Fort Walton Beach Council agenda — 11-18-09 regular agenda — reading text

all proposals, within acceptance and fmal award, one of the proposals, or will reject 90) calendar days from the date of opening of proposals. ninety ( Purchasing Department Page: 10 Cemetery Burial Services Request for Proposal 09- 102 10. TERMS AND CONDITIONS OF AGREEMENT 10. 1 The Agreement to be entered into with the successful proposer will include, but not be limited to, the following terms and conditions. 10. 2 The proposer shall agree to indemnify and save harmless the City, its officers, agents, and employees, from and against any and allliability, claims, demands, damages, fmes, fees, expenses, penalties, suits, proceedings, actions and costs of action, includirig attorney' s fees for trial arid oriappew, of any kind and naMe. arismg-or growing out of or in any way connected with the performance of the Agreement whether by act or omission of the proposer, its agents, servants, employees or others, or because of or due to the mere existence of the Agreement between the parties. 10.3 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 of rights or copyrights. Proposer shall, at its own expense, hold patent 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 of the United States. The Proposer shall pay all damages and costs awarded against the City. 10. 4 An understanding and agreement, by and between the proposer and the City, that the completion time as specified in proposer's submission is an ESSENTIAL CONDITION OF THE CONTRACT. The proposer shall agree that all work shall be prosecuted regularly, diligently, and uninterrupted at such rate of progress as will ensure full completion thereof within the time specified. 10. 5 Assignment 10. 5. 1 The successful Proposer shall not enter into subcontractors, retain consultants, or assign, transfer, convey, sublet,or otherwise dispose of the ensuing Contract, or any or all of its rights, title or interest herein, or its or corporation or power to execute such Contract to any person, company transfer more than fifty percent ( 50%) of its ownership to a third party without prior written consent of the City. 10. 6 Termination for Convenience 10. 6.1 The City may at any time, at its sole discretion, without cause, terminate this Contract for its convenience by written notice to the successful Proposer. The City will calculate the outstanding payments due the City. The City will notify the successful Proposer of the amount owed to the City, which must immediately be remitted to the City. Purchasing Department Page: 11 Cemetery Burial Services Request for Proposal 09- 102 10.7 Termination for Default 10. 7. 1 Contractors will be in default under the Contract if they commit a breach ofthe Contract deemed material to the City. Where such a default occurs the City may terminate the contract and suspend the Contractor for a period of one ( 1) year. The City may also require the contractor to reimburse the City for the reprocurement cost incurred by the City as a result -of reawarding or completfugUflie -Contract. 10. 7. 2 The City may at its sole discretion waive a default by the contractor, but no such waiver, and no failure by the City to take action shall be deemed a waiver of any subsequent default. 10. 8 Cost( s) specified in the proposal shall remain flI1I1 for the initial three (3) year period of the contract. Increases and/or decreases in following years may be re- negotiated. 11. DISCUSSIONS WITH RESPONSmLE PROPOSERS AND REVISIONS TO PROPOSAL 11. 1 Discussions may be conducted with responsible proposers who submit proposals determined to be reasonably acceptable of being selected for award for the purpose of clarification and to assure full understanding of, and responsiveness to, the solicitation requirements. Proposers shall be accorded fair and equal treatment with respect to any opportunity for discussion and revision of proposals and such revisions may be permittedafter submission prior to award for the purpose of obtaining best and final offers. In conducting discussions, there shall be no disclosure of any infonnation derived from proposals submitted by competing proposers except as may be required by the Florida Public Records Law, Chapter 119, Florida Statutes. 12. EXECUTION OF AGREEMENT 12. 1 The successful proposer shall, within fifteen (15) calendar days after Notice ofAward is issued the by of F ort Walton Beach, Purchasing Department, enter into a City contract with the City on fonns as included within the Request For Proposal documents for the perfonnance of work awarded him and shall simultaneously provide any required bonds, indemnities and insurance certificates. Failure to comply with the established deadline for submittal of required documents may be grounds for cancellation of the award. 13. RIGHT TO AUDIT RECORDS 13. 1 The City shall be entitled to audit the books and records o~ a contractor or any sub- contractor to the extent that such books and records relate to the performance of such contract or Such books and records shall be maintained by the sub- contract. contractor for a period of three ( 3) years from the date of fmal payment under the Purchasing Department Page: 12 Cemetery Burial Services Request for Proposal 09- 102 prime contract and by the sub- contractor for a period of three ( 3) years from the date of fmal payment under the sub- contract unless a shorter period is otherwise authorized in writing. 14. FISCAL YEAR FUNDING APPROPRIATION 14. 1 _ . SpecifiedPetiod 14. 1.1 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 ~lld 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 by City Council of funds therefor. 14.2 Cancellation ,Due to Unavailability of Funds in Succeeding Fiscal Periods 14. 2. 1 When funds are not appropriated or otherwise made available to support continuation of performance in a subsequent fiscal period, the contract shall be cancelled and the contractor shall be entitled to reimbursement for the reasonable value of any nonrecurring cost incurred but not advertised in the price of the supplies or services delivered under the contract or otherwise recoverable. 15. PROPOSER' S CERTIFICATION FORM 15. 1 EACH PROPOSER SHALL COMPLETE THE " PROPOSER' S CERTIFICATION" FORM INCLUDED WITH TmS REQUEST FOR PROPOSAL, AND SUBMIT THE FORM WITH TIlE PROPOSAL. 15.2 THE FAILURE OF A PROPOSER TO SUBMIT TillS DOCUMENT WILL BE CAUSE FOR REJECTION OF THE PROPOSAL. 15.3 THE FORM MUST BE ACKNOWLEDGED BEFORE A NOTARY PUBLIC WITH NOTARY SEAL AFFIXED ON THE DOCUMENT. 16. PUBLIC ENTITY CRIMES 16. 1 A person or affiliate, as defmed 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 public entity, a may not submit a bid on a contract with a public entity for the construction or repair of a 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, Purchasing Department Page: 13 Cemetery Burial Services Request for Proposal 09- 102 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 9287. 01 of the Florida Statues for CATEGORY TWO, for a period of36 months from the date of being placed on the convicted vendor list. 17. FLORIDA PROMPT PAYMENT ACT 17. 1 Proper Invoice 17. 1.1 For purposes of billing submission and payment procedures, a " proper invQice" by a contractor, vendor or other invoicing party shall consist of l1e at least all of t. fol owin. g: 17. 1. 1. 1 A description ( including quantity) of the goods and/or services provided to the City (or a party on behalf of the City) reasonably