Fort Walton Beach Council agenda — 01-26-2010 Regular — reading text

Council on January 12, 2010, to recommend entering into a contract with the top -ranked firm(s) or to reject all proposals, 9. TERMS AND CONDITIONS OF CONTRACT 9. 1 CONTRACT REQUIRED. The City and the successful proposer(s) shall enter into a Contract for Services that will include, but not be limited to and may be superseded by such Contract, the following, terms and conditions. Based on the final rankings of the Evaluation Page 12 138-  Committee, a General Consulting Contract shall be executed with a minimum of one ( 1) firm and'a maximum of three ( 3) firms. At least one of the top -ranked firms will be a local small consulting firm capable of immediate response to task orders under this contract. The local area shall consist of the area between Escambia County, Florida and Leon County, Florida. 9. 2 INDEPENDENT CONTRACTOR STATUS; INDEMNITY. At all times the contractor will be an independent contractor and shall, therefore, agree to indemnify and save harmless the City, its officers, agents, and employees, from and against any and all liability, claims, demands, damages, fines, fees, expenses, penalties, suits, proceedings, actions and-costs of action, including attorney's fees for trial and on appeal, of any kind and nature arising or growing out ofor in any way connected with the performance of the Contract whether by act or omission of the proposer, its agents, servants, employees or others, or because ofor due to the mere existence of the Contract between the parties. 9. 3 COPYRIGHTED, CONFIDENTIAL INFORMATION. If applicable, the proposer shall pay all royalties and assume all costs arising from the use of any invention, design, process materials, equipment, product or device which is the subject ofpatent rights or copyrights. Proposer shall, at its own expense, hold harmless and defend -the City against any claim, suit or proceeding brought against the City which is based upon a claim, whether rightful or otherwise, that the goods or services, or any part thereof, furnished under the contract, constitute an infringement or any patent or copyright ofthe United States. The Proposer shall pay all damages and costs awarded against the City. 9. 4 TIME IS OF THE ESSENCE. A condition that time is of the essence for the proper provision of services of the Contract and that the successful proposer(s) will conduct all required work diligently and as specified by the City. 9. 5 ASSIGNMENT. The successful proposer(s) may not assign, transfer, or otherwise dispose any rights or obligations of the Contract without prior written consent of the City. 9. 6 TERMINATION FOR CONVENIENCE. The City may at any time, at its sole discretion, without cause, terminate the Contract for its convenience by written notice to the successful Proposer. If terminated for convenience, the City will calculate the outstanding payments due the Contractor and make that payment pursuant to the Prompt Payment Act. 9. 7 TERMINATION FOR DEFAULT. Contractors will be in default under the Contract if they commit a material breach of the Contract and as otherwise specified in the Contract. 9. 8 CONTRACT TERM. The term of the contract shall be for a period of one ( 1) year with a renewal option of up to four (4) successive one -year terms for a maximum possible contract term of five (5) years based on the performance of each consultant selected. After the end of each year, the City shall evaluate each consultant with specific scoring criteria and determine whether one or all of the consultants shall be retained or if the contract shall be reissued as a new RFQ. Page 13 139-  9. 9 EXECUTION OF AGREEMENT. Within fifteen (15) calendar days after issuance of the Notice of Award, the successful proposer will execute the Contract for Services and simultaneously provide any required bonds, indemnities and insurance certificates, not previously submitted. Failure to comply with the established deadline for submittal ofrequired documents may be grounds for cancellation of the award. 10. RIGHT TO AUDIT RECORDS The City shall be entitled to audit the books and records ofa contractor or any sub -contractor to the extent that such books and records relate to the performance of such contract or sub -contract. Such books and records shall be maintained by the contractor for a period ofthree (3) years from the date of final payment under the prime contract and by the sub -contractor for a period of three (3) years from the date of final payment under the sub -contract unless a shorter period is otherwise authorized in writing,. ; 11. FISCAL YEAR .FUNDING APPROPRIATION 1 1. l SPECIFIED PERIOD. Unless otherwise provided by law, a contract for supplies or services may be entered into for any period of time deemed to be in the best interest of the City, provided the term of the contract and conditions of renewal or extension, if any, are included in the solicitation and funds are available for the first fiscal period at the time of contract. Payment and performance obligations for succeeding fiscal periods shall be subject to appropriation of funds by the City Council for any additional years. 11. 2 CANCELLATION DUE TO UNAVAILABILITY OF FUNDS IN SUCCEEDING FISCAL PERIODS. ' When funds are not appropriated or otherwise made available to support continuation of -the Contract for Services in any subsequent fiscal period, the Contract may be terminated or modified. If the Contract is terminated, the contractor shall be entitled to reimbursement for any work delivered or conducted pursuant to the Contract. 12. PROPOSER' S CERTIFICATION FORM Each proposer shall complete the " Proposer's Certification" form included with this request for proposal, and submit the form with the proposal. The form must be acknowledged before a notary public and have the notary seal affixed. Proposals will be rejected if the proposer' s certification is not submitted with the proposal. 13. PUBLIC ENTITY CRIMES A person or affiliate, as defined in § 287. 133 of the Florida Statutes, who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid on a contract to provide any goods or services to.a public entity, may not submit a bid on a contract with a public entity for the construction or repair ofa public building or public work, may not submit bids on leases of real property to a public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in §287.01 ofthe Florida Page 14 140-  Statues for category two, for a period of 36 months from the date of being placed on the convicted vendor list. 14. FLORIDA PROMPT PAYMENT ACT 14. 1 PROPER INVOICE. For purposes of billing submission and payment procedures, a proper invoice" by a contractor, vendor or other invoicing party shall include at least the following information: a. A description, including quantity, of the goods or services provided to the City reasonably sufficient to identify the goods or services; b. The amount due, applicable discounts, and the terms of payment; c. The full name of the vendor, contractor or other party who is supplying the goods and/ or services including a mailing address in case of a dispute and a mailing address for payment purposes ( if they are different) and a telephone number; d. The purchase order or contract number as supplied by the City; e. Identification by office, division, or department of to whom the goods or services were delivered or provided; 14. 2 DELIVERY OF INVOICE. All invoices, to be considered a proper invoice, shall be delivered to the City Engineer, Engineering Services Department, City of Fort Walton Beach, P. O. Box 4009, Fort Walton Beach, Florida, 32549. 14. 3 DELIVERY ACCEPTANCE REQUIRED. An invoice will not be considered proper unless there has been delivery, installation, or provision ofthe goods or services to the correct City office, division, or department; there was acceptance by the City of the goods or services; and the contractor has otherwise complied with all of the contract's terms and conditions and is not in default of any of them. 14. 4 INVOICE DISPUTE PROCEDURE. If there is a dispute between the City and contractor regarding an invoice, the City or contractor may initiate this invoice dispute procedure. Either party can initiate the dispute procedure, within 45 days after the receipt or denial of an invoice; by providing the other party in writing of a dispute and stating the specifics of the dispute. The parties shall exchange all materials and information to support their claims and provide a copy of all materials and information to the Financial Services Director. The Financial Services Director shall review all materials and information and conduct a meeting with the contractor and the responsible City office, division, or department. The Financial Services Director shall then issue a written final decision no later than 60 days after the date of notice of the dispute. The final decision shall be immediately mailed or hand -delivered to the contractor. 15. PROPOSER' S WARRANTY The proposer acknowledges and warrants that no one was paid a fee, commission, gift, or other consideration contingent upon receipt of an award for the services and/ or supplies specified in this request for proposal. Page 15 141-  16. INSURANCE/ I'ERFORMANCE BONDS Insurance and/ or performance bond coverage may be required by the Contract. Such insurance or bond shall be continued in effect for the term ofthe contract. Should a Contractor fail to provide acceptable evidence of current insurance and/ or a performance bond within seven (7) days before the expiration date of an insurance policy or bond, the City shall have the right to terminate the Contract. 17. DRUG -FREE MIORKPLACE CERTIFICATION By submitting; the Drug Free Workplace Form as part of this request for proposal, you are certifying that your company is a drug -free workplace in accordance with § 287.087 of the Florida Statutes. 18. AMERICANS WITH DISABILITIES ACT Persons with disabilities needing a special accommodation to participate in this proceeding should contact the Purchasing Division, 143 Hollywood Boulevard NW, Fort Walton Beach, Florida 32548, telephone ( 850) 833 -9523, at least seven (7) days before the date on which the accommodation is requested. 19. PURCHASE CONTRACTS WITH OTHER GOVERNMENT AGENCIES The submission ofany proposal in response to this request for proposal constitutes a proposal made under the same terms and conditions, for the same contract prices and/ or fee schedules to other governmental agencies within the State of Florida, unless otherwise stipulated by the proposer