express and have considered their views, grievances, and complaints regarding Contractor's delivery of services.
12) Assignment
This is an agreement for the services of Contractor. County has relied upon the skills, knowledge, experience and training of Contractor and the Contractor's firm, associates and employees as an inducement to enter into this Agreement. Contractor shall not assign or subcontract this Agreement without the express written consent of County. Further, Contractor shall not assign any monies due or to become due under this Agreement without the prior written consent of County. 13) Waiver of Default
Waiver of any default by either party to this Agreement shall not be deemed to be waiver of any subsequent default. Waiver or breach of any provision of this Agreement shall not be deemed to be a waiver of any other or subsequent breach and shall not be construed to be a modification of the terms of this Agreement unless this Agreement is modified as provided below. 14) Notice
Any notice, communication, amendment, addition or deletion to this Agreement, including change of address of either party during the term of this Agreement, which Contractor or County shall be required or may desire to make shall be in writing and may be personally served or, alternatively, sent by prepaid first-class mail to the respective parties as follows:
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To County: To Contractor:
Stanislaus County Purchasing Agent
1010 10th Street, Suite 5400
Modesto, CA 95354
15) Conflicts
Contractor agrees that it has no interest and shall not acquire any interest direct or indirect which would conflict in any manner or degree with the performance of the work and services under this Agreement.
16) Severability
If any portion of this Agreement or application thereof to any person or circumstance shall be declared invalid by a court of competent jurisdiction or if it is found in contravention of any federal, state or county statute, ordinance or regulation; the remaining provisions of this Agreement or the application thereof shall not be invalidated thereby and shall remain in full force and effect to the extent that the provisions of this Agreement are severable.
17) Amendment
This Agreement may be modified, amended, changed, added to or subtracted from by the mutual consent of the parties hereto if such amendment or change is in written form and executed with the same formalities as this Agreement and attached to the original Agreement to maintain continuity. 18) Entire Agreement
This Agreement supersedes any and all other agreements, either oral or in writing, between any of the parties herein with respect to the subject matter hereof and contains all the agreements between the parties with respect to such matter. Each party acknowledges that no representations, inducements, promises or agreements, oral or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement, statement or promise not contained in this Agreement shall be valid or binding.
19) Advice of Attorney
Each party warrants and represents that in executing this Agreement, it has received independent legal advice from its attorneys or the opportunity to seek such advice. 20) Construction
Headings or captions to the provisions of this Agreement are solely for the convenience of the parties, are not part of this Agreement, and shall not be used to interpret or determine the validity of this Agreement. Any ambiguity in this Agreement shall not be construed against the drafter, but rather the terms and provisions hereof shall be given a reasonable interpretation as if both parties had in fact drafted this Agreement.
21) Governing Law and Venue
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RFP 22-16-AS Page 28 (Rev.2020.08.20)
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This Agreement shall be deemed to be made under and shall be governed by and construed in accordance with, the laws of the State of California. Any action brought to enforce the terms or provisions of this Agreement shall have venue in the County of Stanislaus, State of California.
22. Authorized Signature
The person signing this Agreement (“Signatory”) represents and warrants that he or she is duly authorized and has legal capacity to execute this Agreement. Signatory represents and warrants that the execution and delivery of the Agreement and the performance of Contractor’s obligations hereunder has been duly authorized and that the Agreement is a valid and legal agreement binding on Contractor and enforceable in accordance with its terms.
23. Electronic Signatures
Each party agrees that the electronic signatures (whether digital or encrypted) of the parties included in this Agreement are intended to authenticate this writing and to have the same force and effect as manual signatures. Electronic signature means any electronic sound, symbol, or process attached to or logically associated with a record and executed and adopted by a party with the intent to sign such record (including facsimile or email electronic signatures) pursuant to the California Uniform Electronic Transactions Act (Cal. Civ. Code § 1633.1 et seq.) as amended from time to time.
24. Certification Regarding Economic Sanctions Pursuant To California State Executive Order N-6-22
24.1 Contractor shall review their investments and contracts to ensure their compliance with economic sanctions imposed by the U.S. government in response to Russia's actions in Ukraine, as well as any sanctions imposed under state law (collectively, economic sanctions), and to take actions to support the Ukrainian government and people, including by refraining from new investments in, and financial transactions with, Russian institutions or companies that are headquartered or have their principal place of business in Russia (Russian entities), not transferring technology to Russia or Russian entities, and by directly providing support to the government and people of Ukraine.
24.2 County shall terminate any contract with any individual or entity that is in violation of Executive Order N-6-22 or that is subject to economic sanctions therein, and shall not enter a contract with any such individual or entity while the Order is in effect.
24.3 For contracts valued at $5 million or more, Contractor shall provide a written report to the County regarding compliance with economic sanctions and steps taken in response to Russia’s action in Ukraine, including but not limited to, desisting from making new investments in, or engaging in financial transactions with Russia or Russian entities, and directly providing support to Ukraine, while the Order is in effect.
[SIGNATURES SET FORTH ON FOLLOWING PAGE]
IN WITNESS WHEREOF, the parties or their duly authorized representatives have executed this Agreement on the day and year first hereinabove written. #6..
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RFP 22-16-AS Page 29 (Rev.2020.08.20)
Vehicle Upfitting Services
COUNTY OF STANISLAUS
By:____________________________________
Dan Wirtz, GSA Director/Purchasing Agent
"County"
APPROVED: BOS Resolution #___________
CONTRACTOR NAME
By: _________________________________
Printed name: ________________________
Title: _______________________________
"Contractor”
APPROVED AS TO CONTENT:
________________ Department
By:____________________________________
Printed name: ___________________________
Title:__________________________________
APPROVED AS TO FORM:
Thomas E. Boze, County Counsel
By:____________________________________
, Deputy County Counsel
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RFP 22-16-AS Page 30 (Rev.2020.08.20)
Vehicle Upfitting Services
EXHIBIT A
A. SCOPE OF WORK
The Contractor shall provide services under this Agreement as follows:
[Use either “Contractor’s proposal” paragraph shown below and include the proposal with the contract, OR type a detailed description of scope of work the contractor will provide under this project.] as set forth in the Contractor’s proposal and scope of work dated _____________________, attached hereto and, by this reference, made a part hereof.
B. COMPENSATION
The Contractor shall be compensated for the services provided under this Agreement as follows:
[Select either the time & materials compensation paragraph or the subsequent lump compensation paragraphs, including the retention paragraph at the end.] Time & Materials Paragraph
1) Contractor will be compensated on a time and materials basis, based on the hours worked by the Contractor’s employees or subcontractors, multiplied by the current Schedule of Rates attached hereto and, by this reference, made a part hereof; provided, however, the Contractor will provide the County 30-days notice before any change in the rate schedule takes effect. In addition to the aforementioned fees, Contractor will be reimbursed for the following expenses, plus any expenses agreed to by the parties as set forth in a Schedule of Rates attached hereto, that are reasonable, necessary and actually incurred by the Contractor in connection with the services:
(a) Any filing fees, permit fees, or other fees paid or advanced by the Contractor. (b) Expenses, fees or charges for printing, reproduction or binding of documents at actual costs.
Lump sum Paragraphs
2) Contractor will be compensated on a lump sum basis for each task as set forth in the proposal and scope of work dated ______________________, attached hereto and, by this reference, made a part hereof. In addition to the aforementioned fees, Contractor will be reimbursed for the following expenses, plus any expenses agreed to by the parties as set forth in a Schedule of Rates attached hereto, that are reasonable, necessary and actually incurred by the Contractor in connection with the services:
(a) Any filing fees, permit fees, or other fees paid or advanced by the Contractor. (b) Expenses, fees or charges for printing, reproduction or binding of documents at actual costs.
3) The County shall retain ten (10) percent of all periodic or progress payments made to the Contractor until completion and acceptance of all work tasks. #6..
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RFP 22-16-AS Page 31 (Rev.2020.08.20)
Vehicle Upfitting Services
Include the following limitation provision no matter which compensation paragraphs are selected above. 4) The parties hereto acknowledge the maximum amount to be paid by the County for services provided under the term of this Agreement shall not exceed $________________, including, without limitation, the cost of any subcontractors, consultants, experts or investigators retained by the Contractor to perform or to assist in the performance of its work under this Agreement.
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RFP 22-16-AS Page 32 (Rev.2020.08.20)
Vehicle Upfitting Services
SECTION EIGHT – SUBMITTAL DOCUMENTS
8.1 The following attached forms must be completed and included in the Proposal Submittal:
• Proposal Cover Page
• Proposal Submittal Checklist
• Response Clarification Addendum
• Non-Collusion Affidavit to be Executed by Proposer and Submitted • Non-Collusion Affidavit Signature Page
• Bond Requirements (if applicable)
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RFP 22-16-AS Page 33 (Rev.2020.08.20)
Vehicle Upfitting Services
PROPOSAL COVER PAGE
Please return this checklist with Request for Proposal submittal packet.
The undersigned certifies and declares that any and all statements and information in the attached proposal are true and correct.
RFP PROPOSER’S INFORMATION
Name of Proposing Agency:
Primary Contact for Proposing Agency:
Project Name: Vehicle Upfitting Services RFP #: 22-16-AS RFP Closing Date: June 28, 2022 Business Address:
City: Zip Code: State:
Phone: Fax #:
Taxpayer ID #: Business License #:
Email: Other License # (CSLB, etc.):
Department of Industrial Relations (DIR) Registration # (if applicable):
Sub -Consultant/Subcontractor(s) Name and License Numbers a.
b.
c.
d.
Date Signed:
Print Name:
Signature: Initials:
Title:
**SIGN & RETURN THIS PAGE**
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RFP 22-16-AS Page 34 (2019.02.07)
Vehicle Upfitting Services
PROPOSAL SUBMITTAL CHECKLIST
Please return this checklist with Request for Proposal submittal packet.
SUBMITTAL CHECKLIST
YES NO
1 Signed Proposal Cover Page
2 Signed Proposal Checklist (this document)
3 Local Vendor Preference Notice
4 Exceptions to the terms and conditions of this RFP, if any 5 Exceptions to the Sample Contract, if any
6 Signed Non-Collusion Affidavit
7 Response Clarification Addendum
8 W9 form Request for Taxpayer Identification Number and Certification 9 One (1) separately sealed envelope marked “FINANCIAL REPORTS” (original hard-copy submittal only)
10 One (1) original in a separately sealed package marked "QUALIFICATION PROPOSAL" (original hard-copy and electronic submittals)
11 One (1) original in a separately sealed envelope marked “PRICING PROPOSAL" (original hard-copy and electronic submittals) Date Signed:
Print Name:
Signature: Initials:
Title:
**SIGN & RETURN THIS PAGE**
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RFP 22-16-AS Page 35 (2019.02.07)
Vehicle Upfitting Services
RESPONSE CLARIFICATION ADDENDUM
RESPONSE CLARIFICATION ADDENDUM
Addendum Number Dated Date Received Initials
Print Proposers Name:
Proposers Signature:
Title:
Signed addenda/addendum to be included in the RFP response. If an addenda/addendum is issued, the Proposer shall complete the above form and return it with the RFP response. **SIGN & RETURN THIS PAGE**
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RFP 22-16-AS Page 36 (2019.02.07)
Vehicle Upfitting Services
NON-COLLUSION AFFIDAVIT
TO BE EXECUTED BY PROPOSER AND SUBMITTED WITH RFP
(Title 23 United States Code Section 112 and
Public Contract Code Section 7106)
To the County of Stanislaus, Stanislaus County Purchasing Division:
In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the Proposer declares that the RFP is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the proposal is genuine and not collusive or sham; that the Proposer has not directly or indirectly induced or solicited any other Proposer to put in a false or sham proposal, and has not directly or indirectly colluded, conspired, connived or agreed with any Proposer or anyone else to put in a sham proposal or that anyone shall refrain from proposing; that the Proposer has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the proposal price of the Proposer or any other Proposer, or to fix any overhead, profit, or cost element of the proposal price, or of that of any other Proposer, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the proposal are true; and, further, that the Proposer has not, directly or indirectly, submitted his or her proposal price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, proposal, depository, or to any member or agent thereof to effectuate a collusive or sham proposal.
DECLARATION UNDER PENALTY OF PERJURY
The undersigned Proposer declares and certifies under the penalty of perjury: that the only persons or parties interested in this RFP as principals are those named herein as Proposer, that he/she holds the position indicated below as a corporate officer or the owner or a partner in the business entity submitting this proposal; that the undersigned has examined the “General Conditions and Instructions to Proposers” and the specifications; that the undersigned is informed of all the relevant facts surrounding the preparation and submission of this RFP, that the undersigned (if awarded a contract) will execute and fully perform the contract for which the proposals are called; that the undersigned will perform all the work and/or furnish all the materials specified in the contract, in the manner and time therein prescribed, and according to the requirements as therein set forth; and that the undersigned will take in full payment therefore, the prices set forth in the pricing schedule of the contract; that the undersigned knows and represents and warrants to the County of Stanislaus that this proposal is prepared and submitted without collusion with any other person, business entity, or corporation with any interest in this proposal. (Please sign on the following page)
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RFP 22-16-AS Page 37 (2019.02.07)
Vehicle Upfitting Services
NON-COLLUSION AFFIDAVIT
TO BE EXECUTED BY PROPOSER AND SUBMITTED WITH RFP
I declare under penalty of perjury that the foregoing is true and correct.
RFP PROPOSER’S INFORMATION
Name of Proposer:
Primary Contact for Proposing Agency:
Business Address:
City: Zip Code: State:
Phone: Fax #:
Taxpayer ID #: Business License #:
Department of Industrial Relations (DIR)
Registration # (if applicable):
E-mail:
Type of Business:
Individual doing business under own name Corporation
Individual doing business using a firm name Partnership Joint Venture—attach agreement
Date Signed:
Print Name:
Signature: Initials:
Title:
To be signed by authorized corporate officer or partner or individual submitting the proposal.
The above Non-Collusion Affidavit is part of the RFP. Signing this RFP on the signature portion thereof shall also constitute signature of this Non-Collusion Affidavit. Proposers are cautioned that making a false certification may result in criminal prosecution. **SIGN & RETURN THIS PAGE**
SECTION NINE – INFORMATIONAL ATTACHMENTS
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RFP 22-16-AS Page 38 (2019.02.07)
Vehicle Upfitting Services
9.1 The following attached informational documents are attached hereto and made a part of this RFP:
• Exhibit A – Scope of Work / Technical Specifications
• Exhibit A1 – Example Unit 1
• Exhibit A2 – Example Unit 2
• Exhibit A3 – Example Unit 3
• Exhibit A4 – Example Unit 4
• Exhibit B – Insurance Requirements
• Bond Requirements (if applicable)
• SB-854 Notice (if applicable)
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RFP 22-16-AS Page 39 (2019.02.07)
Vehicle Upfitting Services
EXHIBIT A
SCOPE OF SERVICES
1. Vehicle Upfitting Services
Contractor shall provide all labor, materials, and equipment to purchase and install all parts listed.
1.1 Requirements
1.1.1 Upfitting installation work shall be consistently performed across all units with no substantive difference in design, layout, and installation from vehicle to vehicle.
1.1.2 Installation and parts for each vehicle must consist of the specific parts listed (no substitutions) and be consistent in each vehicle type.
1.1.3 Full description of the parts used for these installations are located on Exhibits A-1 through A-4 and include but are not limited to products from these manufacturers:
• Ray Allen Manufacturing
• Troy Products
• Sound Off Signal
• Westin
• Federal Signal
• EVCC
• Truck Vault
• Havis
• Whelen
• Santa Cruz Gun Locks
• Cole-Hersee
• Blue-Sea
• Kussmaul
• Secure Idle
• Intermotive
• Patrol Power
1.1.4 All wiring connections must be crimped and clearly labeled.
1.1.5 Wirings must be run through the center of the vehicle, under door sills, or above headliner and down pillars.
1.1.6 Contractor must provide upfitting services for each vehicle in timely fashion (ideally, no more than five (5) business days per vehicle). The time starts when work commences on vehicle at Contractor’s location unless other terms are agreed upon.
1.1.7 Contractor shall not let installation work to subcontractors unless agreed upon in advance and only after subcontractors are vetted and approved by the County.
1.2 Pick Up and Delivery
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RFP 22-16-AS Page 40 (2019.02.07)
Vehicle Upfitting Services
If possible, Contractor shall be responsible for picking up vehicles from various County locations and delivering upon completion.
1.3 Guarantee
Contractor shall guarantee in writing that installation will not void vehicle or component factory warranties.
2. Parts Only
Contractor shall provide discounted parts as needed for delivery directly to County locations from manufacturers listed in Section 1.1.3 above. #6..
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RFP 22-16-AS Page 41 (2019.02.07)
Vehicle Upfitting Services
EXHIBIT B
INSURANCE REQUIREMENTS - REFER TO RFP EXHIBIT B
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RFP 22-16-AS Page 42 (2019.02.07)
Vehicle Upfitting Services
BOND REQUIREMENTS
Section 3, General Requirements and Information, describes the specific security/bonding requirements. If required, only the successful Proposer shall submit a performance and payment bond as described in this RFP.
BOND REQUIRED
Proposal Security required Yes No Amount 10% of the Project Price Performance Bond required Yes No Amount 100% of the Project Price Payment Bond required Yes No Amount 100% of the Project Price
FOR COUNTY USE ONLY
Proposal was opened on the following date and at the prescribed place.
FOR COUNTY USE ONLY
Cashiers or Certified Check drawn on a California Bank. Yes No Surety Bond Yes No
Date:
Stanislaus County General Services Agency Purchasing Division Title:
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1 AGREEMENT# 280680 – FOR FLEET SERVICES UPFITTING FOR POLICE AND FIRE VEHICLES This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ____ day of _________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and BIG JAY’S TIRES INC, dba JAY’S TIRES, a California corporation, hereinafter called CONTRACTOR.
W I T N E S E T H:
WHEREAS, the Modesto City Council adopted Resolution No. 2024-______ authorizing the Award of Bid and agreement for FLEET SERVICES UPFITTING FOR POLICE AND FIRE VEHICLES to CONTRACTOR, attached hereto as Exhibit “A” and made a part hereof, and WHEREAS, the CONTRACTOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and WHEREAS, the CITY and CONTRACTOR shall enter into an agreement for FLEET SERVICES UPFITTING FOR POLICE AND FIRE VEHICLES as described in RFP 23-36-AS, attached hereto as Exhibit “C” and made a part hereof.
NOW, THEREFORE, the parties hereto mutually agree as follows:
1. THE WORK:
a) CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, bonds and #6..
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2 insurance necessary to perform and complete the required work as specified in Exhibit “C”, and in strict accordance with the conditions of the complete AGREEMENT. b) CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. c) CONTRACTOR shall maintain proper insurance with the CITY for the duration of the AGREEMENT.
d) CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.
e) CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated annual amount $400,000. The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $2,000,000. Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown on Bid attached hereto as Exhibit B.
AGREEMENT PRICING
STANDARD ORDER PARTS1
Minimum Discount Off List Price: 20%
SPECIAL ORDER PARTS2
Minimum Discount Off List Price: 20%
LABOR RATES (per hour)
Pick-Up / Delivery / Travel $125.00
Custom Box Fabrication $125.00
Law Enforcement / Small Vehicle Upfitting / Strip-Outs $125.00 Shop Rate $125.00
Fabrication $125.00
Mobile Service $125.00
Vehicle Down / Emergency: $125.00
1 “Standard-Order Parts”refers to parts from manufacturers for whom the contractor is a licensed reseller. 2 “Special Order Parts” refers to parts from manufacturers for whom the contractor is not a licensed reseller. #6..
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3 2. CITY REPRESENTATIVE:
CITY Representative is: Lawrence Devereaux, Fleet Manager 209-342-2214, [email protected]
Purchasing Representative: Kim Presson, Buyer 209-577-5375, [email protected] The CITY Representative is not authorized to commit the CITY to changes in specifications, requirements, or scope of work, changes in price(s), period of performance or delivery date(s) or method of shipment. Changes of a contractual or business nature shall be effective only by written change to the AGREEMENT, issued by the City of Modesto, Purchasing Division.
3. CONTRACTOR CONTACT:
Jason C.Brown, owner
Phone# 209-668-1286
Email: [email protected]
4. TERM OF AGREEMENT:
The term of the AGREEMENT shall be for a period of two years, with three one-year extension options at the sole discretion of CITY, for a total of up to five years.
Year 1: SEPTEMBER 11, 2024 through SEPTEMBER 10, 2025
Year 2: SEPTEMBER 11, 2025 through SEPTEMBER 10, 2026
Year 3: SEPTEMBER 11, 2026 through SEPTEMBER 10, 2027
Year 4: SEPTEMBER 11, 2027 through SEPTEMBER 10, 2028
Year 5: SEPTEMBER 11, 2028 through SEPTEMBER 10, 2029
Pricing as set forth in Section 1.e. above shall remain firm for the first two years of the AGREEMENT.
Price increases for any subsequent AGREEMENT years following the second year, shall not exceed the percentage change in the Consumer Price Index (CPI) for the City of Modesto West Urban Area in #6..
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4 any one AGREEMENT year, and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by CONTRACTOR in writing, ninety (90) days prior to the annual anniversary date of the AGREEMENT to be effective for the subsequent year.
Price adjustments for diesel fuel fluctuations may be considered. A thirty (30) day written notice is required for consideration. Any price adjustment shall be negotiated through the Purchasing Division, and approved at the sole discretion of the CITY.
The index used to determine price adjustments on diesel fuel shall come from the Energy Information Administration Website: HTTPS://WWW.EIA.GOV/PETROLEUM/GASDIESEL/, California data
5. LIABILITY INSURANCE:
The CONTRACTOR shall provide, at its own expense, and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the CITY as may be required by the City Clerk of the CITY. The policies or certificates thereof shall provide that, at least 30 days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the CITY via PINS Advantage Insurance Program, for all of the following stated insurance policies.
a. General Liability - insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limity shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. Vendor must show proof of Garage Liabilty with a minimum limit of liability per occurrence of $1,000,000 and Garage Keeper’s Liability with a minimum of $75,000 coverage. The insurance shall indicate on the certificate of insurance the following coverage and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent contractors and subcontractors; products and completed operations; and/or professional liability. b. Automobile Liability – insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage and transportation related pollution liability. This insurance shall cover #6..
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5 any automobile for bodily injury and property damage. c. Workers' Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000 per accident for bodily injury or disease.
If at any time any of said policies shall be unsatisfactory to the CITY, as to form or substance or if a company issuing such policy shall be unsatisfactory to the CITY, the CONTRACTOR shall promptly obtain a new policy, submit the same to the CITY’s Risk Manager for approval and submit a certificate thereof as hereinabove provided. Upon failure of the CONTRACTOR to furnish, deliver or maintain such insurance and certificates as above provided, this AGREEMENT, at the election of the CITY, may be forthwith declared suspended, or terminated. Failure of the CONTRACTOR to obtain and/or maintain any required insurance shall not relieve the CONTRACTOR from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the CONTRACTOR concerning indemnification.
The CITY, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation.
The Workers' Compensation insurer shall agree to waive all rights of subrogation against the CITY, its agents, officers, employees, and volunteers for losses arising from work performed by CONTRACTOR for the CITY.
The CONTRACTOR’s insurance policy(ices) shall include a provision that the coverage is primary as respects the CITY; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the CITY’s Risk Manager.
For any claims related to this AGREEMENT, the CONTRACTOR’s insurance coverage shall be primary insurance as respects CITY, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by CITY, its officers, officials, employees, or volunteers shall be excess of the CONTRACTOR’s insurance and shall not contribute with it.
6. PAYMENT:
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6 CONTRACTOR shall invoice CITY not less than once per month based on the cost for services performed and reimbursable costs incurred prior to the invoice date. All invoices shall be paid in full the following payment terms within thirty days after completion and acceptance of the Services by the CITY, and receipt of a properly prepared invoice, CITY will pay CONTRACTOR [TO BE DETERMINED BY IFB RESPONSE IN FINAL AGREEMENT, EITHER “Net 30 terms via CITY’s ePay Program” or “Net 45 Days via manual check”.]. The CITY is exempt from payment of Federal Excise Tax, and all invoices shall be exclusive of such excise tax.
Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
At a minimum, invoices shall state the following:
This AGREEMENT number
CITY department/division name and address
Billing period
Service hours worked day and week
Unit price, extended price, sales tax and total
7. INDEMNITY: The CONTRACTOR shall hold the CITY, its agents, officials, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of CONTRACTOR, or its agents, officials, officers, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT. CONTRACTOR’s obligation to defend, indemnify, and hold the CITY, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONTRACTOR to procure and maintain a policy of insurance. #6..
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7 8. VENUE & GOVERNING LAW:
Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, without giving effect to its conflicts of laws provisions or principles.
9. ATTORNEYS’ FEES: If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.
10. COMMENCEMENT AND COMPLETION OF THE WORK:
The work contemplated herein shall be commenced as immediately after the agreement administrator receives and has on file:
Proofs of insurance (approved by CITY Risk Manager); and Executed Agreement;
a. Resolution No.2024-_______;
b. CONTRACTOR Bid submittal;
c. Contractor’s City of Modesto business license
11. TERMINATION OF SERVICES:
Termination for Default: In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the nonperformance. Within 10 days after receipt of notification, the breaching party shall correct any nonperformance to the reasonable satisfaction of the non-breaching party, or such other time as may be identified in #6..
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8 the notice. Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.
Termination by City for Convenience: The City may also terminate this AGREEMENT the Contractor's performance under the Agreement, either in whole or in part, at its own discretion and without cause.
Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such termination and act as specified in the notice of termination; b. Terminate all orders and subcontracts except as necessary to complete any portion of the SERVICES that are not terminated;
c. If directed in writing by the CITY to do so, assign all right, title and interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such, but in no event shall recovery by any CONTRACTOR or subcontractor include lost profits for portions of the SERVICES not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the CONTRACTOR in performing the SERVICES whether completed or in process;
e. Settle outstanding liabilities and claims, subject to the approval of CITY; f. Complete performance of such part of the SERVICES as has not been terminated; g. Take such other actions as may be necessary, or as may be directed by the CITY #6..
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9 for the protection and preservation of the SERVICES and/or property related to the SERVICES;
h. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES.
i. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR's SERVICES which were performed by CONTRACTOR on the project prior to the termination date and which remain unacceptable and/or not useful to CONTRACTOR as of the termination date.
CITY will pay CONTRACTOR for SERVICES actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final payment to the CONTRACTOR after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the SERVICES such as subcontractor agreements or contracts for materials; b. The AGREEMENT price allocable to the portion of the SERVICES properly performed or goods supplied to the work site by the CONTRACTOR as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR for such SERVICES.
12. COMPLIANCE WITH ALL LAWS:
CONTRACTOR hereby agrees that CONTRACTOR and its subcontractors, if any, in the performance of the SERVICES described herein, will comply with all federal, state, county and municipal laws, #6..
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10 rules and regulations which may be applicable to the work herein contracted for, whether now in existence or hereafter adopted.
13. FAILURE TO PERFORM SATISFACTORY WORK: It is agreed and understood that if the CONTRACTOR fails to perform the SERVICES as specified herein, CITY's representative may:
a. Consent to accept such unsatisfactory service with an appropriate adjustment in contract price, based on established cost factors,
b. Have such required work done by CITY forces or otherwise, and charge the cost thereof to the CONTRACTOR, or
c. Recommend termination of AGREEMENT between said the CONTRACTOR and the City of Modesto.
Those discrepancies and deficiencies in the SERVICES that remains uncorrected after the date set for correction may be the necessary justification for a billing adjustment in the month following the occurrence.
Unless otherwise negotiated, billing adjustments for this incomplete or uncorrected work shall be permanent retention of 100% of the estimated monthly cost for the SERVICES not corrected or completed.
14. ASSIGNMENT OF RIGHTS: The CONTRACTOR offers and agrees, and will require all subcontractors and suppliers to agree, to assign to the CITY all rights, title, and interest in and to all causes of action it and they may have under Section 4 of the Clayton Act (15 United States code, Section 15) or under the Cartwright Act (Business and Professions Code, Section 16700 et seq.), arising from the acquisition of goods, services, or materials pursuant to this AGREEMENT or any allowed subcontract. The assignment made by CONTRACTOR and all assignments made by subcontractors and suppliers shall be made and become effective at the time the CITY makes final payment to The CONTRACTOR, without further acknowledgment by the parties (Government Code, Sections 4550-4554).
15. CITY PROCESS/PROCEDURE APPROVALS: CITY approval of any process or procedure shall not relieve CONTRACTOR of its responsibility to furnish the required SERVICES meeting all specifications contained herein.
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11 16. CONTRACTOR'S RESPONSIBILITY FOR DAMAGES: If CONTRACTOR damages any property belonging to the CITY or a third party, the CONTRACTOR will be required to make repairs immediately, at CONTRACTOR’s sole cost and expense, to the satisfaction of the CITY. In the event that CONTRACTOR fails to perform the necessary repairs, the CITY may either retain from the money due to CONTRACTOR an amount sufficient to repair the damage or perform the repairs and send an invoice to the CONTRACTOR for such costs, which shall be paid within thirty (30) days.
17. NOTICES:
Any notice, payment or instrument required or permitted by this AGREEMENT to be given or delivered to either party shall be deemed to have been received when personally delivered, or one calendar week following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid, addressed as follows:
CONTRACTOR: Jason C. Brown, Owner
2940 Geer Rd
Turlock, CA 95382
Phone #: 209-668-1286
Email: [email protected]
CITY: City of Modesto
Kim Presson, Buyer
P.O. Box 642
Modesto, CA 95353
Phone: (209) 577-5375
Email: [email protected]
Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.
18. SIGNATORY(IES) FOR CONTRACTOR:
Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and have full authority to, execute the AGREEMENT.
19. QUANTITIES: No minimum or maximum is guaranteed or implied. #6..
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12 20. FUNDING: All annual extensions are based upon continuous funding for that purpose by the City Council. Failure to fund any annual extension shall result in an immediate termination of the AGREEMENT without redress.
21. OTHER GOVERNMENT/PUBLICLY FUNDED AGENCIES: If mutually agreeable to all parties, the issuance of any resultant contract/purchase order referencing these specifications and modified by mutual agreement between all parties may be extended to other government or publicly funded agencies. It shall be understood that all terms and conditions as specified herein shall apply.
22. NON-DISCRIMINATION:
a. During the performance of this AGREEMENT, CONTRACTOR and any allowed subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment. The CONTRACTOR and any allowed subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination.
The CONTRACTOR and any allowed subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full. b. The CONTRACTOR and any allowed subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.
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13 c. The CONTRACTOR shall include the nondiscrimination and compliance provisions of this clause in any allowed subcontracts to perform SERVICES. d. The Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the CITY upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or CITY shall require to ascertain compliance with this AGREEMENT. e. By executing this AGREEMENT, CONTRACTOR certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation, and will continue to do so for at least the duration of the AGREEMENT and any extensions thereof.
23. CONTRACTOR LICENSES & PERMITS: CONTRACTOR warrants and represents that it possesses and shall maintain all licenses, and shall secure and maintain all necessary permits, necessary to perform the SERVICES.
24. RECORDS: All final versions of reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that CONTRACTOR prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the CITY. CONTRACTOR hereby agrees to deliver those documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.
25. FACILITIES AND EQUIPMENT: Except as set forth herein, CONTRACTOR shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this #6..
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14 AGREEMENT. CITY shall make available to CONTRACTOR only the facilities and equipment listed in EXHIBIT “B” and “C”, and only under the terms and conditions set forth herein.
26. INDEPENDENT CONTRACTOR; NOT AGENT: At all times during the term of this AGREEMENT, CONTRACTOR shall be an independent contractor and shall not be an employee of CITY. CITY shall have the right to control CONTRACTOR only insofar as the results of CONTRACTOR’s services rendered pursuant to this AGREEMENT. Except as City may specify in writing, CONTRACTOR shall have no authority, express or implied, to act on behalf of CITY in any capacity whatsoever as an agent. CONTRACTOR shall have no authority, express or implied, pursuant to this AGREEMENT to bind City to any obligation whatsoever.
27. DRUG FREE WORKPLACE: CONTRACTOR certifies that it is following and in compliance with Sections 8350 - 8355 of Chapter 5.5 of the Government Code, Drug Free Workplace Act whereby each person or organization awarded a contract/purchase order or grant for the procurement of any property or service from any state agency (city) shall certify to the contracting or granting agency that it will provide a drug free workplace.
28. ASSIGNMENT:
Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance.
29. WAIVER:
The waiver by any party to this AGREEMENT of a breach of any provision hereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing.
30. HEADINGS NOT CONTROLLING:
Headings used in the Agreement are for reference purposes only and shall not be considered in construing this AGREEMENT.
31. MISCELLANEOUS:
Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT. #6..
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15 32. ENTIRE AGREEMENT:
This Agreement and its exhibits contain the entire understanding between CONTRACTOR and CITY. Additional or new terms contained in this AGREEMENT which vary from CONTRACTOR’S bid are controlling and are deemed accepted by CONTRACTOR by performance of any SERVICES or other commencement of performance hereunder. The terms and conditions of the IFB, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between the IFB and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications relative to this Agreement, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this Agreement. No future waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.
33. PARTIAL INVALIDITY:
If any provision in this AGREEMENT is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.
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16 IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this Agreement by its City Manager and attested by its City Clerk under authority of Resolution No. 2024-_______, adopted by the Council of the City of Modesto on the _____________ day of _____________________, 2024 and CONTRACTOR has caused this Agreement to be duly executed. #6..
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EXHIBIT B
PRICING SCHEDULE
STANDARD ORDER PARTS1
Minimum Discount Off List Price: 20%
SPECIAL ORDER PARTS2
Minimum Discount Off List Price: 20%
LABOR RATES (per hour)
Pick-Up / Delivery / Travel $125.00
Custom Box Fabrication $125.00
Law Enforcement / Small Vehicle Upfitting / Strip-Outs $125.00 Shop Rate $125.00
Fabrication $125.00
Mobile Service $125.00
Vehicle Down / Emergency: $125.00
1 “Standard-Order Parts” refers to parts from manufacturers for whom the contractor is a licensed reseller. 2 “Special Order Parts” refers to parts from manufacturers for whom the contractor is not a licensed reseller. #6..
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Stanislaus County Non-PW Bid Document (Rev. 2023.02.02)
General Services Agency
Purchasing Division
1010 10th Street, Suite #5400
Modesto, CA 95354
Phone: (209) 525-6319
Fax: (209) 525-7787
INVITATION TO BID
BID# 23-36-AS
LAW ENFORCEMENT AND SPECIALTY VEHICLE UPFITTING SERVICES BID INFORMATION:
BID RESPONSE DATE:
JUNE 27, 2023
BID RESPONSE TIME (BID DEADLINE):
NO LATER THAN 2:30 p.m.
DELIVER BID RESPONSES TO:
Stanislaus County GSA Purchasing Division
1010 10th St., Suite 5400
Modesto, CA 95354
Unless previously registered, Bidders are required to register at https://www.stancounty.com/purchasing/vendorregistration.shtm. Bidders are required to submit one (1) original and one (1) additional copy of their bid response (including all required attachments) to the address above and one (1) electronic copy via www.stancounty.com/purchasing/county-bids.shtm. Bid bids shall clearly identify the project name, BID number, and BID response date on the outside of the package, and be delivered in a sealed package. Failure to comply with the instructions may cause the bid to be treated as nonresponsive.
QUESTION DEADLINE: JUNE 9, 2023
All inquiries shall be submitted before 5:00 P.M. Pacific Time on the date shown above. Responses by the County and any change in requirements will be issued in the form of a written Addendum. The receipt of any resulting Addendum must be acknowledged in accordance with the directions on the Addendum. Oral explanations or instructions given before the award of the Contract will not be binding upon the County.
NO PRE-BID CONFERENCE WILL TAKE PLACE FOR THIS PROJECT
MANDATORY ATTENDANCE AT PRE-BID CONFERENCE: N/A
If attendance is mandatory, failure to attend this conference will result in rejection of bid.
THE COUNTY’S COST ESTIMATE FOR THIS PROJECT WILL NOT BE RELEASED BEFORE BIDDING CLOSES
Any changes to these bid documents are invalid unless specifically modified by Stanislaus County (County) and issued as a separate addendum. Should there be any question as to changes to the content of this document, the County’s version posted on its web site shall prevail. All addenda and notices related to this solicitation will be posted by County at https://www.stancounty.com/purchasing/county-bids.shtm. In the event the bid documents or information are obtained through any means other than this web site, County will not be responsible for resulting errors.
EXHIBIT C #6..
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Stanislaus County Non-PW Bid Document (Rev. 2023.02.02)
BID # 23-36-AS
LAW ENFORCEMENT AND SPECIALTY VEHICLE UPFITTING SERVICES Bid Documents. Volume I, II and III (listed below) contain the full description of the work and requirements.
VOLUME I:
Notice Inviting Bids
Instructions to Bidders
General and Special Conditions
Contract
VOLUME II:
Exhibit A: Technical Specifications or Scope of Work
Exhibit B: Insurance Requirements
VOLUME III:
Form of Bid
Acknowledgement of Addenda
Subcontractor List
Noncollusion Affidavit
Contractor Certifications
Stanislaus County GSA-Purchasing posts bid opportunities online. To obtain the bid documents and to receive notifications relating to this bid, register as a vendor with Stanislaus County by following this online process at no cost to you:
http://www.stancounty.com/purchasing/county-bids.shtm.
There is not a mandatory pre-bid conference.
Notice Inviting Bids: Stanislaus County will receive sealed Bids at the General Services Agency on the 5th Floor, Suite 5400 of 1010 Tenth Street, Modesto, CA 95354 no later than the Bid Deadline above for the above- referenced project.
Project Description: The County of Stanislaus (County) is seeking bids from qualified and experienced Contractors to provide upfitting services for various law enforcement and specialty vehicles.
Contract Time: The Work of the contract is to be completed in a timely manner as directed by the County’s Project Manager.
County’s Representative: If you have questions about the bid, please contact the County’s Representative: Abe Souza ([email protected]).
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Stanislaus County Non-PW Bid Document (Rev. 2023.02.02)
INSTRUCTIONS TO BIDDERS
INTRODUCTION
1) OVERVIEW
a) The County of Stanislaus (County) contracts out for upfitting services for various law enforcement and specialty vehicles. The County currently holds contracts with three vendors; however, in order to shorten lead times and manage costs, the County is seeking bids from additional qualified and experienced Contractors with valid manufacturers’ certifications to provide upfitting services for such vehicles. b) The County may select one or more lowest responsible bidders for this work, and intends to issue multiple awards from this solicitation. The lowest responsible bidder(s) shall be established based on the proposed discount off of list price and averaged hourly rate for services, as established in the bid sheet in Volume III. Contractor shall hold their pricing for the initial year of the contract. Pricing below shall include:
i) All tools, labor, materials, equipment, transportation services, hauling, disposal requirements and any other items which are required or necessary to perform the Work.
ii) No separate reimbursement for mileage and travel time shall be allowed. iii) Bidder shall carefully review the insurance requirements included as Exhibit B to this Bid and include all cost for securing the required insurance.
c) Except as otherwise prohibited by law, the Bidder may provide a bond to eliminate the need for retention. If the Bidder so elects, Bidder shall deposit with the County securities with a value equal to the monies which would otherwise be withheld by the County. Said securities shall be as provided in Section 4590 of the California Government Code and shall be approved by the County as to both sufficiency and form. 2) BID INTENT
a) The County will contemplate awarding on the basis of proposed discounts on parts and labor rates. As part of this Bid, Bidder shall submit all required pricing which will be incorporated into the final contract at time of award. b) One or more contracts, if awarded, will be awarded to the lowest responsible bidder(s) for the work described in Volume II, Scope of Work.
3) BID DOCUMENTS. The bid documents can be found http://www.stancounty.com/purchasing/county-bids.shtm. 4) SCHEDULE OF EVENTS. The Schedule of Events represents the County’s best estimate of the schedule that will be followed. Unless otherwise specified, the time of day for the following events shall be prior to 5:00 p.m., Pacific Daylight Time. The County reserves the right, at its sole discretion, to adjust this schedule as it deems necessary.
SCHEDULE OF EVENTS
1 County Issues Invitation to Bid June 1, 2023
2 Question Deadline (see Page 1 for time) June 9, 2023
3 Submission Deadline (see Page 1 for time) June 27, 2023 4 Mail - Notice of Intent to Award* June 30, 2023
5 Protest Deadline (5:00 PM)* July 7, 2023
6 Appeals Deadline* July 17, 2023
7 Board of Supervisors Authorizes Contract* August 8, 2023 #6..
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Stanislaus County Non-PW Bid Document (Rev. 2023.02.02)
8 Begin Contract Services* August 8, 2023
5) County’s Representative. Bidders shall direct any questions or requests for clarification in writing to the County’s Representative through the County’s web page, http://www.stancounty.com/purchasing/county-bids.shtm. Bidders seeking information related to this bid, including the scope of services described herein, obtained from sources other than the County’s Representative do so at their own risk. The County cannot be responsible for the completeness, accuracy, or timeliness of any information from other than the County’s representative.
6) Minimum Qualifications. Each Bidder must meet the following requirements:
a) Contractor shall not have any pending disciplinary proceedings or investigations by the California Bureau of Automotive Repair.
b) Contractor shall not currently (as of the date of bid opening) or within the past year, have any suspensions, disbarments, or similar proceedings (including stipulated agreements), restricting, limiting, or prohibiting Bidder from bidding or performing projects for any public agency. 7) Required Bid Documents. Each bidder must submit a complete bid on the standard forms enclosed (See VOLUME III). All portions of the Bid Documents (VOLUME III) must be completed before the bid is submitted. Each bidder must provide:
Form of Bid
Acknowledgement of Addenda
Subcontractor List
Noncollusion Affidavit
Contractor Certifications
Failure to submit all required documents may result in the bid being rejected as nonresponsive. 8) Bid Security. Not applicable.
9) Lowest Responsible Bidder. The contract(s), if awarded, will be awarded to the lowest responsible bidder(s) who meets the minimum qualifications identified herein and is(are) fully compliant with the requirements and terms of the competitive selection process.
10) Contract Time. The Contractor shall perform the work in a timely manner as directed by the County’s Project Manager.
11) Contractor Requirements. Prospective bidders must be fully qualified, licensed, certified, and insured to perform the work requested. This project is subject to compliance monitoring and enforcement by the Department of Industrial Relations.
12) Materials Or Equipment Specified By Name. When any materials or equipment is indicated or specified by patent or proprietary name or by the name and catalogue number of the manufacturer, it shall be considered as used for convenience in describing the material or equipment desired. The use of an alternative material or equipment which is of equal quality and of the required characteristics for the purpose intended may be permitted. Request for such substitution shall be made in writing by the Contractor within seven (7) days after bid opening. Failure by the Contractor to request substitution within seven (7) days after bid opening constitutes an agreement by Contractor to furnish only the materials or equipment listed in the Contract Documents. Until and unless such substitutions are accepted by the County’s Representative, no deviations from the specifications shall be allowed. The burden of proof as to the quality and suitability of the alternative shall be upon the Contractor. The County shall be the sole judge as to the quality and suitability of alternative materials or equipment, and its decision shall be final.
13) Bid Protests. Any Bid or procurement protest (“Protest”) in connection with the contract or work must be submitted in writing to the Stanislaus County Purchasing Agent located at 1010 10th Street, Suite 5400, Modesto, CA 95354, before the earlier of the following dates: 2:00 PM of the fifth Business Day following issuance of the Notice of Intent to Award or within five (5) working days after the protesting party knows, or should have known, of the occurrence of the action #6..
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Stanislaus County Non-PW Bid Document (Rev. 2023.02.02)
which is protested. The Protest shall be followed by an email to the Purchasing Manager at [email protected].
Only parties who responded to the County’s procurement solicitation (“Respondents”) who the County deemed responsive and/or responsible are eligible to submit a Protest. A Protest from a Respondent who the County deemed not responsive and/or not responsible will not be considered.
A formal protest must be in writing signed by the protesting party and shall contain: (a) A specific identification of the statutory or regulatory provision(s) that the action complained of is alleged to have violated; (b) A specific description of each act alleged to have violated the statutory or regulatory provision(s) identified in subparagraph (A) of this paragraph; (c) A precise statement of the relevant facts; (d) An identification of the issue(s) to be resolved; (e) Argument and authorities in support of the protest; and (f) Proof that copies of the protest have been mailed or delivered to all respondents who have submitted bids, proposals or offers for the contract involved. A certification that copies were supplied to all interested parties with a list of the addresses the protest was sent to will be accepted as proof of delivery of copies. Names and addresses of such respondents may be obtained by sending a written request for the information to the Purchasing Agent.
In the event of a timely Protest has been made, and an award has not been made, the County will not proceed further with the solicitation or award of the contract unless the Purchasing Agent, makes a written decision to award of contract.
The Purchasing Agent may receive written responses to the protest from Respondents who have submitted bids, proposals or offers for the contract involved and from other interested parties. The protesting party will be given notice of written responses received.
If the protest is not resolved by mutual agreement, the Purchasing Agent will issue a written decision on the protest. The decision will set forth the reasons for the decision.
The decision of the Purchasing Agent on a protest may be appealed by the protesting party to the County’s Chief Executive Officer or his or her designee (“CEO”) in accordance with the County’s procurement policy.
Any Protest regarding this procurement must be handled through the processes defined herein. Protests or appeals which are not submitted in accordance with these procedures will not be reviewed or rejected.
Failure to adhere to or attempting to circumvent or influence this process by contacting persons other than the Purchasing Agent or his designee, shall result in the protestor’s immediate disqualification from consideration of award.
12. Debarment. Contractor represents and warrants, to the best of its knowledge and belief, that neither Contractor nor any of its Principals (“Principal” means an officer, director, owner, partner, or a person having primary management or supervisory responsibilities within a business entity) is presently debarred, suspended, proposed for debarment, voluntarily excluded, or involuntarily excluded from receiving a contract from any federal, state or local government or agency, nor has it been declared ineligible for the award of contracts by any federal, state, or local government or agency, nor does it appear on any federal, state or local government’s Excluded Parties List System. Contractor shall provide immediate written notice to the County if, at any time Contractor learns that this representation was erroneous when submitted or has become erroneous by reason of changed circumstances. The representations and warranties above are a material representation of fact upon which reliance was placed when entering into this Agreement. If it is later determined that Contractor knowingly made a false representation, in addition to other remedies available to County, County may terminate this Agreement. #6..
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Stanislaus County Non-PW Bid Document (Rev. 2023.02.02)
GENERAL CONDITIONS
1) BASIC DEFINITIONS:
a) The term "Change Order" shall refer to a written agreement in the form included in these Contract Documents, signed by the County and Contractor, modifying the Contract.
b) The term "Contract" means and includes the Contract and the Contract Documents. c) The term "Contract Sum" means the total compensation specified in the Contract. The Contract Sum may be adjusted by Change Order.
d) The term "Contract Time" means the number of days set forth in the Contract Documents within which the full completion of the Contractor's work must be achieved. The Contract Time may be adjusted by Change Order. e) The term "Contractor" means the person or firm identified as such in the Contract, or its authorized representative. f) The term “day” means a calendar day unless otherwise specifically noted. g) The term “Indemnified Parties” means the County and its Board of Supervisors, directors, officers, employees, agents, inspectors, construction managers, project managers, consultants, subconsultants, their employees, and the County’s Representative.
h) The term "County" means Stanislaus County.
i) The term "County’s Representative" means the person identified in the Project Directory. The County may, at any time, without prior notice to or approval by Contractor, replace County’s Representative with a new County’s Representative.
Upon Contractor's receipt of notice from the County of such replacement, Contractor shall recognize such person or firm as County’s Representative for all purposes under the Contract Documents. j) The term "Project" means the total of the work and obligations agreed to be performed by Contractor under the Contract Documents, including but not limited to labor, equipment, materials, supplies, and taxes. 2) PIGGYBACK. For goods, equipment and/or services, the County reserves the right to extend the terms, conditions, and prices of this contract to other local agencies or other County departments who express an interest in piggybacking on this contract. Each of the piggyback institutions or departments will issue their own purchasing documents for the goods, equipment and/or services. Contractor agrees that County shall bear no responsibility or liability for any agreements between Contractor and the other Institution(s) who desire to exercise this option. 3) CONTRACT DOCUMENTS:
a) The Contract Documents consist of:
VOLUME I:
Notice Inviting Bids
Instructions to Bidders
General and Special Conditions
Contract
VOLUME II:
Exhibit A: Technical Specifications or Scope of Work
Exhibit B: Insurance Requirements
VOLUME III:
Form of Bid
Acknowledgement of Addenda
Subcontractor List
Noncollusion Affidavit
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Stanislaus County Non-PW Bid Document (Rev. 2023.02.02)
Contractor Certifications
b) The Contract Documents also include insurance; bonds, addenda issued; Change Orders; permits, and any other documents described as such within these Contract Documents. c) The Contract Documents represent the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations, or agreements, either written or oral. Contract Documents do not include: soils, geotechnical, or other reports, surveys, or analyses, which may be printed, bound or assembled within the Contract Documents or otherwise made available to the Contractor for review or information under this Agreement, unless specifically enumerated and directly incorporated herein. Such information is available to the Contractor for information purposes only. Contractor shall be solely responsible for the interpretation of all such information, and County makes no representation or warranty as to the reliability or accuracy of any such information. 4) EXAMINATION OF CONTRACT DOCUMENTS AND SITE OF WORK:
a) Each bidder shall examine carefully the site of the work and the Contract Documents, and shall satisfy itself as to the character, quality, and quantity of the surface and subsurface materials or obstacles to be encountered. The submission of a bid shall be conclusive evidence that the Contractor has satisfied itself through Contractor's own investigation as to the conditions to be encountered; the character, quality, and scope of work to be performed; the materials and equipment to be furnished; and all requirements of the Contract Documents. 5) PERMITS. See Special Conditions.
6) ADDENDA: If discrepancies or apparent errors are found in the Contract Documents prior to the date of bid opening, bidders shall submit a written request for clarification, which response to said request will be given in the form of addenda to all bidders, if time permits. The correction of any discrepancies in, or omissions from the drawings, specifications, or other Contract Documents, or any interpretation thereof, during the bidding period will be made only by an addendum issued by the County’s Representative. Each such addendum issued by the County’s Representative shall be made a part of the Contract. Any other interpretation or explanation of such documents will not be considered binding. Contractor shall acknowledge all addenda issued on its bid.
7) BID:
a) The Contractor's bid shall be made on the forms provided (see Volume III), with all items filled out, and properly signed.
The bid shall be signed by the Contractor if an individual, by a member of the partnership, or by an officer of a corporation authorized to sign contracts in its behalf. If made by a corporation, the bid shall show the name of the State under the laws of which the corporation is chartered or organized. b) Bidders are warned against making erasures or alterations of any kind on their bid. Bids which contain omissions, erasures, alterations, conditions, or additions not called for may be rejected. c) Bidders are required to submit one (1) original and one (1) additional copy of their bid (including all required attachments) to the address set forth in the Notice Inviting Bids and one (1) electronic copy via www.stancounty.com/purchasing/county-bids.shtm. Bid bids shall clearly identify the project name, BID number, and BID response date on the outside of the package, and be delivered in a sealed package. Failure to comply with the instructions may cause the bid to be treated as nonresponsive. 8) WITHDRAWAL OF BID: A bid may be withdrawn at any time prior to the hour fixed in the Notice to Contractors for the opening of bids by a written request of the bidder, filed with the County. The withdrawal of a bid will not prejudice the right of a bidder to file a new bid within the time prescribed. 9) OPENING OF BIDS: Bids will be opened and then read publicly at the time and place indicated in the Notice to Contractors, or as soon thereafter as is reasonable. Bidders or their representatives and others interested are invited to be present. 10) BIDDER’S BOND/SECURITY: Not applicable.
11) CONSIDERATION OF BIDS:
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Stanislaus County Non-PW Bid Document (Rev. 2023.02.02)
a) After the bids have been opened and read, they will be checked for accuracy and compliance with these Contract Documents.
b) Bid prices shall include everything necessary for the completion of fulfillment of the Contract, including, but not limited to, furnishing all materials, equipment, tools, labor and services, except as may be provided otherwise in the Contract Documents. When a price is quoted in both words and figures, the words shall prevail in case of a discrepancy. Bid prices shall include all taxes, including, but not limited to, all Federal, State, and local taxes. c) County reserves the right to reject any and all bids and to waive any minor irregularity in a bid. 12) COMPETENCY OF BIDDER: The bidder shall be licensed under the provisions of Chapter 9, Division 3, of the Business and Professions Code of the State of California to do the type of work contemplated in the Project and shall be skilled and regularly engaged in the general class or type of work called for under this contract. 13) DISQUALIFICATION OF BIDDERS: More than one bid in the same project trade component from any individual, firm, partnership, corporation, or association, under the same or different names, will not be considered. Reasonable grounds for believing that any bidder is interested in more than one bid for the work will cause the rejection of all bids in which such bidder is interested. If there is reason to believe that collusion exists among the bidders, none of the participants in such collusion will be considered. Any bid in which the prices obviously are unbalanced may be rejected. 14) MISTAKE; RELIEF OF BIDDERS: Attention is directed to the provisions of Public Contract Code section 5100, and following, concerning relief of bidders, and in particular to the requirement therein that if the bidder claims a mistake was made in Contractor's bid, the bidder shall give the County written notice within five (5) days after opening of the bids of the alleged mistake, specifying in the notice in detail how the mistake occurred. 15) AWARD OF CONTRACT: The contract(s), if awarded, will be awarded to the lowest responsible bidder(s) who meets the minimum qualifications identified herein and is(are) fully compliant with the requirements and terms of the competitive selection process. The County reserves the right to reject all bids. 16) RETURN OF BIDDER’S SECURITY: Not applicable.
17) SIGNING OF CONTRACT AND DELIVERY OF BONDS AND INSURANCE:
a) INSURANCE. A Contract shall be signed by the successful bidder on the form provided and returned to the County, within ten (10) days after delivery of the Contract forms. b) CONTRACT BONDS: Not applicable.
18) NOTIFICATION OF SURETY COMPANIES: Not applicable.
19) INSURANCE: Within ten (10) days of County’s delivery of the Notice of Award, the Contractor shall furnish a Certificate of Insurance substantiating the fact that Contractor has taken out the insurance as provided in Exhibit B of Volume II of the Contract Documents.
20) FAILURE TO COMPLY WITH REQUIREMENTS. If the bidder to whom the award is made fails or refuses, within ten (10) calendar days from the delivery of the Notice of Award to enter into the Contract, and/or fails to provide insurance certificates in a form acceptable to the County, the County may then award the Contract to the next lowest-priced responsive and responsible bidder.
21) PRE-CONSTRUCTION CONFERENCE: Not applicable.
22) INTENT OF PLANS AND SPECIFICATIONS OR SCOPE OF WORK: It is the intent of these Contract Documents that the work performed under the Contract shall result in a complete operating system in satisfactory working condition with respect to the functional purposes of the installation, and no extra compensation will be allowed for anything omitted but fairly implied. The prices paid for the various items in the bid shall include full compensation for furnishing all labor, materials, tools, equipment, overhead, profit, incidentals, and doing all work necessary to complete the finished product as provided in the Contract Documents.
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Stanislaus County Non-PW Bid Document (Rev. 2023.02.02)
23) CLARIFICATION OF CONTRACT DOCUMENTS: Should it appear that the work to be done, or any of the matters relative thereto, are not sufficiently detailed or explained in the Contract Documents, or in the event of any doubt or question arising respecting the true meaning of the Contract Documents, the Contractor shall apply to the County’s Representative for such further explanations as may be necessary.
24) SUPPLEMENTAL DRAWINGS AND INSTRUCTIONS: In addition to the drawings incorporated in the Contract at the time of signing, the County may furnish such working drawings and supplemental instructions from time to time as may be necessary to make clear, or to define in greater detail, the intent of the Contract drawings and specifications. In furnishing such additional drawings and/or instructions, the County shall have authority to make minor changes in the work, not involving extra cost, and not inconsistent with the nature of the work. These working drawings and supplemental instructions shall become a part of the Contract Documents, and the Contractor shall make its work conform to them. 25) PERSONAL ATTENTION AND SUPERINTENDENCE: The Contractor shall give Contractor's personal attention to and shall supervise the work to the end that it shall be faithfully prosecuted. 26) BEGINNING OF WORK:
a) The County shall solicit quotes for vehicles or batches of vehicles to confirm pricing and anticipated time of completion.
A Purchase Order shall constitute authority for the Contractor to begin work on quoted vehicles, upon condition that the Contractor has strictly complied with all requirements of these Contract Documents, including but not limited to, furnishing all required documentation and certificates of insurance. b) When the Contractor has started work on the Project, the Contractor shall diligently prosecute the work to completion within the time limit provided in the Contract Documents. c) Liquidated damages are set forth in the Special Conditions. 27) SCHEDULE OF VALUES AND PAYMENTS:
a. Contractor shall invoice County immediately upon Contractor’s receipt of invoice from Contractor’s parts vendors, including:
a) For part lines represented by Contractor, Contractor’s invoice shall identify list pricing and County’s discount;
b) For part lines not represented by Contractor (“special order”), Contractor’s invoice shall identify wholesale cost to Contractor and fixed markup cost to County; c) The invoice shall describe the services rendered and hours billed for each task and all costs incurred. b. After receipt of parts invoice from Contractor, County shall pay on Net 30 terms. c. County payment to Contractor shall be made by check or ACH or wire transfer. 28) RESPONSIBILITY FOR ACCURACY: The Contractor shall obtain all necessary measurements for and from the work, and shall check dimensions, elevations, and grades for all layout and construction work and shall supervise such work, the accuracy for all of which Contractor shall be responsible. Each subcontractor shall adjust, correct, and coordinate Contractor's work with the work of others so that no discrepancies will result in the whole work. Contractor shall be responsible for verifying that all information and data contained and set forth in all of Contractor's submittals that may be required by the Contract Documents, comply in all respects with the Contract Documents. 29) EFFECT OF INSPECTION OR USE: Neither the inspection by an inspector, County, County’s Representative, Construction Manager, architect, engineer, or anyone acting in their behalf (“County Parties”), nor any measurement, approved modification, submittal, shop drawing, order, or certificate, nor acceptance of any part or whole of the work, or payment of money, nor any possession or use by the County or its agents, shall operate as a waiver of any provisions of the Contract or of any power or authority reserved therein, or of any right to damages thereunder; nor shall the waiver of any breach of this Contract be held to be a waiver of any subsequent or other breach. 30) INSPECTION: The County and its authorized representatives shall have access to all records necessary to perform a complete audit of the Contractor for the purposes of verifying that the invoices submitted were accurate, complete, and current. The County shall have the right to examine and copy those books, records, documents, papers and other supporting #6..
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Stanislaus County Non-PW Bid Document (Rev. 2023.02.02)