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Home My WebLink AboutR-2018-112 City Authorizing Public Services Dept To Utilize Pricing From Town Of Davie Contract (RFP NO. B-16-168) Florida Technical Consultants. LLC For GIS Consulting Services May Exceed $25,000.00 RESOLUTION NO. 2018-112 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF DANIA BEACH, FLORIDA, AUTHORIZING THE PUBLIC SERVICES DEPARTMENT TO UTILIZE PRICING FROM THE TOWN OF DAVIE CONTRACT (RFP NO. B-16-168) WITH FLORIDA TECHNICAL CONSULTANTS, LLC FOR GIS CONSULTING SERVICES, WHICH PURCHASES MAY EXCEED AN ANNUAL VENDOR TOTAL AMOUNT OF TWENTY FIVE THOUSAND DOLLARS ($25,000.00); AUTHORIZING SUCH PURCHASES MADE WITHIN THE PUBLIC SERVICES DEPARTMENT'S APPROVED ANNUAL BUDGET APPROPRIATIONS; PROVIDING FOR CONFLICTS; FURTHER, PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Charter of the City of Dania Beach, Part IJI, Article 3, Section 4, Subsection 0), authorizes the City Manager to purchase supplies, services, equipment and materials for the City government in amounts in excess of the established monetary threshold without competitive bidding and without advertisement for bids if he is authorized to do so in advance by a resolution adopted by the City Commission; and WHEREAS, the Dania Beach Code of Ordinances, Chapter 2, Article 1, Section 2-10, "Monetary thresholds for certain purchases and payment disbursement authorizations", Subsection (a), sets the monetary threshold at Twenty Five Thousand Dollars ($25,000.00) for a vendor each fiscal year; and WHEREAS, the Public Services Department is requesting City Commission approval to utilize pricing from the Town of Davie Contract RFP No. B-16-168 for GIS Consulting Services, under the terms of their contract, which may exceed the annual vendor amount of Twenty Five Thousand Dollars ($25,000.00) threshold for a single vendor each fiscal year the contract is in place and, therefore, requires City Commission approval; and WHEREAS, the Public Services Department has determined that such purchases can be obtained at the least cost to the City utilizing pricing from the Town of Davie RFP No. 13-16-168 which is attached as Exhibit"A", and is effective January 2017 through September 2022; and WHEREAS, the Public Services Department is seeking approval to exceed Twenty Five Thousand ($25,000.00) each fiscal year the contract is in place for any necessary services provided funding is available and appropriated in the current budget year; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF DANIA BEACH,FLORIDA: Section 1. That the above "Whereas" clauses are ratified and confirmed, and they are made a part of and incorporated into this Resolution by this reference. Section 2. That the City Commission authorizes the purchase of GIS consulting services from Florida Technical Consultants, LLC in an amount exceeding the annual amount of Twenty Five Thousand Dollars ($25,000.00)purchase threshold for a single vendor. Section 3. That all Department purchases from Florida Technical Consultants, LLC shall be subject to and made from available funds within the Public Services Department approved annual appropriations and in accordance with the City of Dania Beach Purchasing Policy. Section 4. That all resolutions or parts of resolutions in conflict with this Resolution are repealed to the extent of such conflict. Section 5. That this Resolution shall become effective upon its passage and adoption. PASSED and ADOPTED on August 28, 2018. ATTEST: A e�'4 THOMAS SCHNIEDER, CMC ,� TAMARA JA CITY CLERK `�► �' MAYOR E �Bl/SHD'y�' APPROVED AS TO FORM AND CORRECTNESS: r (\ THO AS J. NS CITY ATTO E 2 RESOLUTION#2018-112 RESOLUTION NO. R-2017-023 A RESOLUTION OF THE TOWN OF DAVIE, FLORIDA, APPROVING THE NEGOTIATED AGREEMENT WITH FLORIDA TECHNICAL CONSULTANTS, LLC, FOR . CONTINUING GIS CONSULTING SERVICES (RFP# B-16-168) (R2016- 287); AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Town of Davie selected Florida Technical Consultants, LLC as the top ranked company in accordance with RFP#B-16-168 for Continuing GIS Consulting Services;and WHEREAS, the Town Council authorized the Town Administrator or his designee to negotiate an agreement for these services; and WHEREAS, after review, the Town Council wishes to accept the negotiated agreement with Florida Technical Consultants,LLC. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF DAVIE, FLORIDA: SECTION 1. The Town Council hereby accepts the agreement with Florida Technical Consultants,LLC for Continuing GIS Consulting Services. SECTION 2. The contract term is for five (5) years beginning January 5, 2017 and ending on January 4, 2022. There are two (2) additional one (1) year renewal options available. Contract extensions will be handled administratively. SECTION 3. The Town Council hereby authorizes the expenditure from various Utilities Department Professional Services Account. Expenditures will be dependent on usage and within established annual budget. SECTION 4. This resolution shall take effect immediately upon its passage and adoption. PASSED AND ADOPTED THIS i" DAY OFJGI n ,2017. MAYO C UNCILMEMBER ATT ST• _ f " TOWN C Ea APPRO ED THIS ODAYOFJa" —,2017. AGREEMENT No.B-16-168 BETWEEN THE TOWN OF DAVIE AND FLORIDA TECHNICAL CONSULTANTS,LLC FOR CONTINUING GIS CONSULTING SERVICES THIS AGREEMENT is made by and between Florida Technical Consultants,LLC a corporation organized and existing under the laws of the State of Florida,with offices at 401 West Atlantic Avenue,Suite 09,Delray Beach, Florida 33444(hereinafter referred to as the"Contractor"),and the Town of Davie,a political subdivision of the State of Florida, having its principal office at 6591 Orange Drive Davie, Florida 33314 (hereinafter referred to as the "Town"), WITNESSETH: WHEREAS,the Contractor has offered to provide the materials and/or services and to be bound by the Plans and the terms and conditions of the Request for Proposals(RFP)No.B-16-168 Continuing GIS Consulting Services, which includes the General Terms and Conditions of the Request for Proposals, Special Conditions, Specifications,Required Forms and associated addenda attached hereto and incorporated herein as Exhibit"A",and the terms of Contractor's Proposal attached hereto and incorporated herein as Exhibit"B";and WHEREAS,the Contractor has submitted a written proposal dated October 6,2016,hereinafter referred to as the"Contractor's Proposal",the terms of which are incorporated herein by reference as if fully set forth herein; and WHEREAS,the Town desires to procure from the Contractor such services for the Town,in accordance with the terms and conditions of this Agreement. NOW, THEREFORE,in consideration of the mutual covenants and agreements herein contained, the parties hereto agree as follows: 1. The Contractor agrees to provide the materials and/or services pursuant to and to be bound by the terms and conditions of the Request for Proposals, which includes the General Terns and Conditions of the Request for Proposals, Special Conditions, Specifications,Required Forms and associated addenda and the terns of which are incorporated herein by reference as if fully set forth herein and attached hereto as Exhibit"A",and the Contractor's Proposal attached hereto and incorporated herein as Exhibit"B". 2. The Town agrees to abide by and to be bound by the terns of the Request for Proposals,which includes the General Terms and Conditions of the Request for Proposals,Special Conditions,Specifications,Required Forms and associated addenda attached hereto and incorporated herein as Exhibit"A",and by the terms of Contractor's Proposal attached hereto and incorporated herein as Exhibit"B". 3. Contractor shall deliver materials and/or provide services in accordance with the terns of the Request for Proposals, which includes the General Terms and Conditions of the Request for Proposals, Special Conditions, Page 1 of 2 TA VENDO Specifications,Required Forms and addenda attached hereto and incorporated herein as Exhibit "A" and with the terms of Contractor's Proposal attached hereto and incorporated herein as Exhibit"B 4. The Town agrees to make payment in accordance with the terms of the Request for Proposals and Contractor's Fee Schedule attached hereto and incorporated herein as Exhibit"A"and with the terms of Contractor's Proposal attached hereto and incorporated herein as Exhibit`B". S. This Agreement and attachments hereto constitute the entire agreement between the parties hereto,and its provisions shall not be amended,except in writing,after formal approval by both parties. 6. The initial Agreement term will commence on January 5:20I7 and expire on January 4,2022. The Town reserves the right to extend the agreement for two(2)additional one-year periods upon mutual agreement between the parties. Any extension to this Agreement shall be in writing. The Town Administrator is authorized to extend or terminate this Agreement on behalf of the Town. 7. In addition to any other contractual indemnification provisions in Exhibit"A"or Exhibit`B"in favor of the Town,Contractor hereby agrees to indemnify and hold the Town harmless from any and all claims,suits, actions, damages,causes of action,and attorney's fees,arising from any personal injury,loss of life,or damage to person or property sustained by reason of or as a result of the products or materials used or supplied in the performance of this Agreement. W�IT�N,E�S,S REOF, the parties hereto have made and executed this Agreement on this _�7 day of Florida Tech o tent .LLC TO OF DAVIE,FLORIDA By: gy; (Signature) May r.Ju ith Paul Name:_ Dat :. (Print) A Title: Evelyn V x Cler Date: 6EL-AL.. '2016 Approved as to form and legal sufficiency Attest: Rayson,Town A�Oley Corporate 906lotary Public C. `.orate Seal/Notary Seal payootre mot Page 2 of 2 pNril/*N*, FL ' TA lMtiAlff�. VENDOR 'l4if#HMII�QNY 3M1M11M' Florida Technical Consultants, LLC 401 West Atlantic Avenue Suite 09 FE Delray Beach, FL 33444 Tel(561)265-3790 x 107 www.fltechinc.com RORMA MCH8MAL COMAATANTS Continuing Professional Services Agreement For TOWN OF DAVIE RFP No.B-16-168 Continuing GIS Consulting Services November 28,2016 Florida Technical Consultants Fee Schedule 2016-2022 Position Rate Rate Rate Aug 2016— Oct 2018— Oct 2020— Se t 2018 Se t 2020 Sept 2022 Pro'ec#Man "er -$126 $130 $135 Senior ProfessioA&I.En sneer $125 $130 $135 Pro'ect En inder $115 $ 120 $125 PrOSGt.GIS.Analyst $110 $115 $120 Sr.CAD Manager $95 $100 $105 Field Ins ector' 95 $100 $105 Junior.En ineer 95 100 105 GIS Specialist -$95 $100 $105 CAD Technician _ 80 85 $90 GIS Technician $80 $85 $90 Clerical 50 $50 55 Should you have any questions, please do not hesitate to contact me at my office at(954)954-8488, or send me an electronic message at jbarton@8techinc.com. Respectfully submitted, J.a" es; Mon, .E. Pre nt Florida Technical Consultants Item Coversheet Page 1 of 1 TOWN OF DAVIE TOWN COUNCIL AGENDA REPORT Item Number:35. To: Mayor and Councilmembers From: Don Bayler,Utilities Prepared By: Heidi G.Klemm-Utilities Subject: Resolution Affected Town Wide District: Item Request: Schedule for Council Meeting Title of Agenda AGREEMENT-A RESOLUTION OF THE TOWN OF DAVIE,FLORIDA,APPROVING THE NEGOTIATED AGREEMENT WITH Item: FLORIDA TECHNICAL CONSULTANTS,LLC,FOR CONTINUING GIS CONSULTING SERVICES(RFP#B-16-168) Executive We are requesting Town Council approval of the negotiated agreement for Continuing GIS Consulting Services. Summary: Key Points: The Town Council approved the selection of Florida Technical Consultants,LLC as the company best suited to provide continuing GIS consulting services. • The Town Council authorized the Town Administrator or his designee to negotiate an agreement for these services. • We are requesting Council approval of this negotiated agreement. • The agreement term is for five(5)years through January 4,2022. There are two(2)additional one(1)year renewal options available for this agreement. Previous Actions: R2016-287 Concurrences: The Utilities Department and Procurement Manager have reviewed and approved this negotiated agreement. Fiscal Impact: Has request been budgeted? Yes If yes expected cost: Dependent on usage and within established budget Account name and number: 400.60.100.536-53107-Professional Services If no,amount needed: Account name funds will be appropriated from Additional Comments Recommendation: Motion to approve Strategic Goals This Item Supports: Commitment to Customer Satisfaction,Dedication to Excellence in Service Delivery,Nurturing the health,safety,and welfare of the community ATTACHMENTS: File Name Description O R2017-AGREEMENT-FLORIDA TECHNICAL CONSULTANTS fQlS).docx Resolution a B-16-168 GIS Services Agreement-FTC JHB.gdt Agreement with Florida Technical Consultants http://davie.novusagenda.corn/agendaweb/CoverSheet.aspx?ItemlD=23 85&MeetingID=159 1/3/2017 Town of Davie,FL Company Submitting Bid INVITATION TO BID ITB NO: B-16-168 TITLE: Continuing GIS Consulting Services ADVERTISEMENT: Friday,September 16, 2016 DUE DATE: Thursday,October 6,2016 TIME: 2:00 PM SUBMIT TO: TOWN OF DAVIE Brian K. O'Connor C.P.M. 6591 Orange Drive Davie, FL. 33314 REVIEW MEETING: None COUNCIL APPROVAL: October 2016 BONDS: None Town of Davie Bid B-16-168 Continuing GIS Services TOWN OF DAVIE RFP NO. B-16-168 Continuing GIS Consulting Services Dear Potential Respondent: The Town of Davie, Florida invites qualified contractors to submit responses in accordance with the require- ments stated herein no later than 2:00 PM EST Thursday,October 6,2016,for RFP No. B-16-168 Continuing GIS Services Interested firms may secure the solicitation package and all other pertinent information by visiting http://www.davie-fl.gov/Pages/DavieFL BidsAndRFP/or at DemandStar.com. The Town of Davie, FL is seeking proposals from qualified proposers to perform the required services for the City in full accordance with the scope of services, terms and conditions contained herein. The selection of the suc- cessful respondent(s) shall be at the Town's discretion and shall be made in a prompt manner after the receipt and evaluation of all RFP responses. Questions regarding this solicitation shall be submitted in writing to purchasing(a)_davie-fl.gov no later than 5:00 PM on Monday, October 3, 2016. Responses to those questions considered material to the solicitation will be made available as formal addenda to the Town's Purchasing website and DemandStar.com. It is the respon- sibility of prospective respondents to ensure they are aware of all addenda issued relative to this solicitation. Respondents shall submit One (1)original complete proposal package,Three(3)duplicate copies of said package and One (1) flash drive or CD copy, to the Town of Davie Budget and Finance / Purchasing Division—Attention: Purchasing Manager, Brian K.O'Connor, 6591 Orange Drive Davie, FL 33314 on or before the due date stipulated above. All packages shall be clearly marked "RFP No.B-16-168 Continuing GIS Services. The Town will not be responsible in the event the U.S. Postal Service or any other courier system fails to deliver any package by the above referenced deadline. Late submissions shall not be ac- cepted. RFP responses will be publicly opened and firm names read aloud in the Town Hall Council Chambers on the due date/time noted above. The Town of Davie reserves the right to reject any and all submissions, to waive any and all irregularities in any submission, and to make awards in the best interest of the Town. Brian K. O'Connor � Procurement Manager Town of Davie Pursuant to Florida Statutes 119.071, sealed bids, proposals or replies by an agency pursuant to a competitive solicitation are exempt from inspection until such time as the agency provides notice of an intended decision or until thirty(30) days after the opening of the bids, proposals, or final replies, whichever is earlier. Town of Davie,FL Contents SECTION1.0 SECTION 1.0 GENERAL TERMS AND CONDITIONS......................................................................5 1.1 DEFINITIONS 5 1.2 VENDOR NOTIFICATION............................................................................................................................................................6 1.3 LOCAL PREFERENCE.................................................................................................................................................................6 DEFINITIONS 6 1.4 BIDDERS RESPONSIBILITIES...................................................................................................................................................8 1.5 PREPARATION OF BIDS.............................................................................................................................................................8 1.6 DESCRIPTION OF SUPPLIES....................................................................................................................................................8 1.7 SUBMISSION OF BIDS................................................................................................................................................................9 1.8 ADDENDA 9 1.9 REJECTION OF BIDS...................................................................................................................................................................9 1.10 WITHDRAWAL OF BIDS............................................................................................................................................................9 1.11 LATE BIDS OR MODIFICATIONS............................................................................................................................................9 1.12 CONFLICTS WITHIN THE BID SOLICITATION.....................................................................................................................9 1.13 CLARIFICATION OR OBJECTION TO BID SPECIFICATIONS...........................................................................................9 1.14 INVOICING/PAYMENT.............................................................................................................................................................10 1.15 DISCOUNTS 10 1.16 COMPETENCY OF BIDDERS.................................................................................................................................................10 1.17 NOTICE REQUIREMENTS UNDER THE AGREEMENT....................................................................................................11 1.18 EMPLOYEES11 1.19 AWARD OF BID.........................................................................................................................................................................11 1.20 BID PROTESTS.........................................................................................................................................................................11 1.21 AGREEMENT............................................................................................................................................................................12 1.22 DISQUALIFICATION OF BIDDERS........................................................................................................................................12 1.23 SUBCONTRACTING................................................................................................................................................................12 1.24 ASSIGNMENT...........................................................................................................................................................................12 1.25 FRAUD AND MISREPRESENTATION..................................................................................................................................12 1.26 COLLUSION 13 1.27 MAINTAINING BID STATUS....................................................................................................................................................13 1.28 PATENTS AND COPYRIGHTS...............................................................................................................................................13 1.29 PUBLIC RECORDS LAW.........................................................................................................................................................13 1.30 INFORMATION..........................................................................................................................................................................13 1.31 REQUEST FOR PROPOSAL..................................................................................................................................................13 1.32 EXCEPTIONS TO PROPOSAL...............................................................................................................................................13 1.33 INDEMNIFICATION AND HOLD HARMLESS AGREEMENT............................................................................................14 1.34 COPELAND"ANTI-KICKBACK"..............................................................................................................................................14 1.35 CONFLICT OF LAW..................................................................................................................................................................14 1.36 INTERPRETATION OF THE APPROXIMATE QUANTITIES..............................................................................................14 1.37 QUANTITIES 14 1.38 DELIVERY, INSPECTION&TITLE.........................................................................................................................................14 1.39 WARRANTY 14 1.40 CLAIMS 15 1.41 CONTRACT RENEWAL...........................................................................................................................................................15 1.42 MODIFICATION OF CONTRACT...........................................................................................................................................15 1.43 SAFETY DATA SHEET(SDS).................................................................................................................................................15 1.44 CONDITION OF MATERIALS AND PACKAGING................................................................................................................15 Town of Davie Bid B-16-168 Continuing GIS Services 1.45 SAMPLES 15 1.46 PUBLIC ENTITY CRIMES........................................................................................................................................................15 1.47 DISCRIMINATION.....................................................................................................................................................................15 1.48 DRUG-FREE WORKPLACE PROGRAM..............................................................................................................................15 1.49 SOLICITATION,GIVING,AND ACCEPTANCE OF GIFTS POLICY.................................................................................15 1.50 PURCHASING AGREEMENTS WITH OTHER GOVERNMENT AGENCIES..................................................................16 1.51 ACCESS TO RECORDS..........................................................................................................................................................16 1.52 RESERVED 16 1.53 INSURANCE REQUIREMENTS.............................................................................................................................................16 1.54 TOWN WEBSITE.......................................................................................................................................................................17 1.55 DISCLAIMER17 1.56 CONFIDENTIALITY..................................................................................................................................................................17 1.57 ORDER OF PRECEDENCE....................................................................................................................................................18 1.58 NATURE OF THE AGREEMENT............................................................................................................................................18 1.59 PAYMENT FOR SERVICES/AMOUNT OBLIGATED..........................................................................................................18 1.60 PRICING 18 1.61 GUARANTEE18 1.62 MANNER OF PERFORMANCE..............................................................................................................................................19 1.63 INDEPENDENT CONTRACTOR RELATIONSHIP..............................................................................................................19 1.64 AUTHORITY OF THE TOWN'S PROJECT ADMINISTRATOR..........................................................................................19 1.65 MUTUAL OBLIGATIONS..........................................................................................................................................................20 1.66 QUALITY ASSURANCE/QUALITYASSURANCE RECORD KEEPING...........................................................................20 1.67 AUDITS 21 1.68 SUBSTITUTION OF PERSONNEL.........................................................................................................................................21 1.69 SUBCONTRACTUAL RELATIONS........................................................................................................................................21 1.70 ASSUMPTION, PARAMETERS, PROJECTIONS, ESTIMATES AND EXPLANATIONS.............................................22 1.71 SEVERABILITY.........................................................................................................................................................................22 1.72 TERMINATION FOR CONVENIENCE AND SUSPENSION OF WORK...........................................................................22 1.73 EVENT OF DEFAULT...............................................................................................................................................................23 1.74 REMEDIES IN THE EVENT OF DEFAULT............................................................................................................................24 1.75 PATENT AND COPYRIGHT INDEMNIFICATION................................................................................................................24 1.76 PROPRIETARY INFORMATION.............................................................................................................................................24 1.77 PROPRIETARY RIGHTS.........................................................................................................................................................25 1.78 ETHICS. 26 1.79 LOCAL,STATE,AND FEDERAL COMPLIANCE REQUIREMENTS................................................................................26 1.80 NONDISCRIMINATION............................................................................................................................................................26 1.81 CONFLICT OF INTEREST.......................................................................................................................................................26 1.82 PRESS RELEASE OR OTHER PUBLIC COMMUNICATION.............................................................................................27 1.83 BANKRUPTCY..........................................................................................................................................................................27 1.84 GOVERNING LAW....................................................................................................................................................................27 1.85 SURVIVAL 28 1.86 CANCELLATION FOR UNAPPROPRIATED FUNDS..........................................................................................................28 1.87 ASBESTOS STATEMENT.......................................................................................................................................................28 1.88 VERBAL INSTRUCTIONS PROCEDURE.............................................................................................................................28 1.89 COST ADJUSTMENTS............................................................................................................................................................28 1.90 PROHIBITION OF INTEREST.................................................................................................................................................28 1.91 NO CONTINGENT FEES.........................................................................................................................................................28 1.92 E-VERIFY 28 1.93 FORCE MAJEURE....................................................................................................................................................................29 1.94 BUDGETARY CONSTRAINTS................................................................................................................................................29 1.95 ANNEXATION............................................................................................................................................................................29 1.96 LITIGATION VENUE.................................................................................................................................................................29 Page 12 Town of Davie Bid B-16-168 Continuing GIS Services 1.97 SOVEREIGN IMMUNITY..........................................................................................................................................................29 1.98 SUBMISSION AND RECEIPT OF BIDS.................................................................................................................................30 SECTION2.0 SPECIAL CONDITIONS....................................................................................................................31 2.1 VARIATIONS TO SPECIFICATIONS:....................................................................................................... ERROR!BOOKMARK NOT DEFINED. 2.2 SIGNED BID CONSIDERED AN OFFER:.................................................................................................. ERROR!BOOKMARK NOT DEFINED. 2.3 EQUIPMENT: ERROR!BOOKMARK NOT DEFINED. 2.4 EMPLOYEES: ERROR!BOOKMARK NOT DEFINED. 2.5 STORAGE OF MATERIALS:....................................................................................................................ERROR!BOOKMARK NOT DEFINED. 2.6 DISPOSAL OF WASTE:.......................................................................................................................... ERROR!BOOKMARK NOT DEFINED. 2.7 DAMAGE TO PUBLIC OR PRIVATE PROPERTY:...................................................................................... ERROR!BOOKMARK NOT DEFINED. 2.8 LIQUIDATED DAMAGES:...................................................................................................................... ERROR!BOOKMARK NOT DEFINED. 2.9 PAYMENT: ERROR!BOOKMARK NOT DEFINED. 2.10INSPECTIONS: ERROR!BOOKMARK NOT DEFINED. 2.11 COMPETENCY OF PROPOSERS:......................................................................................................................................................31 2.12 PERFORMANCE OF SERVICES:.......................................................................................................................................................31 2.13 INITIAL CONTRACT PERIOD AND CONTRACT RENEWAL:...............................................................................................................31 2.14 REQUESTS FOR INFORMATION(RFI):............................................................................................................................................31 2.15 AUTHORITY OF TH E TOWN'S CONTRACT MANAGER:....................................................................................................................31 2.16 VENDOR AS AN INDEPENDENT CONTRACTOR:..............................................................................................................................32 2.17 SUBCONTRACTOR:........................................................................................................................................................................32 2.18 PROTECTION OF PROPERTY:.............................................................................................................. ERROR!BOOKMARK NOT DEFINED. 2.19 EVALUATION METHOD AND CRITERIA: .........................................................................................................................................33 2.20 NEGOTIATIONS:.............................................................................................................................................................................34 2.21 CONTRACT AWARD:......................................................................................................................................................................34 SECTION3.0 SPECIFICATIONS.............................................................................................................................35 3.1 PURPOSE: 35 3.2 SCOPE OF WORK:.............................................................................................................................................................................35 3.3 GENERAL LOCATION OF WORK:.......................................................................................................................................................36 3.4 TERM OF CONTRACT:......................................................................................................................................................................36 3.5 TIME OF COMPLETION:....................................................................................................................... ERROR!BOOKMARK NOT DEFINED. 3.6 QUANTITIES: ERROR!BOOKMARK NOT DEFINED. SECTION4.0 PRICING PAGE.................................................................................................................................38 SECTION5.0 TOWN REQUIRED FORMS..............................................................................................................39 ACKNOWLEDGEMENT OF ADDENDA........................................................................................................................................63 PARTI: ....................................................................................................................................................................63 LIST BELOW THE DATES OF ISSUE FOR EACH ADDENDUM RECEIVED IN CONNECTION WITH THIS RFP.63 PARTII: ...................................................................................................................................................................63 PROPOSAL SIGNATURE PAGE FOR CORPORATION............................................................................................................64 PROPOSAL SIGNATURE PAGE FOR SOLE PROPRIETOR OR PARTNERSHIP...............................................................65 DRUG-FREE WORKPLACE PROGRAM......................................................................................................................................66 SOLICITATION,GIVING,AND ACCEPTANCE OF GIFTS POLICY.........................................................................................67 INDEMNIFICATION CLAUSE..........................................................................................................................................................69 SWORN STATEMENT PURSUANT TO SECTION 287.133(3)(A),FLORIDA STATUTES,ON PUBLIC ENTITY CRIMES 70 ANTI-KICKBACK AFFIDAVIT.........................................................................................................................................................72 NON-COLLUSIVE AFFIDAVIT........................................................................................................................................................73 PROPOSER QUESTIONNAIRE......................................................................................................................................................75 Page 13 Town of Davie Bid B-16-168 Continuing GIS Services Page 14 Town of Davie Bid B-16-168 Continuing GIS Services Contract: The written agreement be- SECTION1.0 SECTION 1.0 GEN- tween the Town and the Contractor for performance of the Work in accordance ERAL TERMS AND CONDI- with the requirements of the Contract TIONS Documents and for the payment of the agreed consideration. 1.1 DEFINITIONS Contract Documents: The Instructions to Bidders,Bid Form,Bid Bond,Contract, When used in Contract Documents (defined Performance Bond,Payment Bond,Gen- below)or in related documents,the following eral Conditions, Special Provisions, Sup- terms shall have the meanings given below: plemental Provisions, Technical Specifi- cations and Plans, together with all Ad- Addendum:A modification of the Plans, denda, Change Orders, Schedules and Specifications or other Contract Docu- Shop Drawings. ments distributed to prospective Bidders prior to the opening of Bids. Contract Administrator: Town of Davie Town Administrator or his designee or Advertisement for Bids: The public no- duly authorized representative desig- tice inviting the submission of Bids for the nated to manage the Contract. work. Contractor:The individual,firm,partner- Bid:The written offer of a Bidder to per- ship, corporation or joint venture whose form the work or service. Bid is accepted and who enters into a Contract with the Town of Davie and who Bid Bond:A bond executed by a Bidder is liable for the acceptable performance and its Surety in the attached form guar- of the work and for the payment of all le- anteeing that the Bidder, if awarded the gal debts pertaining to the Work. Contract will execute the same and will timely furnish the required Performance Contract Date: The date on which the Bond, Payment Bond, and evidence of Agreement is effective. Insurance. Contract Time: The number of days al- Bidder: Any individual, firm, partnership lowed for completion of the work. The or corporation submitting a Bid in accord- Contract Time will be stipulated in the Bid ance with the Instructions to Bidders. Form, unless extended by a Change Or- der. All contract time shall be measured Bid Documents: Bid Guarantee or bid in calendar days. deposit. The Advertisement for Bids, In- structions to Bidders, Bid Form, Bid Town: A political subdivision, Incorpo- Bond,Contract,Performance Bond,Pay- rated Town within Broward County of the ment Bond, General Conditions, Special State of Florida,whose governing body is Provisions, Technical Specifications and a Town Council consisting of a Mayor, Plans,together with all Addenda. Vice Mayor and three Town Council members. Bid Form: The form on which Bids are submitted. Town Administrator: The Administrator of the Town of Davie, Florida. Calendar Day: Every day shown on the calendar. Days: Reference made to Days shall mean consecutive calendar days. Change Order:A written agreement ex- ecuted by the Town, the Contractor and Deliverables: All documentation and the Contractor's Surety, covering modifi- any items of any nature submitted by the cations to the Contract recommended by Contractor to the Towns Project Manager the Project Administrator and approved for review and approval in writing pursu- by the Town Administrator and/or Town ant to the terms of the Agreement. Council. Lessee: Any individual, partnership or corporation having a tenant relationship with the Town of Davie. Page 5 Town of Davie Bid B-16-168 Continuing GIS Services who furnishes labor and/or materials, in Liquidated Damages: The amount that connection with the Work, whether di- the Contractor accepts, as stipulated in rectly or indirectly,on behalf of and/or un- the Bid Form, which will be deducted der the direction of the Contractor and from the Contract Sum for each Calendar whether or not in privity of Contract with day of delay due to a Non-excusable De- the Contractor. lay to be determined by the Town's Con- tract Manager. The words "Work", "Services", "Pro- gram", or "Project": All matters and Notice To Proceed (NTP): The written things required to be done by the Con- communication issued by the Town to the tractor in accordance with the provisions Contractor directing the Contractor to of the Contract. begin contract work and establishing the date of commencement of the work. The words "Directed", "Required", "Permitted", "Ordered", "Desig- Owner. The term Owner as used in this nated", "Selected", "Prescribed", or Contract shall mean the Town of Davie. words of like import to mean respectively, the direction, requirement, permission, Performance and Payment Bonds: order, designation, selection or prescrip- Bonds executed by the Contractor and tion of the Town's Project Manager or; his Surety, on the attached forms, assur- and similarly the words "approved", ac- ing that the Contractor will, in good faith, ceptable","satisfactory", "equal","neces- perform and guarantee the work in full sary", or words of like import to mean re- conformity with the terms of the Contract spectively,approved by,or acceptable or Documents and will promptly pay all per- satisfactory to, equal or necessary in the sons supplying the Contractor with labor, opinion of the Town's Project o Manager. materials,or supplies,used directly or in- In resolving disputes and in all respects directly by the Contractor in the prosecu- the Town Administrator's decision shall tion of the Work. be final. Plans: The drawings or reproductions 1.2 VENDOR NOTIFICATION thereof, prepared and sealed by the Ar- chitect/Engineer, which show the loca- It is the policy of the Town to encourage full and tions, character, dimensions and details open competition among all available qualified of the work to be done and which are part vendors. All vendors regularly engaged in the of the Contract Documents. type of work specified in the Bid Solicitation are encouraged to submit bids. Vendors may en- Project: The construction and services roll with the Town to be included on an email required by the Contract Documents, list for goods and services which can be found which includes all labor,materials,equip- at www.davie-fl.gov ment, and services to be provided by the Contractor to fulfill the Contractor's obli- 1.3 LOCAL PREFERENCE gations. Project Cost: The sum of the construc- Definitions tion costs, allowances for contingencies, Local Davie Vendor-a "local Davie the total cost of design professional and vendor"shall mean a person or business entity related services provided by consultant, which has maintained a permanent place of and allowances for such other items as business with full-time employees within the charges of all other professionals and Town limits for a minimum of six months prior consultants. to the date of issuance of a bid or proposal so- licitation. The permanent place of business Project Manager: The duly authorized may not be a post office box or a residence. representative designated to manage the The business location must actually distribute Project. goods or services from that location. In addi- tion, the business must have a current busi- Scope of Service: Document which de- ness tax receipt from the Town of Davie and tails the work to be performed by the have an address that the U.S. Postal Service Contractor. recognizes as being a Davie address to be eli- gible. Subcontractor or Sub consultant: Any Local Broward County Vendor-a"lo- person, entity, firm or corporation, other cal Davie vendor"shall mean a person or busi- than the employees of the Contractor, ness entity which has maintained a permanent place of business with full-time employees Page 6 Town of Davie Bid B-16-168 Continuing GIS Services within the Broward County limits for a minimum bid/quote, then the award will go to the "local of six months prior to the date of issuance of a Broward County vendor". If not,the award will bid or proposal solicitation. The permanent be made to the vendor that submits the lowest place of business may not be a post office box responsive bid/quote. If the lowest responsive or a residence. The business location must ac- and responsible bidder IS a "local Davie ven- tually distribute goods or services from that lo- dor",the award will be made to that vendor and cation. In addition,the business must have a no other bidders will be given an opportunity to current business tax receipt from the Broward submit additional bids as described herein. County or the city within Broward County If there is a"local Davie vendor"and where the business resides and have an ad- a "local Broward County vendor" participating dress that the U.S. Postal Service recognizes in the same bid solicitation and both vendors as being a Broward County address to be eli- qualify to submit a second bid as detailed gible. above, the "local Davie vendor" will be given first option. If the"local Davie vendor" cannot Bid-A bid shall be any competitive solicitation beat the lowest bid received by at least 1%,an by specification officially posted by the Town of opportunity will be given to the"local Broward Davie Purchasing staff on the Town's website County vendor". If the "local Broward County where the award is determined by price. vendor"cannot beat the lowest bid by at least 1%,then the bid will be awarded to the lowest Proposal- A proposal shall be any bidder regardless of geographic location of the competitive solicitation by Request for Pro- business. posal(RFP)officially posted by the Town of Da- If multiple"local Davie vendors"sub- vie purchasing staff on the Town's website mit bids/quotes which are within 5%of the low- where the award is determined by qualifica- est bid/quote if that bid/quote is from a non- tions. Broward County bidder, or within 2.5% of the lowest bid/quote if that bid/quote is from a local Process Broward County bidder,then all vendors will be a) Competitive Bid- For bid evalua- asked to submit a"best and final offer(BAFO)". tion purposes,vendors that meet the definition The award will be made to the"local Davie ven- of"local Davie vendor"as detailed above shall dor'submitting the lowest BAFO providing that be given a 5% evaluation credit. This shall that BAFO is at least 1%lower than the lowest mean that if a "local Davie vendor" submits a bid/quote received in the original solicitation. If bid/quote that is within 5%of the lowest price if no "local Davie vendor" can beat the lowest that lowest price is submitted by a non- bid/quote by at least 1%, then the process will Broward County vendor or within 2.5% of the be repeated with all "local Broward County lowest price if that lowest price is submitted by vendors" who have submitted a bid/quote a Broward County vendor,the"local Davie ven- which is within 2.5%of the lowest bid/quote. If doe"shall have an option to submit another bid no"local Davie vendor'and no"local Broward which is at least 1% lower than the lowest re- County vendor' can submit a BAFO that is at sponsive bid/quote. If the"local Davie vendor' least 1% lower than the lowest bid/quote sub- submits a bid which is at least 1% lower than mitted in the original solicitation,the award will that lowest responsive bid/quote, then the be made to the lowest responsive bidder re- award will go to the"local Davie vendor'. If not, gardless of geographic location of the busi- the award will be made to the vendor that sub- ness. mits the lowest responsive bid/quote. If the b) Competitive Proposal-For evalu- lowest responsive and responsible bidder IS a p p "local Davie vendor',the award will be made to ation purposes,"local Davie vendor'and"local that vendor and no other bidders will be given Broward County vendor'shall be a criterion for an opportunity to submit additional bids as de- award in any Request For Proposal unless scribed herein. specifically exempted by the Town Administra- For bid evaluation purposes, ven- for or the Town Council. dors that meet the definition of"local Broward County vendor' as detailed above shall be c) Exceptions given a 2.5% evaluation credit. This shall 1. No"local vendor' preference will mean that if a "local Broward County vendor' be included in any competitive solicitation submits a bid/quote that is within 2.5% of the where the Town is the lead agency for the lowest price submitted by any non-Broward Southeast Florida Cooperative Purchasing County vendor,the"local Broward County ven- Group. doe'shall have an option to submit another bid which is at least 1% lower than the lowest re- 2. Utilization of a State or other sponsive bid/quote. If the "local Broward agency contract. County vendor'submits a bid which is at least 1% lower than that lowest responsive 3. State or Federal law prohibits the Page 7 Town of Davie Bid B-16-168 Continuing GIS Services use of local preference. A. Our enclosed Bid Proposal Form is to be used in submitting your bid. NO 4. The work is funded in whole or in OTHER FORM WILL BE part by a governmental entity where the laws, ACCEPTED. rules,regulations or policies prohibit the use of local preferences. B. All information required by the bid form shall be furnished. The bidder 5. Sole source or single source pur- shall sign each continuation sheet chases. (where indicated)on which an entry is made. 6. The "local vendor" is either non- responsive or non-responsible. C. Unit prices shall be shown and where there is an error in extension of prices, 7. All bids submitted exceed the the unit price shall govern. budget amount for the project. D. Alternate bids will not be considered 8. Emergency purchases. unless authorized in the Invitation to Bid document. 9. The Town Administrator and/or the Town Council may exempt any competitive E. Proposed delivery time must be solicitation from the local vendor preference. shown in calendar days, which shall include weekends and holidays. 1.4 BIDDERS RESPONSIBILITIES The Town of Davie is exempt from pay- ment to its vendors of State of Florida sales Bidders are required to submit their proposals tax and, therefore, such taxes should not upon the following express conditions: be figured into the bid. However, this ex- emption does not transmit to suppliers to A. Bidders shall thoroughly examine the the Town in their (supplier) purchases of drawings, specifications, schedules, goods or services, used in work or goods instructions and all other contract supplied to the Town. Contractors are re- documents. sponsible for any taxes,sales or otherwise, levied on their purchases, subcontracts, B. Bidders shall make all investigations employment,etc. An exemption certificate necessary to thoroughly inform will be signed where applicable, upon re- themselves regarding plant and quest. The Town will pay no sales tax. facilities for delivery of material and equipment as required by the bid 1.6 DESCRIPTION OF SUPPLIES conditions. No plea of ignorance, by the bidder, of conditions that exist or A. Any manufacturer's names, trade that may hereafter exist as a result of names, brand names, or catalog failure or omission on the part of the numbers used in these applications bidder to make the necessary are for the purpose of describing and examinations and investigations, or establishing minimum requirements failure to fulfill in every detail the or level of quality, standards of requirements of the contract performance, and design required, documents, will be accepted as a and are in no way intended to prohibit basis for varying the requirements of the bidding of other manufacturers' the Town or the compensation due the items of equal material, unless bidder. specifications state "NO SUBSTITUTIONS." C. Bidders are advised that all Town contracts are subject to all legal B. Bidders must indicate any variances requirements provided for in the Town to the specifications, terms, and of Davie Purchasing Code and conditions, no matter how slight. If applicable County Ordinances, State variations are not stated in the Statutes and Federal Statutes. Proposal,it shall be construed that the bid fully complies with the 1.6 PREPARATION OF BIDS Specifications,Terms and Conditions. Bids will be prepared in accordance with the C. Bidders are required to state exactly following: what they intend to furnish; otherwise they shall be required to furnish the Page 8 Town of Davie Bid B-16-168 Continuing GIS Services items as specified. ceipt of any formal Addenda by signing the ad- dendum and including it with their Bid. Failure D. Bidders will submit, with their to include signed formal Addenda in its Bid proposal, necessary data (factory shall deem its Bid non-responsive provided, information sheets, specifications, however,that the Town may waive this require- brochures, etc.) to evaluate and ment in its best interest. determine the quality of the item(s) they are bidding. 1.9 REJECTION OF BIDS E. The Town shall be the sole judge of The Town reserves the right to reject any or all equality and its decision shall be final. proposals prior to award. Reasonable efforts will be made to either award the contract or re- 1.7 SUBMISSION OF BIDS ject all proposals within one hundred and twenty (120) calendar days after proposals A. Bids and Addenda thereto shall be opening date. enclosed in sealed envelopes addressed to the Town of Davie 1.10 WITHDRAWAL OF BIDS Purchasing Department, 6591 Orange Drive Davie, Florida 33314. A. Bids may not be withdrawn and shall The name and address of the bidder, be deemed enforceable for a period the bid number, the date and hour of of 120 days after the time set for the the bid opening, and the bid name bid opening. shall be placed on the outside of the envelope. B. Bids may be withdrawn prior to the time set for the bid opening. Such B. Bids must be submitted on the forms request must be in writing. furnished. E-mailed and facsimile bids will not be considered. Bids shall C. The Town will permanently retain as be dated and time stamped prior to bid liquidated damages the bid deposit opening. Bidders shall have sole furnished by any bidder who requests responsibility of insuring delivery of to withdraw a bid after the bid bids on time and to the proper opening. location. C. Bidders requesting a copy of the bid 1.11 LATE BIDS OR MODIFICATIONS tabulation shall include a stamped, Only bids or proposals received as of opening self-addressed envelope. OR can date and time will be considered timely. Bids request a copy be e-mailed to them. and modifications received after the time set for t D. Bids should be submitted in duplicate. he bid opening will be rejected as late. Submit one original and one copy. 1.12 CONFLICTS WITHIN THE BID SOLICITATION Please include in your proposal package a CD or flash drive Where there appears to be a conflict between containing a PDF file of the entire the General Terms and Conditions, Special original submission. Conditions, the Technical Specifications, the 1.8 ADDENDA Bid Submittal Section, or any addendum is- sued,the order of precedence shall be the last addendum issued, the Bid Submittal Section, The Purchasing Division may issue an adden- the Technical Specifications, the Special Con- dum in response to any inquiry received, prior ditions, and then the General Terms and Con- to Bid opening,which changes,adds to or clar- ditions. ifies the terms, provisions or requirements of the solicitation. The Bidder should not rely on 1.13 CLARIFICATION OR OBJECTION TO BID any representation, statement or explanation, SPECIFICATIONS whether written or verbal, other than those made in this Bid solicitation document or in any If any person contemplating submitting a bid addenda issued. Where there appears to be a for this contract is in doubt as to the true conflict between this Bid solicitation and any meaning of the specifications or other bid addenda, the last addendum issued shall pre- documents or an vail. It is the Bidder's responsibility to ensure y part thereof, he/she may submit to the Procurement Manager on or receipt of all addenda and any accompanying documents. Bidder(s) shall acknowledge re- before five(5)days prior to scheduled opening, a request for clarification. All such requests for Page 1 9 Town of Davie Bid B-16-168 Continuing GIS Services clarification shall be made in writing and the organization"as used herein shall be person submitting the request will be construed to mean a fully equipped responsible for its prompt delivery. Any and well established company in line interpretation of the bid, if made,will be made with the best business practices in the only by Addendum duly issued. The Town will industry and as determined by the not be responsible for any other explanation or proper authorities of the Town. interpretation of the proposed bid made or given prior to the award of the contract. Any B. The Town may consider any evidence objection to the specifications and available to it of the financial,technical requirements as set forth in this bid must be and other qualifications and abilities of filed in writing with the Procurement Manager a Bidder, including past performance five(5)days prior to the scheduled opening. (experience) in making the award in the best interest of the Town. In all 1.14 INVOICING/PAYMENT cases the Town of Davie shall have no liability to any contractor for any costs All invoices should be sent to: Town of Davie, or expense incurred in connection Finance Department, 6591 Orange Drive, with this bid or otherwise. Davie, Florida 33314. In accordance with Florida State Statutes, Chapter 218, payment will be made within 45 days after receipt of services and a proper invoice. The Town cannot make advance payments, make deposits in advance of receipt of goods,or pay C.O.D. Bidders should state any payment discount in the space provided on the proposal form. 1.15 DISCOUNTS A. Bidders may offer a discount for prompt payment; however, such discounts shall NOT be considered in determining the lowest net cost for bid evaluation purposes. Bidders are encouraged to reflect cash discounts in the unit prices quoted. B. In connection with any discount offered, time will be computed from the date of receipt of supplies or services or from the date a correct invoice is received, whichever is the later date. Payment is deemed to be made on the date of mailing of the check. 1.16 COMPETENCY OF BIDDERS A. Pre-award inspection of the Bidder's facility may be made prior to the award of contract. Bids will be considered only from firms which are regularly engaged in the business of providing the goods and/or services as described in this Bid(s); have a record of performance for a reasonable period of time; and have sufficient financial support,equipment and organization to ensure that they can satisfactorily deliver the material and/or services if awarded a Contract under the terms and conditions herein stated. The terms "equipment and Page 10 Town of Davie Bid B-16-168 Continuing GIS Services be displayed on the front of the employee's shirt. 1.17 NOTICE REQUIREMENTS UNDER THE AGREEMENT 1.19 AWARD OF BID All notices required or permitted under the A. The Review Committee or Agreement shall be in writing and shall be Department will make a deemed sufficiently served if delivered by recommendation based upon the Registered or Certified Mail,with return receipt lowest responsive and responsible requested;or delivered personally;or delivered bidder whose bid conforms to the via fax or e-mail (if provided below) and Invitation for Bids and is most followed with delivery of hard copy;and in any advantageous to the Town. If lowest case addressed as follows: fails to comply,then the second will be called upon,and so on. To the Town: Project Manager B. The Town reserves the right to accept Town of Davie and award item by item, and/or by Attention: Public Works and Capital Projects group,or in the aggregate, unless the Department bidder qualifies his bid by specified Phone:954-797-1085 limitations. Fax:954-797-1246 C. One or more Contractors may be To the Procurement Department: designated as approved Primary or Angie Salinas Secondary Vendor(s) for the delivery Buyer of material and/or services from this Purchasing Division contract through the effective period 6591 Orange Drive of the award. In any situation where Davie, FL 33314 obtaining services from the Primary Phone: (954)797-1062 Fax: (954)797-1049 Vendor(s)is not in the best interest of Email:asalinas@davie-fl.gov the Town,or the vendor cannot deliver material and/or services within 24 To the Contractor hours of date required, or on an emergency basis, staff may obtain Notices will be sent to the contractor at the services from the Secondary Vendor physical address, e-mail address, and fax (s). numbers and to the person listed in the Contractor's proposal,as applicable. D. Successful Bidder shall be notified in writing of award. Either party may at any time designate a different address and/or contact person by E. Delivery of materials and/or services giving notice as provided above to the other shall be performed upon receipt by party. Such notices shall be deemed given successful bidder of a numbered, upon receipt by the addressee. signed purchase order. 1.18 EMPLOYEES 1.20 BID PROTESTS All employees of the Contractor shall be The Town shall provide notice of its intent to considered to be at all times the sole award or reject to all bidders by posting such employees of the Contractor, under the notice on the Town's website within two (2) Contractor's sole direction,and not employees working days after the posted review or agents of the Town of Davie. The Contractor committee meeting. shall supply competent and physically capable employees and the Town is authorized to If a vendor feels that they have been treated require the Contractor to remove any unfairly with regards to the results of a employee it deems careless, incompetent, solicitation, or the resulting recommendation insubordinate or otherwise objectionable and for award, they may protest the Town's action whose presence on Town property is not in the as follows: best interest of the Town. 1. The vendor must submit a letter to the Each employee at all times shall have and Procurement Manager detailing the nature of display in plain view proper identification. The the protest along with two(2)cashier's checks names of the employee and the company shall within three (3) working days of the notice of intent to award. The first check will be in the Page 11 Town of Davie Bid B-16-168 Continuing GIS Services amount of $500 (hereinafter called "the 1.22 DISQUALIFICATION OF BIDDERS administrative fee"). The second check will be in the amount of 1% of the bid amount A bidder may be disqualified temporarily or (hereinafter called "the protest bond"). The permanently and his/her bid(s)rejected for: Town's notices of intent to award are posted on the Town of Davie website. A. Poor performance or default, in the Town's opinion, on previous 2. If the Procurement Manager receives a bid contracts with the Town. protest letter along with the administrative fee and the protest bond as described above, the B. Poor performance or default, in the bid award process will be suspended and the Town's opinion, on previous protest will be referred to the Bid Protest contracts with other public Committee. However, if the project is needed entities. to protect the health, safety, and/or welfare of the residents of the Town of Davie, the award C. Insufficient financial or company of the project will proceed without interruption. size, in the Town's opinion, to The Bid Protest Committee shall consist of perform the requirements of the three (3) Town of Davie staff member to be contract. selected by the Town Administrator. The Procurement Manager and the employee that 1.23 SUBCONTRACTING wrote the recommendation for award may not sit as a member of the Bid Protest Committee. Unless otherwise specified in this Bid However, the Procurement Manager and the Solicitation, the successful Bidder shall not staff member that wrote the recommendation subcontract any portion of the work without the for award shall be present at the hearing of the prior written consent of the Town. The ability to Bid Protest Committee to answer any subcontract may be further limited by the questions pertaining to the bid process or the Special Conditions.Subcontracting without the evaluation process. prior consent of the Town may result in 3. The Bid Protest Committee shall schedule a termination of the contract for default. hearing within ten(10)working days of receipt 1.24 ASSIGNMENT of the protest letter. All parties having an interest in the outcome will be notified of the The successful Bidder shall not assign, date and time of the hearing. If the bid protest transfer, hypothecate, or otherwise dispose of is denied, the vendor will forfeit the protest this contract, including any rights, title or bond. If the protest is upheld,the protest bond interest therein, or its power to execute such will be returned to the vendor. The contract to any person, company or administrative fee shall be non-refundable in all corporation without the prior written consent of cases. the Town and Town's approval. 4. If the Bid Protest Committee denies the 1.25 FRAUD AND MISREPRESENTATION protest, the aggrieved vendor may appeal his/her case to the Davie Town Council. In order to appeal, the vendor must notify the Any individual, corporation or other entity that Town Administrator within three (3) working attempts to meet its contractual obligations days of the Bid Protest Committee's ruling. with the Town through fraud,misrepresentation Upon notification, the Town Administrator will or material misstatement, may be debarred schedule the appeal as an agenda item on the from doing business with the Town. The Town next available Town Council agenda. All as further sanction may terminate or cancel bidders will be notified of the agenda date. any other contracts with such individual, corporation or entity. Such individual or entity 5. Once the bid protest is resolved, the Town will shall be responsible for all direct or indirect proceed with the bid award. Except as costs associated with termination or exempted in 2 above. cancellation, including attorney's fees. 1.21 AGREEMENT An agreement shall be sent to the awarded bidder to be signed,witnessed,and returned to the Town for execution. The Town will provide a copy of the fully executed agreement to the awarded bidder. Page 12 Town of Davie Bid B-16-168 Continuing GIS Services Bidders are hereby notified and agree that all 1.26 COLLUSION information submitted as part of, or in support of bid submittals will be available for public The bidder, by affixing his signature to this inspection after opening of bids in compliance proposal, agrees to the following: "Bidder with Chapter 119 of the Florida Statutes. The certifies that his/her bid is made without bidder shall not submit any information in previous understanding, agreement, or response to this invitation which the bidder connection with any person, firm or considers to be a trade secret, proprietary or corporation, making a bid for the same items, confidential. The submission of any or the initiating Town department, and is in all information to the Town in connection with this respects fair,without outside control,collusion, invitation shall be deemed conclusively to be a fraud,or otherwise illegal action." waiver of any trade secret or other protection, which would otherwise be available to the 1.27 MAINTAINING BID STATUS bidder. In the event that the bidder submits information to the Town in violation of this To be retained on the active bidders list,bidder restriction, either inadvertently or intentionally MUST respond to this Invitation to Bid. To and clearly identifies that information in the bid protect your status as an active bidder, please as protected or confidential, the Town shall complete and return the last page of the bid endeavor to redact and return that information proposal form indicating reason for"No Bid"at to the bidder as quickly as possible, and if this time. Three (3) consecutive failures to appropriate, evaluate the balance of the bid. respond to bid invitations could result in The redaction or return of information pursuant automatic removal from the bidders list. to this clause may render a bid non- responsive. 1.28 PATENTS AND COPYRIGHTS 1.30 INFORMATION It shall be understood and agreed that by the submission of a proposal, the bidder, if Further information, if desired, may be awarded a contract, shall save harmless and obtained from the Procurement Manager,6951 fully indemnify the Town and any of its officers Orange Drive Davie,Florida 33314,Telephone or agents from any and all damages that may, (954)797-1016. at any time, be imposed or claimed for infringement of any patent right, trademark, or Questions or requests for clarification of the copyright, of any person or persons, specifications shall be in writing and received association, or corporation, as the result of the by the Procurement Management Division at use of such articles by the Town, or any of its least five days prior to the date and time of the officers, agents, or employees, and of which bid opening. They may be mailed or faxed to articles the contractor is not the patentee, (9554) 797-1049 or emailed to assignee, licensee, or owner, or lawfully purchasing 2davie-fl.gov entitled to sell same. 1.31 REQUEST FOR PROPOSAL 1.29 PUBLIC RECORDS LAW Should these"General Conditions"be used in Pursuant to Florida Statute 119.07, public the specifications for a Request for Proposal, records may be inspected and examined by every reference to a bid shall be and mean the anyone desiring to do so,at a reasonable time, same as proposal. under reasonable conditions, and under supervision by the custodian of the public 1.32 EXCEPTIONS TO PROPOSAL record. Sealed Bids and Proposals become subject to this statute,notwithstanding bidders' The bidder must clearly indicate any or proposers' requests to the contrary, at the exceptions they wish to take to any of the terms time the Town provides notice of a decision or in this Proposal, and outline what, if any, intended decision, or 30 days after bid or alternative is being offered. All exceptions and proposal opening,whichever is earlier. alternatives shall be included and clearly delineated, in writing, in the Proposal. The Financial statements submitted in response to Town, at its sole and absolute discretion, may a request by the Town are confidential, and accept or reject any or all exceptions and exempt from disclosure. Data processing alternatives. In cases in which exceptions and software obtained under a licensing agreement alternatives are rejected,the Town shall require which prohibits its disclosure is also exempt. the Bidder to comply with the particular term and/or condition of the ITB to which the Bidder took exception to (as said term and/or condition was originally set forth on the ITB.) Page 13 Town of Davie Bid B-16-168 Continuing GIS Services 1.33 INDEMNIFICATION AND HOLD HARMLESS quantities, nor shall the Bidder plead AGREEMENT misunderstanding or deception because of such estimate of quantities. The contractor shall indemnify and hold harmless the Town its officers, employees, 1.37 QUANTITIES agents and instrumentalities from any and all liability, losses or damages, including The Town specifically reserves the right to attorney's fees and costs of defense, which accept all or any part of the bid, to split the the Town or its officers, employees, agents, award,to increase or decrease the quantity to or instrumentalities may incur as a result of meet additional or reduced requirements of the claims, demands, suits, causes of actions or Town, without such change affecting the proceedings of any kind or nature arising out contract unit price set forth in the proposal form of, relating to or resulting from the by the bidder. performance of the agreement by the contractor or its employees,agents,servants, 1.38 DELIVERY,INSPECTION&TITLE partners, principals or subcontractors. The awarded bidder shall pay all claims and Prices quoted and deliveries are to be FOB losses in connection therewith, and shall Destination and unloaded, unless otherwise investigate and defend all claims, suits, or specified in the Invitation for Bids, and made actions of any kind or nature in the name of during regular business hours. Inspection and the Town, where applicable, including acceptance will be destination unless appellate proceedings,and shall pay all costs, otherwise provided. Title to/or risk of loss or judgments, and attorney's fees which may be damage to all items shall be the responsibility incurred thereon. The contractor expressly of the successful bidder until acceptance by understands and agrees that any insurance the Town unless loss or damage results from protection required by this contract or negligence by the Town. If the materials or otherwise provided by the contractor shall in services supplied to the Town are found to be no way limit the responsibility to indemnify, defective or to not conform to specifications, keep and save harmless and defend the the Town reserves the right to cancel the order Town or its officers, employees, agents, and upon written notice to the contractor and return instrumentalities as herein provided. The product at bidder's expense. above indemnification provisions shall survive the expiration or termination of this contract. 1.39 WARRANTY 1.34 COPELAND"ANTI-KICKBACK" Unless otherwise specified, all items proposed by the bidder shall include a warranty covering Contractor and all subcontractors will comply services, parts and/or labor for a specified with the Copeland Anti-Kickback Act (18 period of time. The bidder shall submit U.S.C.874)as supplemented in Department of information on both manufacturer and dealer Labor regulations(29 CFR Part 3). warranties, where applicable, with the bid proposal. All goods furnished shall be fully 1.36 CONFLICT OF LAW guaranteed by the successful Bidder against factory defects and workmanship. At no If and when this contract is disputed, and expense to the Town, the successful Bidder should it be necessary to litigate, the shall correct any and all apparent and latent substantive and procedural laws of the State of defects that may occur within the Florida shall govern the outcome of such manufacturer's standard warranty. The litigation. This shall apply notwithstanding Special Conditions of the Bid solicitation may such factors which include, but are not limited supersede the manufacturer's standard to, place where contract is entered into, place warranty. where accident arises and not withstanding application of conflicts of law principles. 1.36 INTERPRETATION OF THE APPROXIMATE QUANTITIES The bidder's attention is called to the fact that the estimate of quantities to be furnished under the specifications is approximate only and not guaranteed. The Town does not assume any responsibility that the final quantities shall remain in strict accordance with the estimated Page J 14 Town of Davie Bid B-16-168 Continuing GIS Services 1.40 CLAIMS to a public entity, may not submit a bid on a contract with a public entity for the construction Successful bidder(s) will be responsible for or repair of a public building or public work, making any and all claims against carriers for may not submit bids on leases of real property missing or damaged items. to a public entity, may not be awarded or perform work as a contractor, supplier, 1.41 CONTRACT RENEWAL subcontractor, or consultant under a contract with any public entity, and may not transact Any contract or agreement executed in business with any public entity in excess of the conjunction with the award of a bid may be threshold amount provided in Florida Statutes, renewed for additional twelve month periods if Section 287.017, for CATEGORY TWO for a agreed to in writing by both parties. period of 36 months from the date of being placed on the convicted vendor list. 1.42 MODIFICATION OF CONTRACT 1.47 DISCRIMINATION The contract may be modified by mutual consent, in writing through the issuance of a Any entity or affiliate who has been placed on modification to the contract, purchase order, the discriminatory vendor list may not submit change order or award sheet,as appropriate. a bid on a contract to provide goods or services to a public entity, may not submit a 1.43 SAFETY DATA SHEET(SDS) bid on a contract with a public entity for construction or repair of a public building or Under the terms of the Florida Right-to-Know public work,may not submit bids on leases of Law (Chapter 442, Florida Statutes), all real property to a public entity,may not award suppliers of products deemed to be toxic in or perform work as a contractor, supplier, substance, as indicated in the State of Florida subcontractor, or consultant under contract Substance List,are required to submit a Safety with any public entity, and may not transact Data Sheet (SDS) for each substance as a business with any public entity. condition of the award of the bid by the Town. 1.48 DRUG-FREE WORKPLACE PROGRAM 1.44 CONDITION OF MATERIALS AND PACKAG- ING Bidders are required to maintain and enforce a Drug-Free Workplace Program for the All equipment, materials, supplies, and duration of the agreement and any extensions components supplied under this bid must be thereof. Bidders shall complete and submit a new and unused, free from defects, and shall copy of the attached form and a copy of the be the latest manufacturer's models unless program with their bid. otherwise specified. No others will be accepted under the terms and intent of this bid. 1.49 SOLICITATION, GIVING, AND ACCEPTANCE All containers shall be new and suitable for OF GIFTS POLICY storage or shipment,and bid price shall include standard commercial packaging. Any Bidders shall sign and submit this attached exceptions to this provision shall be detailed on form indicating understanding and compliance the proposal page under exceptions to with the Town's and State's policies prohibiting specifications. solicitation and acceptance of gifts by public officers,employees,or candidates. 1.45 SAMPLES Failure to submit this signed form will result in Samples, when required, must be submitted your bid being declared non-responsive; within the time specified at no expense to the provided, however,that the low bidder may be Town. If not destroyed or used up during given the opportunity to submit the form to the testing, samples will be returned upon request Town within five calendar days after notification at the bidders expense. Each individual by the Town, if this is determined to be in the sample must be labeled with bidder's name best interest of the Town. and manufacturer's brand name and number. 1.46 PUBLIC ENTITY CRIMES A person or affiliate 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 Page 15 Town of Davie Bid B-16-168 Continuing GIS Services employees of the Contractor as required 1.60 PURCHASING AGREEMENTS WITH OTHER by Florida Statute 440. Should the Con- GOVERNMENT AGENCIES tractor be exempt from this Statute, the Contractor and each employee shall hold It is hereby made part of this Invitation to Bid the Town harmless from any injury in- that the submission of any bid response to curred during performance of the Con- this advertised request constitutes a bid made tract. The exempt contractor shall also under the same terms and conditions, for the submit a written statement detailing the same price, to other government agencies if number of employees and that they are agreeable by the bidder and the government not required to carry Worker's Compen- agency. sation insurance, and do not anticipate hiring any additional employees during At the option of the vendor/contractor,the use the term of this contract or a copy of a of the contract resulting from this solicitation Certificate of Exemption. may be extended to other governmental agencies, including the State of Florida, its 2. General Liability Insurance on a compre- agencies,political subdivisions,counties, and hensive basis in an amount not less than cities. $1,000,000 per occurrence for bodily in- jury and property damage. Town of Da- Each governmental agency allowed by the vie must be shown as an additional in- vendor/contractor to use this contract shall do sured with respect to this coverage. so independently of any other governmental The mailing address of Town of Davie entity. Each agency shall be responsible for 6591 Orange Drive Davie, Florida its own purchases and shall be liable only for 33314, as the certificate holder, must goods or services ordered, received, and appear on the certificate of insurance. accepted. No agency receives any liability by virtue of this bid and subsequent contract 3. Automobile Liability Insurance covering award. all owned, non-owned, and hired ve- hicles used in connection with the Ser- 1.51 ACCESS TO RECORDS vices, in an amount not less than $1,000,000 per person and $1,000,000 per occurrence. Town of Davie must be The Town reserves the right to require the shown as an additional insured with Contractor to submit to an audit. The respect to this coverage. The mailing Contractor shall provide access to all of its address of Town of Davie 6591 Orange records which relate directly or indirectly to Drive,Davie,Florida 33314,as the cer- the Agreement at its place of business during tificate holder, must appear on the regular business hours. The Contractor shall certificate of insurance. retain all records pertaining to the Agreement and upon request make them available to the The insurance coverage required shall in- Town for three years following expiration of clude those classifications, as listed in stand- the Agreement. The Contractor agrees to and liability insurance manuals, which most provide such assistance as may be necessary nearly reflect the operation of the Contractor. to facilitate the review or audit by the Town to All insurance policies required above shall be ensure compliance with applicable issued by companies authorized to do busi- accounting and financial standards at no cost ness under the laws of the State of Florida to the Town. with the following qualifications: 1.52 RESERVED The company must be rated no less than"B" as to management, and no less than "Class W as to financial strength, according to the 1.53 INSURANCE REQUIREMENTS latest edition of Best's Insurance Guide pub- lished by A.M. Best Company, Oldwick, New The Contractor shall maintain and carry in full Jersey, or its equivalent, subject to the ap- force during the Term the insurance required proval of the Town's Risk Management Divi- herein. Upon Town's notification, the Con- sion. tractor shall furnish to the Procurement Man- agement Division, Certificates of Insurance Certificates of Insurance must indicate that indicate that insurance coverage has that for any cancellation of coverage be- been obtained which meets the requirements fore the expiration date,the issuing insur- as outlined below: ance carrier will endeavor to mail thirty (30)day written advance notice to the cer- 1. Worker's Compensation Insurance for all tificate holder. In addition,the Contractor Page 16 Town of Davie Bid B-16-168 Continuing GIS Services hereby agrees not to modify the insurance coverage without thirty (30) days written 1.55 DISCLAIMER advance notice to the Town. The Town of Davie may, in its sole and abso- NOTE: TOWN OF DAVIE CONTRACT lute discretion, accept or reject, in whole or in NUMBER AND TITLE MUST APPEAR ON part, for any reason whatsoever any or all EACH CERTIFICATE OF INSURANCE. Bids;re-advertise this Bid;postpone or cancel at any time this Bid process;or,waive any for- malities of or irregularities in the bidding pro- Compliance with the foregoing requirements oess. Bids that are not submitted on time shall not relieve the Contractor of this liability and/or do not conform to the Town of Davie's and obligation under this section or under any requirements will not be considered. After all other section in the Agreement. bids are analyzed, organization(s)submitting Award of this Contract is contingent upon the bids that appear, solely in the opinion of the receipt of the insurance documents, as re- Town of Davie, to be the most competitive, quired,within fifteen(15) calendar days after shall be submitted to the Town of Davie's Town notification to Contractor to comply be- Town Council, and the final selection will be fore the award is made. If the insurance cer- made shortly thereafter with a timetable set tificate is received within the specified time solely by the Town of Davie.The selection by frame but not in the manner prescribed in the the Town of Davie shall be based on the bid, Agreement, the Contractor shall be verbally which is, in the sole opinion of the Town notified of such deficiency and shall have an Council of the Town of Davie, in the best in- additional five (5) calendar days to submit a terest of the Town of Davie. The issuance of corrected certificate to the Town. If the Con- this bid constitutes only an invitation to make tractor fails to submit the required insurance presentations to the Town of Davie.The Town documents in the manner prescribed in the of Davie reserves the right to determine,at its Agreement within twenty (20) calendar days sole discretion,the lowest responsive and re- after Town notification to comply,the Contrac- sponsible bidder. In all cases the Town of Da- tor shall be in default of the contractual terms vie shall have no liability to any contractor for and conditions and award of the Contract will any costs or expense incurred in connection be rescinded, unless such time frame for sub- with this bid or otherwise. mission has been extended by the Town. 1.56 CONFIDENTIALITY The Contractor shall be responsible for assur- As a political subdivision, the Town of Davie ing that the insurance certificates required in conjunction with this Section remain in force is subject to the Florida Sunshine Act and for the duration of the contractual period of the Public Records Law. By submitting a Bid, Contractor acknowledges that the materials Contract,including any and all option years or extension periods that may be granted by the submitted with the Bid and the results of the Town. If insurance certificates are scheduled Town of Davie's evaluation are open to public to expire during the contractual period, the inspection upon proper request. Contractor Contractor shall be responsible for submitting should take special note of this as it relates to new or renewed insurance certificates to the proprietary information that might be included Town at a minimum of thirty (30) calendar in its Bid. days in advance of such expiration. In the event that expired certificates are not re- placed with new or renewed certificates which cover the contractual period, the Town shall suspend the Contract until such time as the new or renewed certificates are received by the Town in the manner prescribed herein; provided, however, that this suspended pe- riod does not exceed thirty (30) calendar days. Thereafter, the Town may, at its sole discretion,terminate this contract. 1.54 TOWN WEBSITE Bids,addenda, Intent to Awards,and other in- formation is available on the Purchasing Divi- sion's"Purchasing"page,which can be found at:www.davie-fl.gov Page 17 Town of Davie Bid B-16-168 Continuing GIS Services 1.67 ORDER OF PRECEDENCE The Contractor acknowledges that the Town shall be responsible for making all policy de- If there is a conflict between or among cisions regarding the Scope of Services. The the provisions of the Agreement, the order Contractor agrees to provide input on policy of precedence is as follows: issues in the form of recommendations. A. The terms and conditions of the agree- The Contractor agrees to implement any and ment all changes in providing Services hereunder as a result of a policy change implemented by B. The Town of Davie's RFP and any asso- the Town. The Contractor agrees to act in an ciated addenda and attachments thereof, expeditious and fiscally sound manner in and providing the Town with input regarding the time and cost to implement said changes and C. The Contractor's Proposal. in executing the activities required to imple- ment said changes. 1.58 NATURE OF THE AGREEMENT 1.59 PAYMENT FOR SERVICES/AMOUNT OBLI- The Agreement incorporates and includes all GATED negotiations,correspondence,conversations, The Contractor warrants that it has reviewed agreements, and understandings applicable the Town's requirements and has asked such to the matters contained in the Agree- questions and conducted such other inquiries ment. The parties agree that there are no as the Contractor deemed necessary in order commitments, agreements, or understand- to determine the price the Contractor will ings concerning the subject matter of the charge to provide the Work and Services to Agreement that are not contained in the be performed under this Contract. The com- Agreement, and that the Agreement contains pensation for all Work and Services per- the entire agreement between the parties as formed under this Contract,including all costs to all matters contained herein. Accordingly, associated with such Work and Services, it is agreed that no deviation from the terms shall be in the total amount submitted on the hereof shall be predicated upon any prior rep- Bid Form. The Town shall have no obligation resentations or agreements, whether oral or to pay the Contractor any additional sum(s)in written. It is further agreed that any oral rep- excess of this amount, except for a change resentations or modifications concerning the and/or modification to the Contract which is Agreement shall be of no force or effect, and approved and executed in writing by the Town that the Agreement may be modified, altered and the Contractor. or amended only by a written amendment duly executed by both parties hereto or their All Services undertaken by the Contractor be- authorized representatives. fore Town's approval of this Contract shall be The Contractor shall provide the services set at the Contractor's risk and expense. forth in the Scope of Services, and render full and prompt cooperation with the Town in all 1.60 PRICING aspects of the Services performed hereunder. Prices shall remain firm and fixed for the term The Contractor acknowledges that the Agree- of the Contract, including any option or exten- ment requires the performance of all things sion periods;however,the Contractor may of- necessary for or incidental to the effective and fer incentive discounts to the Town at any complete performance of all Work and Ser- time during the Contract term, including any vices under this Contract. All things not ex- renewal or extension thereof. pressly mentioned in the Agreement but nec- essary to carrying out its intent are required 1.61 GUARANTEE by the Agreement, and the Contractor shall perform the same as though they were spe- The Contractor shall be responsible for tech- cifically mentioned,described and delineated. nically deficient designs, reports, or studies due to his errors and omissions, and shall The Contractor shall furnish all labor, materi- promptly correct or replace all such deficient als, tools, supplies, and other items required work due to his errors and omissions without to perform the Work and Services that are cost to Town upon the request of the Town for necessary for the completion of this Contract. five years after the date of acceptance of the All Work and Services shall be accomplished project by the Town,which are judged to have at the direction of and to the satisfaction of the been in error by a court of competent jurisdic- Town's Project Administrator. tion. Contractor shall also be responsible for Page 18 Town of Davie Bid B-16-168 Continuing GIS Services the cost of correcting deficient construction training,background, knowledge,experi- which was built from technically deficient de- ence, rights, authorizations, integrity, signs. Payment in full by the Town for work character and licenses as necessary to performed does not constitute a waiver of this perform the Services described herein,in guarantee. a competent and professional manner. 1.62 MANNER OF PERFORMANCE E. The Contractor shall at all times cooper- ate with the Town and coordinate its re- A. The Contractor shall provide the Services spective work efforts to most effectively described herein in a competent and pro- and efficiently maintain the progress in fessional manner satisfactory to the performing the Services. Town in accordance with the terms and conditions of the Agreement. The Town F. The Contractor shall comply with all pro- shall be entitled to a satisfactory perfor- visions of all federal,state and local laws, mance of all Services described herein statutes, ordinances, and regulations and to full and prompt cooperation by the that are applicable to the performance of Contractor in all aspects of the Services. the Agreement. At the request of the Town, the Contrac- tor shall promptly remove from the pro- 1.63 INDEPENDENT CONTRACTOR RELATION- ject any Contractor's employee, subcon- SHIP tractor, or any other person performing Services hereunder. The Contractor The Contractor is, and shall be, in the perfor- agrees that such removal of any of its mance of all work services and activities un- employees does not require the termina- der the Agreement, an independent contrac- tion or demotion of any employee by the tor, and not an employee, agent or servant of Contractor. the Town. All persons engaged in any of the work or services performed pursuant to the B. The Contractor agrees to defend, hold Agreement shall at all times,and in all places, harmless and indemnify the Town and be subject to the Contractor's sole direction, shall be liable and responsible for any supervision and control. The Contractor shall and all claims, suits, actions, damages exercise control over the means and manner and costs (including attorney's fees and in which it and its employees perform the court costs) made against the Town, oc- work, and in all respects the Contractor's re- curring on account of, arising from or in lationship and the relationship of its employ- connection with the removal and replace- ees to the Town shall be that of an independ- ment of any Contractor's personnel per- ent contractor and not as employees and forming services hereunder at the behest agents of the Town. of the Town. Removal and replacement of any Contractor's personnel as used in The Contractor does not have the power or this Article shall not require the termina- authority to bind the Town in any promise, tion and or demotion of such Contractor's agreement or representation other than spe- personnel. cifically provided for in the Agreement. C. The Contractor agrees that at all times 1.64 AUTHORITY OF THE TOWN'S PROJECT AD- it will employ, maintain and assign to MINISTRATOR the performance of the Services a suffi- cient number of competent and qualified A. The Contractor hereby acknowledges professionals and other personnel to that the Town's Project Administrator will meet the requirements to which refer- determine in the first instance all ques- ence is hereinafter made. The Contrac- tions of any nature whatsoever arising for agrees to adjust its personnel staffing out of, under, or in connection with, or in levels or to replace any of its personnel any way related to or on account of, the upon reasonable request from the Town, Agreement including without limitations: should the Town make a determination, questions as to the value, acceptability in its sole discretion, that said personnel and fitness of the Services;questions as staffing is inappropriate or that any indi- to either party's fulfillment of its obliga- vidual is not performing in a manner con- tions under the Contract; negligence, sistent with the requirements for such a fraud or misrepresentation before or sub- position. sequent to acceptance of the Proposal; D. The Contractor warrants and represents questions as to the interpretation of the that its personnel have the proper skill, Scope of Services; and claims for dam- ages, compensation and losses. Page 19 Town of Davie Bid B-16-168 Continuing GIS Services B. The Contractor shall be bound by all de- such disputes shall be submitted in writ- terminations or orders and shall promptly ing by the Contractor to the Town Admin- obey and follow every order of the Project istrator for a decision, together with all Manger,including the withdrawal or mod- evidence and other pertinent information ification of any previous order and re- in regard to such questions, in order that gardless of whether the Contractor a fair and impartial decision may be agrees with the Project Manger's deter- made. The parties agree that whenever mination or order. Where orders are the Town Administrator is entitled to ex- given orally, they will be issued in writing ercise discretion or judgment or to make by the Project Manager as soon thereaf- a determination or form an opinion pursu- ter as is practicable. ant to the provisions of this Article, such action shall be deemed fair and impartial C. The Contractor must, in the final in- when exercised or taken. The Town Ad- stance, seek to resolve every difference ministrator shall render a decision in writ- concerning the Agreement with the Pro- ing and deliver a copy of the same to the ject Manager. In the event that the Con- Contractor. Except as such remedies tractor and the Project Managerr are un- may be limited or waived elsewhere in able to resolve their difference, the Con- the Agreement, Contractor reserves the tractor may initiate a dispute in accord- right to pursue any remedies available ance with the procedures set forth in the under law after exhausting the provisions section below. Exhaustion of these pro- of this Article. cedures shall be a condition precedent to any lawsuit permitted hereunder. 1.65 MUTUAL OBLIGATIONS D. In the event of such dispute, the parties A. The Agreement, including attachments to the Agreement authorize the Town Ad- and appendices to the Agreement, shall ministrator or designee, who may not be constitute the entire Agreement be- the Project Manager or anyone associ- tween the parties with respect hereto and ated with this Project, acting personally, supersedes all previous communications to decide all questions arising out of, un- and representations or agreements, der, or in connection with, or in any way whether written or oral, with respect to related to or on account of the Agreement the subject matter hereto unless (including but not limited to claims in the acknowledged in writing by the duly au- nature of breach of contract,fraud or mis- thorized representatives of both parties. representation arising either before or subsequent to execution hereof)and the B. Nothing in the Agreement shall be con- decision of each with respect to matters strued for the benefit, intended or other- within the Town Administrator's purview wise,of any third party that is not a parent as set forth above shall be conclusive,fi- or subsidiary of a party or otherwise re- nal and binding on parties. Any such dis- fated (by virtue of ownership control or pute shall be brought, if at all, before the statutory control)to a party. Town Administrator within 10 days of the occurrence,event or act out of which the C. In those situations where the Agreement dispute arises. imposes an indemnity or defense obliga- tion on the Contractor, the Town may, at its expense,elect to participate in the de- decision on such assistance as may be fense if the Town should so choose. Fur- desirable,including advice of experts,but thermore, the Town may at its own ex- in any event shall base the decision on pense defend or settle any such claims if an independent and objective determina- the Contractor fails to diligently defend tion of whether Contractor's performance such claims, and thereafter seek indem- or any Deliverable meets the require- nity for costs and attorney's fees from the ments of the Agreement and any specifi- Contractor. cations with respect thereto set forth herein. The effect of any decision shall 1.66 QUALITY ASSURANCE/QUALITY ASSUR- not be impaired or waived by any negoti- ANCE RECORD KEEPING ations or settlements or offers made in connection with the dispute, whether or not the Town Administrator participated The Contractor shall maintain, and shall re- therein,or by any prior decision of others, quire that its subcontractors and suppliers which prior decision shall be deemed maintain, complete and accurate records to subject to review, or by any termination substantiate compliance with the require- or cancellation of the Agreement. All ments set forth in the Scope of Services. The Page 20 Town of Davie Bid B-16-168 Continuing GIS Services Contractor and its subcontractors and suppli- will be subject to the provisions hereof ers shall retain such records, and all other as if performed directly by the Contrac- documents relevant to the Services furnished tor. under the Agreement for a period of three(3) years from the expiration date of the Agree- B. The Contractor,before making any sub- ment and any extension thereof. contract for any portion of the services, will state in writing to the Town the name 1.67 AUDITS of the proposed subcontractor, the por- tion of the Services which the subcon- The Town, or its duly authorized representa- tractor is to do,the place of business of tives or governmental agencies shall,until the such subcontractor, and such other in- expiration of three (3) years after the expira- formation as the Town may require.The tion of the Agreement and any extension Town will have the right to require the thereof,have access to and the right to exam- Contractor not to award any subcontract ine and reproduce any of the Contractor's to a person, firm or corporation disap- books, documents, papers and records and proved by the Town. those of its subcontractors and suppliers C. Before entering into any subcontract which apply to all matters of the Town as hereunder,the Contractor will inform the needed. Such records shall conform to Gen- subcontractor fully and completely of all erally Accepted Accounting Principles re- provisions and requirements of the quirements, as applicable, and shall only ad- Agreement relating either directly or in- dress those transactions related to the Agree- directly to the Services to be performed. ment. Such Services performed by such sub- The Contractor agrees to grant access to the contractor will strictly comply with the re- Town's Auditor to all financial and perfor- quirements of this Contract. mance-related records, property, and equip- D. In order to qualify as a subcontractor ment purchased in whole or in part with gov- satisfactory to the Town, in addition to ernment funds. The Contractor agrees to maintain an accounting system that provides the other requirements herein provided, accounting records that are supported with the subcontractor must be prepared to adequate documentation, and adequate pro- prove to the satisfaction the Town that it has the necessary facilities, skill cedures for determining the allowability and and experience,and ample financial re- allocability of costs. sources to perform the Services in a sat- isfactory manner. To be considered 1.68 SUBSTITUTION OF PERSONNEL skilled and experienced, the subcon- tractor must show to the satisfaction of In the event the Contractor wishes to substi- the Town that it has satisfactorily per- tute personnel for the key personnel identified formed services of the same general by the Contractor's Proposal, the Contractor type which is required to be performed must notify the Town in writing and request under the Agreement. written approval for the substitution at least ten (10)business days prior to effecting such E. The Town shall have the right to with- substitution. draw its consent to a subcontract if it ap- pears to the Town that the subcontract 1.69 SUBCONTRACTUAL RELATIONS will delay, prevent, or otherwise impair the performance of the Contractor's ob- A. If the Contractor will cause any part of ligations under the Agreement. All sub- the Agreement to be performed by a contractors are required to protect the subcontractor, the provisions of this confidentiality of the Town and Town's Contract will apply to such subcontrac- proprietary and confidential information. for and its officers, agents and employ- Contractor shall furnish to the Town ees in all respects as if it and they were copies of all subcontracts between Con- employees of the Contractor; and the tractor and subcontractors and suppli- Contractor will not be in any manner ers hereunder. Within each such sub- thereby discharged from its obligations contract, there shall be a clause for the and liabilities hereunder, but will be lia- benefit of the Town permitting the Town ble hereunder for all acts and negli- to request completion of performance gence of the subcontractor, its officers, by the subcontractor of its obligations agents, and employees, as if they were under the subcontract, in the event the employees of the Contractor. The ser- Town finds the Contractor in breach of vices performed by the subcontractor its obligations,and the option to pay the Page 21 Town of Davie Bid B-16-168 Continuing GIS Services subcontractor directly for the perfor- acknowledged by Contractor is given mance by such subcontractor. Notwith- specific consideration to Contractor for standing, the foregoing shall neither Town's right to terminate this Agreement convey nor imply any obligation or liabil- for convenience. ity on the part of the Town to any sub- contractor hereunder as more fully de- D. The Town, through its Town Administra- scribed herein. tor, and for its convenience and without cause,terminate the Contract at any time 1.70 ASSUMPTION, PARAMETERS, PROJEC- during the term by giving written notice to TIONS, ESTIMATES AND EXPLANA- consultant/contractor of such termina- TIONS tion; which shall become effective within fifteen (15)days following receipt by the The Contractor understands and agrees that Contractor of such notice. If the Contract any assumptions, parameters, projections, is terminated for convenience by the estimates and explanations presented by the Town, the Contractor shall be paid for Town were provided to the Contractor for any services satisfactorily performed up evaluation purposes only. However,since to the date of termination;following which these assumptions, parameters, projections, the Town shall be discharged from any estimates and explanations represent predic- and all liabilities, duties, and terms aris- tions of future events,the Town makes no ing out,or by virtue of,this Contract. representations or guarantees,the Town shall not be responsible for the accuracy of E. The foregoing notwithstanding, any indi- the assumptions presented, the Town shall vidual, corporation or other entity which not be responsible for conclusions to be attempts to meet its contractual obliga- drawn there from, and any assumptions, pa- tions with the Town through fraud, mis- rameters, projections,estimates and expla- representation or material misstatement nations shall not form the basis of any claim may be debarred from Town contracting by the Contractor.The Contractor accepts all in accordance with the Town debarment risks associated with using this information. procedures. The Contractor may be sub- ject to debarment for failure to perform 1.71 SEVERABILITY and all other reasons set forth in Town's Purchasing Policies and Procedures Manual. If the Agreement contains any provision found to be unlawful, the same shall be deemed to In addition to cancellation or termination as be of no effect and shall be deemed stricken otherwise provided in the Agreement, the from the Agreement without affecting the Town may at any time, in its sole discretion, binding force of the Agreement as it shall re- with or without cause, terminate the Agree- main after omitting such provision. ment by written notice to the Contractor and in such event: 1.72 TERMINATION FOR CONVENIENCE AND SUSPENSION OF WORK F. The Contractor shall, upon receipt of such notice, unless otherwise di- A. The Town may terminate the Agreement rected by the Town: if an individual or corporation or other entity attempts to meet its contractual 1. Stop work on the date specified obligation with the Town through fraud, in the notice("the Effective Ter- misrepresentation or material misstate- mination Date"); ment. 2. Take such action as may be B. The Town may,as a further sanction,ter- necessary for the protection minate or cancel any other contract(s) and preservation of the Town's that such individual or corporation or materials and property; other entity has with the Town. Such in- dividual, corporation or other entity shall 3. Cancel orders; be responsible for all direct and indirect costs associated with such termination or 4. Assign to the Town and deliver cancellation, including attorney's fees. to any location designated by the Town any non-cancelable C. Contractor acknowledges and agrees orders for Deliverables that are that ten dollars ($10.00) of the compen- not capable of use except in the sation to be paid by the Town,the receipt performance of the Agreement and adequacy of which is hereby Page 22 Town of Davie Bid B-16-168 Continuing GIS Services and which have been specifi- Contractor's creditors, or the cally developed for the sole pur- Contractor has taken ad- pose of the Agreement and not vantage of any insolvency stat- incorporated in the Services; ute or debtor/creditor law or if the Contractor's affairs have 5. Take no action which will in- been put in the hands of a re- crease the amounts payable by ceiver; the Town under the Agreement. 5. The Contractor has failed to ob- G. In the event that the Town exercises its tain the approval of the Town right to terminate the Agreement where required by the Agree- pursuant to this Article the Contrac- ment; for will be compensated as stated in the payment Articles, herein,for the: 6. The Contractor has failed to provide "adequate assurances" 1. Portion of the Services com- as required under subsection pleted in accordance with the "B"below; and Agreement up to the Effective Termination Date; and 7. The Contractor has failed in the representation of any warran- t. Non-cancelable Deliverables ties stated herein. that are not capable of use ex- cept in the performance of the B. When, in the opinion of the Town, Agreement and which have reasonable grounds for uncertainty been specifically developed for exist with respect to the Contractor's the sole purpose of the Agree- ability to perform the Services or any ment but not incorporated in the portion thereof, the Town may re- Services. quest that the Contractor, within the time frame set forth in the Town's re- H. All compensation pursuant to this Arti- quest,provide adequate assurances cle is subject to audit. to the Town, in writing, of the Con- tractor's ability to perform in accord- 1.73 EVENT OF DEFAULT ance with terms of the Agreement. Until the Town receives such assur- ances the Town may request an ad- A. An Event of Default shall mean a justment to the compensation re- breach of the Agreement by the ceived by the Contractor for portions Contractor. Without limiting the gen- of the Services which the Contractor erality of the foregoing and in addi- has not performed. In the event that tion to those instances referred to the Contractor fails to provide to the herein as a breach, an Event of De- Town the requested assurances fault,shall include the following: within the prescribed time frame,the Town may: 1. The Contractor has not deliv- ered Deliverables on a timely 1. Treat such failure as a repudia- basis; tion of the Agreement; 2. The Contractor has refused or 2. Resort to any remedy for breach failed, except in any case for provided herein or at law, in- which an extension of time is cluding but not limited to,taking provided, to supply enough over the performance of the properly skilled staff personnel; Services or any part thereof ei- ther by itself or through others. 3. The Contractor has failed to make prompt payment to sub- C. In the event the Town shall termi- contractors or suppliers for any nate the Agreement for default,the Services; Town or its designated representa- tives may immediately take posses- 4. The Contractor has become in- sion of all applicable equipment, solvent (other than as inter- materials, products, documentation, dicted by the bankruptcy laws), reports and data. or has assigned the proceeds received for the benefit of the Page 23 Town of Davie Bid B-16-168 Continuing GIS Services 1.74 REMEDIES IN THE EVENT OF DE- portion thereof is held to constitute an in- FAULT fringement and its use is or may be en- joined, the Contractor shall have the ob- If an Event of Default occurs, the Contractor ligation, at the Town's option, to(i) mod- shall be liable for all damages resulting from ify,or require that the applicable subcon- the default, including but not limited to: tractor or supplier modify,the alleged in- fringing item(s) at the Contractor's ex- A. Lost revenues; pense, without impairing in any respect the functionality or performance of the item(s),or(ii)procure for the Town,at the B. The difference between the cost associ- Contractor's expense,the rights provided ated with procuring Services hereunder under the Agreement to use the item(s). and the amount actually expended by the Town for procurement of Services, D. The Contractor shall be solely responsi- including procurement and administra- ble for determining and informing the tive costs; and, Town whether a prospective supplier or subcontractor is a party to any litigation involving patent or copyright infringe- C. Such other direct damages. ment,service mark,trademark,violation, or proprietary rights claims or is subject The Contractor shall also remain liable for any to any injunction which may prohibit it liabilities and claims related to the Contrac- from providing any Deliverable hereun- tor's default. The Town may also bring any der. The Contractor shall enter into agreements with all suppliers and sub- suitor proceeding for specific performance or contractors at the Contractor's own risk. for an injunction. The Town may reject any Deliverable that it believes to be the subject of any 1.76 PATENT AND COPYRIGHT INDEMNIFICA- such litigation or injunction, or if, in the TION Town's judgment, use thereof would de- lay the Work or be unlawful. A. The Contractor warrants that all Deliver- ables furnished hereunder, including but E. The Contractor shall not infringe any cop- not limited to: services, equipment pro- yright,trademark,service mark,trade se- grams, documentation, software, anal- crets, patent rights, or other intellectual yses, applications, methods, ways, pro- property rights in the performance of the cesses,and the like,do not infringe upon Work. or violate any patent, copyrights, service marks, trade secret, or any other third 1.76 PROPRIETARY INFORMATION party proprietary rights. As a political subdivision of the State of Flor- B. The Contractor shall be liable and re- ida, the Town of Davie is subject to the provi- sponsible for any and all claims made sions of Florida's Public Records Law. against the Town for infringement of pa- tents, copyrights, service marks, trade The Contractor acknowledges that all com- secrets or any other third party proprie- puter software in the Town's possession may tary rights,by the use or supplying of any constitute or contain information or materials programs, documentation, software, which the Town has agreed to protect as pro- analyses, applications, methods, ways, prietary information from disclosure or unau- processes, and the like, in the course of thorized use and may also constitute or con- performance or completion of, or in any tain information or materials which the Town way connected with, the Work, or the has developed at its own expense,the disclo- Town's continued use of the Delivera- sure of which could harm the Town's proprie- bles furnished hereunder. Accordingly, tary interest therein. the Contractor at its own expense,includ- ing the payment of attorney's fees, shall During the term of the contract,the Contractor indemnify, and hold harmless the Town will not use directly or indirectly for itself or for and defend any action brought against others, or publish or disclose to any third the Town with respect to any claim, de- party, or remove from the Town's property, mand,and cause of action,debt,or liabil- any computer programs,data compilations,or ity. other software which the Town has devel- oped, has used or is using, is holding for use, C. In the event any Deliverable or anything or which are otherwise in the possession of provided to the Town hereunder, or a the Town (hereinafter"Computer Software"). Page ( 24 Town of Davie Bid B-16-168 Continuing GIS Services All third-party license agreements must also be honored by the contractors and their em- C. Accordingly, neither the Contractor nor ployees, except as authorized by the Town its employees, agents, subcontractors or and, if the Computer Software has been suppliers shall have any proprietary inter- leased or purchased by the Town, all third est in such Developed Works. The De- party license agreements must also be hon- veloped Works may not be utilized, re- ored by the contractors' employees with the produced or distributed by or on behalf of approval of the lessor or Contractors thereof. the Contractor, or any employee, agent, This includes mainframe, minis, telecommu- subcontractor or supplier thereof,without nications,personal computers and any and all the prior written consent of the Town,ex- information technology software. cept as required for the Contractor's per- formance hereunder. The Contractor will report to the Town any in- formation discovered or which is disclosed to D. Except as otherwise provided in subsec- the Contractor which may relate to the im- tions a, b, and c above, or elsewhere proper use,publication,disclosure or removal herein, the Contractor and its subcon- from the Town's property of any information tractors and suppliers hereunder shall re- technology software and hardware and will tain all proprietary rights in and to all li- take such steps as are within the Contractor's censed software provided hereunder, authority to prevent improper use, disclosure that have not been customized to satisfy or removal. the performance criteria set forth in the Scope of Services. Notwithstanding the 1.77 PROPRIETARY RIGHTS foregoing, the Contractor hereby grants, and shall require that its subcontractors A. The Contractor hereby acknowledges and suppliers grant, if the Town so de- and agrees that the Town retains all sires, a perpetual, irrevocable and unre- rights,title and interests in and to all ma- stricted right and license to use, dupli- terials, data, documentation and copies cate, disclose and/or permit any other thereof furnished by the Town to the Con- person(s)or entity(ies)to use all such li- tractor hereunder or furnished by the censed software and the associated Contractor to the Town and/or created specifications, technical data and other by the Contractor for delivery to the documentation for the operations of the Town,even if unfinished or in process,as Town or entities controlling, controlled a result of the Services the Contractor by, under common control with, or affili- performs in connection with the Agree- ated with the Town, or organizations ment, including all copyright and other which may hereafter be formed by or be- proprietary rights therein,which the Con- come affiliated with the Town. Such li- tractor as well as its employees, agents, cense specifically includes,but is not lim- subcontractors and suppliers may use ited to, only in connection with the performance of Services under the Agreement. The E. the right of the Town to use and/or dis- Contractor shall not, without the prior close, in whole or in part, the technical written consent of the Town, use such documentation and licensed software,in- documentation on any other project in cluding any source code provided here- which the Contractor or its employees, under,to any person or entity outside the agents, subcontractors or suppliers are Town for such person's or entity's use in or may become engaged. Submission or furnishing any and/or all of the Delivera- distribution by the Contractor to meet of- bles provided hereunder exclusively for ficial regulatory requirements or for other the Town or entities controlling, con- purposes in connection with the perfor- trolled by, under common control with,or mance of Services under the Agreement affiliated with the Town, or organizations shall not be construed as publication in which may hereafter be formed by or be- derogation of the Town's copyrights or come affiliated with the Town. No other proprietary rights. such licensed software, specifications, data, documentation or related infor- B. All rights, title and interest in and to cer- mation shall be deemed to have been tain inventions, ideas,designs and meth- given in confidence and any statement or ods,specifications and other documenta- legend to the contrary shall be void and tion related thereto developed by the of no effect. Contractor and its subcontractors specif- ically for the Town,hereinafter referred to as"Developed Works"shall become the property of the Town. Page 25 Town of Davie Bid B-16-168 Continuing GIS Services 1.78 ETHICS. E. "Conflicts of Interest"Section 1-19 of the County Code, and Ordinance 2011-19. In accordance with Section2-327 of the Town's Code requires that the town shall not purchase any goods or services from any per- F. Florida Building Code(FBC). son who is actively employed by the Town of Davie or from any business or entity of which G. Notwithstanding any other provision of the employee or the employee's spouse or the Agreement, Contractor shall not be child is an agent, officer, partner, director or required pursuant to the Agreement to proprietor or in which they have a material in- take any action or abstain from taking terest or discretionary authority. Any such in- any action if such action or abstention dividual or business shall be disqualified from would, in the good faith determination of participating in any bidding activity for pur- the Contractor, constitute a violation of chases by the town unless specifically author- any law or regulation to which Contractor ized by action of the town council. Further- is subject, including, but not limited to, more all bidders are subject to follow the laws and regulations requiring that Con- SECTION 1-19 OF THE BROWARD tractor conduct its operations in a safe COUNTY CODE. and sound manner. 1.79 LOCAL, STATE, AND FEDERAL COMPLI- 1.80 NONDISCRIMINATION ANCE REQUIREMENTS During the performance of this Contract,Con- Contractor agrees to comply, subject to appli- tractor agrees to not discriminate against any cable professional standards, with the provi- employee or applicant for employment be- sions of any and all applicable Federal,State, cause of race, religion, color, sex, handicap, County and Town orders, statutes, ordi- marital status, age or national origin, and will nances, rules and regulations which may per- take affirmative action to ensure that they are tain to the Services required under the Agree- afforded equal employment opportunities ment, including but not limited to: without discrimination. Such action shall be taken with reference to, but not be limited to, A. Equal Employment Opportunity(EEO),in recruitment, employment, termination, rates compliance with Executive Order 11246 of pay or other forms of compensation, and as amended and applicable to this Con- selection for training or retraining, including tract. apprenticeship and on-the-job training. By en- tering into this Contract with the Town, the B. Occupational Safety and Health Act Contractor attests that it is not in violation of (OSHA)as applicable to this contract. the Americans with Disabilities Act of 1990 (and related Acts). If the Contractor or any C. Environmental Protection Agency(EPA), owner, subsidiary or other firm affiliated with as applicable to this Contract. or related to the Contractor is found by the re- sponsible enforcement agency or the Town to D. All contractors and subcontractors per- be in violation of the Act, such violation shall forming work in connection with this Con- render this Contract void. This Contract shall tract shall provide equal opportunity for be void if the Contractor submits a false affi- employment because of race, religion, davit or the Contractor violates the Act during color, age, sex, national origin, sexual the term of this Contract,even if the Contrac- preference, disability or marital status. for was not in violation at the time it submitted The aforesaid provision shall include, but its affidavit. not be limited to, the following: employ- ment, upgrading, demotion or transfer, 1.81 CONFLICT OF INTEREST recruitment advertising;layoff or termina- tion; rates of pay or other forms of com- The Contractor represents that: pensation; and selection for training, in- cluding apprenticeship. The Contractor A. No officer, director, employee, agent, or agrees to post in a conspicuous place other consultant of the Town or a mem- available for employees and applicants ber of the immediate family or household for employment, such notices as may be of the aforesaid has directly or indirectly required by the Dade County Fair Hous- received or been promised any form of ing and Employment Commission, or benefit, payment or compensation, other authority having jurisdiction over whether tangible or intangible, in connec- the Work setting forth the provisions of tion with the grant of the Agreement. the nondiscrimination law. Page 26 Town of Davie Bid 13-16-168 Continuing GIS Services B. There are no undisclosed persons or en- shall thereafter cooperate with the tities interested with the Contractor in the Town's review and investigation of such Agreement. The Agreement is entered information, and comply with the instruc- into by the Contractor without any con- tions Contractor receives from the Pro- nection with any other entity or person ject Administrator in regard to remedying making a proposal for the same purpose, the situation. and without collusion, fraud or conflict of interest. No elected or appointed officer 1.82 PRESS RELEASE OR OTHER PUBLIC COM- or official, director, employee, agent or MUNICATION other consultant of the Town, or of the State of Florida (including elected and Under no circumstances shall the Contractor, appointed members of the legislative and its employees, agents, subcontractors and executive branches of government), or suppliers,without the express written consent member of the immediate family or of the Town: household of any of the aforesaid: A. Issue or permit to be issued any press re- 1. Is interested on behalf of or through lease, advertisement or literature of any the Contractor directly or indirectly in kind which refers to the Town, or the any manner whatsoever in the exe- Work being performed hereunder,unless cution or the performance of the the Contractor first obtains the written ap- Agreement, or in the services, sup- proval of the Town. Such approval may plies or work, to which the Agree- be withheld if for any reason the Town ment relates or in any portion of the believes that the publication of such in- revenues; or formation would be harmful to the public interest or is in any way undesirable; and 2. Is an employee, agent, advisor, or consultant to the Contractor or to the B. Communicate in any way with any con- best of the Contractor's knowledge, tractor, department, board, agency, any subcontractor or supplier to the council or other organization or any per- Contractor. son whether governmental or private in connection with the Services to be per- C. Neither the Contractor nor any officer,di- formed hereunder except upon prior writ- rector, employee, agent, parent, subsidi- ten approval and instruction of the Town; ary, or affiliate of the Contractor shall and have an interest which is in conflict with the Contractor's faithful performance of C. Represent, directly or indirectly,that any its obligations under the Agreement; pro- product or service provided by the Con- vided that the Town, in its sole discre- tractor or such parties has been ap- tion, may consent in writing to such a re- proved or endorsed by the Town, except lationship, and provided the Contractor as may be required by law. provides the Town with a written notice, in advance, which identifies all the indi- 1.83 BANKRUPTCY viduals and entities involved and sets forth in detail the nature of the relation- The Town reserves the right to terminate this ship and why it is in the Town's best in- contract if,during the term of any contract the terest to consent to such relationship. Contractor has with the Town,the Contractor becomes involved as a debtor in a bankruptcy D. The provisions of this Article are supple- proceeding, or becomes involved in a reor- mental to, not in lieu of, all applicable ganization, dissolution, or liquidation pro- laws with respect to conflict of interest. In ceeding, or if a trustee or receiver is ap- the event there is a difference between pointed over all or a substantial portion of the the standards applicable under the property of the Contractor under federal bank- Agreement and those provided by stat- ruptcy law or any state insolvency law. ute,the stricter standard shall apply. E. In the event Contractor has no prior 1.84 GOVERNING LAW knowledge of a conflict of interest as set This Contract, including appendices, and all forth above and acquires information matters relating to this Contract (whether in which may indicate that there may be an contract,statute,tort(such as negligence),or actual or apparent violation of any of the otherwise) shall be governed by, and con- above, Contractor shall promptly bring such information to the attention of the st in accordance with, the laws of the Town's Project Administrator. Contractor State te of Florida. Page 27 Town of Davie Bid B-16-168 Continuing GIS Services ninety (90) days prior to the end of the con- 1.85 SURVIVAL tract year then in effect compared to the index for the same month one year prior. Any re- quested cost increase shall be fully docu- The parties acknowledge that any of the obli- mented and submitted to the Town at least gations in the Agreement will survive the term, ninety(90)days prior to the contract anniver- termination and cancellation hereof. Accord- sary date. Any approved cost adjustments ingly, the respective obligations of the Con- shall become effective upon the anniversary tractor and the Town under the Agreement, date of the contract. In the event the CPI or which by nature would continue beyond the industry costs decline, the Town shall have termination,cancellation or expiration thereof, the right to receive from the Contractor reduc- shall survive termination,cancellation or expi- tion in costs that reflect such cost changes in ration hereof. the industry. The Town may, after examina- tion, refuse to accept the adjusted costs if 1.86 CANCELLATION FOR UNAPPROPRIATED they are not properly documented, increases FUNDS are considered to be excessive,or decreases are considered to be insufficient. In the event The obligation of the Town for payment to a the Town does not wish to accept the ad- Contractor is limited to the availability of funds justed costs and the matter cannot be re- appropriated in a current fiscal period, and solved to the satisfaction of the Town, the continuation of the contract into a subsequent contract can be cancelled by the Town upon fiscal period is subject to appropriation of giving thirty (30) days written notice to the funds, unless otherwise authorized by law. Contractor. 1.87 ASBESTOS STATEMENT 1.90 PROHIBITION OF INTEREST All material supplied must be 100%asbestos No contract will be awarded to a bidding firm free. Bidder, by virtue of bidding, certifies that who has Town elected officials, officers or if awarded any portion of the ITB he will sup- employees affiliated with it,unless the bidding ply only material or equipment that is 100% firm has fully complied with current Florida asbestos free. State Statutes and Town Ordinances relating to this issue. Bidders must disclose any such 1.88 VERBAL INSTRUCTIONS PROCE- affiliation. Failure to disclose any such affilia- DURE tion will result in disqualification of the Bidder or termination of the agreement, removal of No negotiations,decisions,or actions shall be the Bidder from the Town's bidder lists, and initiated or executed by the Contractor as a prohibition from engaging in any business result of any discussions with any Town em- with the Town. ployee.Only those communications which are in writing from an authorized Town repre- 1.91 NO CONTINGENT FEES sentative may be considered. Only written communications from Contractors, which are Vendor warrants that it has not employed or assigned by a person designated as author- retained any company or person other than a ized to bind the Contractor,will be recognized bona fide employee working solely for the by the Town as duly authorized expressions Vendor to solicit or secure the Agreement, on behalf of Contractors. and that it has not paid or agreed to pay any person, company, corporation, individual, or 1.89 COST ADJUSTMENTS firm,other than a bona fide employee working solely for the Vendor any fee, commission, The cost for all items as quoted herein shall percentage, gift, or other consideration con- remain firm for the term of the contract. Costs tingent upon or resulting from the award or for subsequent years and any extension term making of the Agreement. For the breach or years shall be subject to an adjustment only if infraction of this provision, the Town shall increases occur in the industry. However, un- have the right to terminate the Agreement less very unusual and significant changes without liability at its discretion,to deduct from have occurred in the industry,such increases the contract price, or otherwise recover the shall not exceed 3%per year or,whichever is full amount of such fee, commission,percent- less, the latest yearly percentage increase in age,gift or consideration. the All Urban Consumers Price Index (CPU- U) (National) as published by the Bureau of 1.92 E-VERIFY Labor Statistics, U.S. Dept. of Labor. The yearly increase or decrease in the CPI shall be that latest index published and available Page 28 Town of Davie Bid B-16-168 Continuing GIS Services Contractor acknowledges that the Town may The parties waive the privilege of venue and be utilizing the Contractor's services for a pro- agree that all litigation between them in the ject that is funded in whole or in part by State state courts shall take place in Broward funds pursuant to a contract between the County, Florida and that all litigation between Town and a State agency.Contractor shall be them in the federal courts shall take place in responsible for complying with the E-Verify re- the Southern District of Florida. quirements in the contract and using the U.S. Department of Homeland Security's E-Verify 1.97 SOVEREIGN IMMUNITY system to verify the employment of all new employees hired by Contractor during the Nothing in the Agreement shall be interpreted Agreement term. The Contractor is also re- or construed to mean that the Town waives its sponsible for e-verifying its subcontractors, if common law sovereign immunity or the limits any, pursuant to any agreement between the on liability set forth in Section 768.28, Florida Town and a State Agency, and reporting to Statute. the Town any required information. Contrac- tor acknowledges that the terms of this para- graph are material terms,the breach of any of which shall constitute a default under the Agreement. 1.93 FORCE MAJEURE The Agreement which is awarded to the suc- cessful proposer may provide that the perfor- mance of any act by the Town or Contractor hereunder may be delayed or suspended at any time while, but only so long as, either party is hindered in or prevented from perfor- mance by acts of God,the elements,war, re- bellion,strikes, lockouts or any cause beyond the reasonable control of such party,provided however,the Town shall have the right to pro- vide substitute service from third parties or Town forces and in such event the Town shall withhold payment due Contractor for such pe- riod of time. If the condition of force majeure exceeds a period of 14 days the Town may, at its option and discretion, cancel or renego- tiate the Agreement. 1.94 BUDGETARY CONSTRAINTS In the event the Town is required to reduce contract costs due to budgetary constraints, all services specified in this document may be subject to a permanent or temporary reduc- tion in budget. In such an event,the total cost for the affected service shall be reduced as required. The Contractor shall also be pro- vided with a minimum 30-day notice prior to any such reduction in budget. 1.95 ANNEXATION Contractor agrees to extend all terms, condi- tions and pricing in the Agreement and any amendments thereto, to any areas annexed into the Town. 1.96 LITIGATION VENUE Page 29 Town of Davie Bid B-16-168 Continuing GIS Services 1.98 SUBMISSION AND RECEIPT OF BIDS N Bids having any erasures or corrections must be initialed and dated by the bidder in ink.This bid document shall be typewritten or filled in with pen and ink. Page 130 Town of Davie Bid B-16-168 Continuing GIS Services SECTION2.0 SPECIAL CONDITIONS 2.1 COMPETENCY OF PROPOSERS: Proposals shall be considered only from firms that have been continuously engaged in providing products and services similar to those specified herein for a reasonable period and that are presently engaged in the provision of these ser- vices. Contract(s)will be awarded only to responsible and responsive Proposer(s)licensed and qualified by experience to do the work specified. The Proposer shall submit, prior to award of Contract, satisfactory evidence of his experience in like work and that he is fully prepared with the necessary organization, capital, and equipment to complete the Scope of Services. Proposer shall be insured, licensed, and certified by all applicable local, county, and state agencies. 2.2 PERFORMANCE OF SERVICES: Contractor agrees to perform contracted services in a professional and workmanlike manner and in compliance with all applicable laws, ordinances, rules, regulations, and permits. Only the highest quality workmanship shall be acceptable. Services, equipment and workmanship not conforming to the intent of the Agreement or meeting the approval of the Town may be rejected. Replacements and/or rework, as required, shall be accomplished on a timely basis at no addi- tional cost to the Town. 2.3 INITIAL CONTRACT PERIOD AND CONTRACT RENEWAL: The initial contract shall be for a period of five (5)years from execution of the agreement. In addition, the Town re- serves the right to renew the contract for two(2)additional one (1)year periods, providing that both parties agree that all terms, conditions and specifications remain the same, contingent upon approval by the Town Administrator and the Town Council of the Town of Davie 2.4 REQUESTS FOR INFORMATION (RFI): Any questions regarding the specifications shall be addressed to the Procurement Manager by the deadline stated herein for receiving RFIs via e-mail at purchasing(a)davie-fl.Aov.. Any oral instructions given are not binding. All questions and interpretations will be clarified in writing to all bidders by written addenda. Failure of a bidder to receive and/or acknowledge any addendum shall not release the bidder from any obligations under this bid. 2.5 AUTHORITY OF THE TOWN'S CONTRACT MANAGER: A. The Contractor hereby acknowledges that the Town's Contract Manager will determine in the first instance all ques- tions of any nature whatsoever arising out of, under, or in connection with, or in any way related to or on account of, the Agreement including without limitations: questions as to the value, acceptability and fitness of the Services; questions as to either party's fulfillment of its obligations under the Contract; negligence,fraud or misrepresentation before or subsequent to acceptance of the Proposal; questions as to the interpretation of the Scope of Work; and claims for damages, compensation and losses. B. The Contractor shall be bound by all determinations or orders and shall promptly obey and follow every order of the Contract Manager, including the withdrawal or modification of any previous order and regardless of whether the Contractor agrees with the Contract Manager's determination or order. Where orders are given orally, they will be issued in writing by the Contract Manager as soon thereafter as is practicable. C. The Contractor must, in the final instance, seek to resolve every difference concerning the Agreement with the Contract Manager. In the event that the Contractor and the Contract Manager are unable to resolve their difference, Town of Davie Bid B-16-168 Continuing GIS Services the Contractor may initiate a dispute in accordance with the procedures set forth in the section below. Exhaustion of these procedures shall be a condition precedent to any lawsuit permitted hereunder. D. In the event of such dispute, the parties to the Agreement authorize the Town Administrator or designee,who may not be the Contract Manager or anyone associated with this Contract, acting personally, to decide all questions arising out of, under, or in connection with, or in any way related to or on account of the Agreement (including but not limited to claims in the nature of breach of contract, fraud or misrepresentation arising either before or subse- quent to execution hereof)and the decision of each with respect to matters within the Town Administrator's purview as set forth above shall be conclusive,final and binding on the parties. Any such dispute shall be brought, if at all, before the Town Administrator within 10 days of the occurrence, event or act out of which the dispute arises. The Town Administrator may base this decision on such assistance as may be desirable, including the advice of experts, but in any event shall base the decision on an independent and objective determination of whether Con- tractor's performance or any deliverable meets the requirements of the Agreement and any specifications with respect thereto set forth herein. The effect of any decision shall not be impaired or waived by any negotiations or settlements or offers made in connection with the dispute, whether or not the Town Administrator participated therein, or by any prior decision of others, which prior decision shall be deemed subject to review, or by any termi- nation or cancellation of the Agreement. All such disputes shall be submitted in writing by the Contractor to the Town Administrator for a decision, together with all evidence and other pertinent information in regard to such questions, in order that a fair and impartial decision may be made. The parties agree that whenever the Town Administrator is entitled to exercise discretion or judgment or to make a determination or form an opinion pursuant to the provisions of this Article, such action shall be deemed fair and impartial when exercised or taken. The Town Administrator shall render a decision in writing and deliver a copy of the same to the Contractor. Except as such remedies may be limited or waived elsewhere in the Agreement, Contractor reserves the right to pursue any reme- dies available under law after exhausting the provisions of this Article. 2.6 VENDOR AS AN INDEPENDENT CONTRACTOR: It is expressly agreed that the Contractor is an independent contractor and not an agent of Town. The Contractor shall not pledge or attempt to pledge the credit of Town or in any other way attempt to bind the Town. 2.7 SUBCONTRACTOR: Subcontractors shall not be utilized on a regular basis but on occasion and in the event of an emergency wherein the Contractor is unable to fulfill the response time requirement due to extenuating circumstances. The Town of Davie shall approve any and all subcontractors used to respond to calls for service. The Contractor is fully respon- sible to the Town for the acts and omissions of subcontractors and of persons either directly or indirectly employed by said subcontractor. Nothing contained in the Contract Documents shall create any contractual relations between any subcontractor and the Town. Subcontractor shall follow the scope of services as stated herein. Prior to any Subcontractor's response to Town calls for service, the Contractor shall obtain written approval of the subcontrac- tors used within the terms of this contract, and shall submit for approval to the Procurement Division Certificates of Insurance. Subcontractors shall maintain the same types and limits of insurance as required of the Contractor. A. If the Contractor will cause any part of the Agreement to be performed by a subcontractor, the provisions of this Contract will apply to such subcontractor and its officers, agents and employees in all respects as if it and they were employees of the Contractor; and the Contractor will not be in any manner thereby discharged from its obligations and liabilities hereunder, but will be liable hereunder for all acts and negligence of the subcontractor, its officers, agents, and employees, as if they were employees of the Contractor. The services performed by the subcontractor will be subject to the provisions hereof as if performed directly by the Contractor. B. The Contractor, before making any subcontract for any portion of the services, will state in writing to the Town the name of the proposed subcontractor, the portion of the Services which the subcontractor is to do, the place of business of such subcontractor, and such other information as the Town may require. The Town will have the right to require the Contractor not to award any subcontract to a person, firm or corporation disapproved by the Town. Town of Davie Bid B-16-168 Continuing GIS Services C. Before entering into any subcontract hereunder, the Contractor will inform the subcontractor fully and completely of all provisions and requirements of the Agreement relating either directly or indirectly to the Services to be performed. Such Services performed by such subcontractor will strictly comply with the requirements of this Contract. D. In order to qualify as a subcontractor satisfactory to the Town, in addition to the other requirements herein provided, the subcontractor must be prepared to prove to the satisfaction of the Town that it has the necessary facilities, skill and experience, and ample financial resources to perform the Services in a satisfactory manner. To be considered skilled and experienced, the subcontractor must show to the satisfaction of the Town that it has satisfactorily per- formed services of the same general type which is required to be performed under the Agreement. E. The Town shall have the right to withdraw its consent to a subcontract if it appears to the Town that the subcontractor will delay, prevent, or otherwise impair the performance of the Contractor's obligations under the Agreement. All subcontractors are required to protect the confidentiality of the Town and Town's proprietary and confidential infor- mation. Contractor shall furnish to the Town copies of all subcontracts between Contractor and subcontractors and suppliers hereunder. Within each such subcontractor,there shall be a clause for the benefit of the Town permitting the Town to request completion of performance by the subcontractor of its obligations under the Agreement, in the event the Town finds the Contractor in breach of its obligations, and the option to pay the subcontractor directly for the performance by such subcontractor.Notwithstanding,the foregoing shall neither convey nor imply any obligation or liability on the part of the Town to any subcontractor hereunder as more fully described herein. 2.8 EVALUATION METHOD AND CRITERIA: All proposals will be reviewed and evaluated by an Evaluation Committee to be designated by the Town Administrator or his/her designee. A recommendation for award will be submitted to the Town Administrator for final approval. The proposals shall be evaluated based on the criteria below in order to determine the proposal or proposals that are in the best overall interest of the Town. Award will be made only to responsive responsible, licensed firms possessing the potential ability to perform successfully under the terms and conditions of these specifications. Consideration will be given to such matters as contractor integrity, compliance with public policy, record of past performance, references, and financial and technical resources. Proposers must be regularly engaged in the trade or trades relating to the proposals submitted. The selection of a Proposer with who to contract shall be based on the proposal most advantageous to the Town based on the"best value to the Town" using the following criteria: Criteria • Scope of Services Proposed • Firm's Qualifications • Resources and Availability • Experience with Governmental Entities • Client References and Past Performance • Prices Proposed The Evaluation Committee will evaluate all responsive proposals based upon the information and references contained in the proposals as submitted. The Committee will rank(where one(1)is the highest ranking)all responsive proposals and determine a minimum of three(3), if more than three(3)proposals are responsive,to be finalists for further consid- eration. If less than three(3) responsive proposals are received,the Selection Committee will give further consideration to all responsive proposals.Upon completion of the initial criteria evaluation ranking,the Committee may elect to shortlist all responsive proposals and may proceed with conducting oral presentation(s) and/or facility site visits with the Pro- poser(s)which the Evaluation Committee deems to warrant further consideration. The Town also reserves the right to request additional materials of Proposers, including, but not limited to, financial statements, etc. Upon completion of oral presentation(s) and/or facility site visits, the Committee will re-evaluate and re-rank the proposals remaining in consideration based upon the written documents combined with the oral presentation(s)and/or facility site visits. Town of Davie Bid B-16-168 Continuing GIS Services 2.9 NEGOTIATIONS: Contract(s) may be awarded on the basis of offers received, without discussion. Therefore, proposals should contain the Proposer's best terms. Following the evaluation, ranking, and if deemed necessary facility site visits and/or oral presentations,the Evaluation Committee will recommend that a contract be negotiated with the highest ranked respon- sive and responsible Proposer. The Town may enter into contract negotiations with the recommended Proposer or take such other action as it deems to be in the best interest of the Town. 2.10 CONTRACT AWARD: Any contract, as a result of this RFP, will be submitted to Town Administrator for considerations and may be submitted to the Town Council for their approval. The Contract award, if any, shall be made to the Proposer whose proposal shall be deemed by the Town to be in the best interest of the Town. The Town's decision to make the award and which proposal is in the best interest of the Town shall be final. Town of Davie Bid B-16-168 Continuing GIS Services SECTION3.0 SPECIFICATIONS 3.1 PURPOSE: The Town of Davie announces that professional qualifications are requested from consulting firms ("Proposer(s)") for CONTINUING GIS SERVICES, for the TOD Utilities Department in the distribution, collection, Water Treatment, Wastewater Treatment and Reuse Facilities. The re- quested continuing professional services include, but are not limited to, the following: 3.2 SCOPE OF WORK: The Proposer shall perform,as needed,continuing GIS consulting services for TOD and the TOD's water and sewer utility system and service area. The applications for which consulting services will be needed will require close and frequent liaison with the TOD Utilities Director and IT Director. Priorities and de- livery schedules will be established by TOD Utilities/IT Departments and may be changed or amended fre- quently. Most projects will be web and web applications based, and may include but are not limited to, the following: • Update and Correct Existing Data • Create web applications for the field collection of various utility infrastructure assets • Update existing GIS desktop utility map and existing web based utility map to include all provided as-built information including, manhole structure,pipeline,valve,water and sanitary service line, water/IQ meter, backflow preventer, fire hydrant, lift station, inter-connects, air relief valves ,well data and any other applicable utility asset • Attributes to be added/verified include: o Boundaries ■ Service Area boundaries ■ Neighborhood/Subdivision Boundaries ■ Municipal Boundaries o Pipelines: ■ Material (Pipe & Casing) ■ Year Constructed/Rehabilitated ■ Diameter(Pipe& Casing) ■ Abandoned vs in service ■ Flow Directions ■ Main break locations &year ■ Valve locations, type ■ Chlorine residual data o Utility Easements - O.R. book& Page # o Manhole/Cleanout ■ Rim&Invert elevations ■ Year Constructed/Rehabilitated o Fire Hydrant ■ Number ■ Flow rating&recent test flow data o Lift Station ■ Number ■ Public VS Private ■ Pump information&design flow rate Town of Davie Bid B-16-168 Continuing GIS Services ■ Wetwell Depth& influent/effluent pipe data ■ Contributing areas/cascading station information o Backflow Prevention Devices ■ Year Installed ■ Type/size ■ Certification#&Date • Provide TOD Utilities/IT Departments GIS data to third parties as directed by the TOD Utilities/IT Direc- tors • Host accessible GIS data during the collection and quality control portion of the process and provide final data to TOD Information Technology (IT)Department for final input. • Update existing GIS utility map to include Town of Davie service area and facilities for use by TOD Utility Locating Contract vendor • Provide hyperlinks to as-builts on desktop utility map • Provide training to the respective TOD personnel • Special work orders for the development of GIS layers for various applications and/or related Capital Im- provement project • Evaluation of existing GIS system, and recommendations for future applications & improvements 3.3 GENERAL LOCATION OF WORK: Additional Information for the RFQ • Experience —Three similar projects within the last three years one of which was in Broward County or five in Florida • Availability— Should have an office in the tri-county area and/or have a representative availa- ble for bi-weekly on site status meetings • Demonstration — Prepare a twenty to forty minute demonstration of a current or past sanitary sewer or water layer of an active GIS data base (preferably in the ESRI ArcGIS online plat- form) with commentary and question/answer session. • References • Resume — Company and/or staff resume • Budget—The TOD Utilities Department intends to budget between $25,000 & $35,000 annu- ally for these services 3.4 TERM OF CONTRACT: Bidder will be bidding on a three (3)year contract with the option to renew for two (2) additional years. Providing the successful bidder(s) will agree to maintain the same terms and conditions of the current contract, this contract could be extended for an additional two (2) years, on a year-to-year basis, if mutually agreed upon by both parties. Town of Davie Bid B-16-168 Continuing GIS Services Town of Davie Bid B-16-168 Continuing GIS Services SECTION4.0 PRICING PAGE JOB CLASSIFICATION RATE GIS CONSULTANT Executed by: (Type or print name) Title: For(Company): Address: Telephone Number: Fax Number: Email: The Bidder agrees to accept the Town of Davie's Visa procurement card for payment. Circle one YES OR NO Town of Davie Bid B-16-168 Continuing GIS Services SECTION5.0 TOWN REQUIRED FORMS NON-COLLUSIVE AFFIDAVIT STATE OF COUNTY OF being first duly sworn deposes and says that: BIDDER is the (Owner, Partner, Officer, Representative or Agent) BIDDER is fully informed respecting the preparation and contents of the attached Bid and of all pertinent cir- cumstances respecting such Bid; Such Bid is genuine and is not a collusive or sham Bid; Neither the said BIDDER nor any of its officers,partners, owners, agents, representative, employees or parties in interest, including this affidavit, have in any way colluded, conspired, connived or agreed, directly or indi- rectly,with any other BIDDER, firm or person to submit a collusive or sham Bid in connection with the Con- tract for which the attached Bid has been submitted; or to refrain from bidding in connection with such Con- tract; or have in any manner, directly or indirectly, sought by agreement or collusion, or communications, or conference with any BIDDER, firm, or person to fix the price or prices in the attached Bid or any other BID- DER, or to fix any overhead,profit, or cost element of the Bid Price or the Bid Price of any other BIDDER, or to secure through any collusion conspiracy,connivance,or unlawful agreement any advantage against(Recipi- ent), or any person interested in the proposed Contract; The price of items quoted in the attached Bid are fair and proper and are not tainted by collusion, conspiracy, connivance, or unlawful agreement on the part of the BIDDER or any other of its agents,representatives, own- ers, employees or parties in interest, including this affidavit. By Subscribed and sworn to before me this day of , 20 Notary Public (Signature) My Commission Expires: Town of Davie Bid B-16-168 Continuing GIS Services TOWN OF DAVIE E-VERIFY FORM Bid No: Project Description: Vendor/Consultant acknowledges and agrees to utilize the U.S. Department of Homeland Security's E-Verify System to verify the employment eligibility of: (a) all persons employed by Vendor/Consultant to perform employment duties within Florida during the term of the contract; and (b) all persons (including SUBCONTRACTORS/SUBVENDORs) assigned by Vendor/Consultant to per- form work pursuant to the contract with the Department. The Vendor/Consultant acknowledges and agrees that use of the U.S. Department of Homeland Security's E-Verify System during the term of the contract is a condition of the contract with the Town of Davie. Company/Firm: Authorized Signature: Print Name Title: Date: Town of Davie Bid B-16-168 Continuing GIS Services CONFIRMATION OF DRUG-FREE WORKPLACE In order to have a drug-free workplace program, a business shall: Publish a statement notifying employees that the unlawful manufacture,distribution, dispensing,possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibitions. Inform employees about the dangers of drug abuse in the workplace,the business's policy of maintaining a drug-free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. Give each employee engaged in providing the commodities or Contractual services that are under Bid a copy of the statement specified in subsection(1). In the statement specified in subsection(1),notify the employee that, as a condition of working on the commod- ities or Contractual services that are under bid,the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contenders to, any violation of Chapter 893 or of any controlled substance law of the United States or any State, for a violation occurring in the workplace no later than five (5) days after the conviction. Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation pro- gram if such is available in the employee's community by, any employee who is so convicted. Make a good faith effort to continue to maintain a drug-free workplace through implementation of this section. A signed copy of your Drug-Free Workplace Policy must be attached to this signed copy and submitted with the Bid Documents. As the person authorized to sign the statement, I certify that this firm complies fully with the above require- ments. Proposers Signature Town of Davie Bid B-16-168 Continuing GIS Services EMPLOYEE BACKGROUND VERIFICATION AFFIDAVIT I, Company , Attest that all personnel used in the performance of this work have had a criminal background check, and have no criminal offenses, a negative drug test result, and are legally documented to work in the United States. The Town of Davie requests copies of the criminal back ground checks and drug test results. Proposer's Signature Town of Davie Bid B-16-168 Continuing GIS Services ATTACHMENT "E" Town of Davie Vendor/Bidder Disclosure I, , being first duly sworn state that: The full legal name and business address of the person(s) or entity contracting with the Town of Da- vie("Town") are as follows (Post Office addresses are not acceptable): Name of Individual, Firm, or Organization: Address: FEIN State and date of incorporation OWNERSHIP DISCLOSURE AFFIDAVIT 1. If the contract or business transaction is with a corporation,the full legal name and business address shall be provided for each officer and director and each stockholder who directly or indi- rectly holds five percent(5%) or more of the corporation's stock. If the contract or business transaction is with a trust,the full name and address shall be provided for each trustee and each beneficiary. All such names and address are as follows (Post Office addresses are not accepta- ble): Full Legal Name Address Ownership 2. The full legal names and business addresses of any other individual (other than subcontractors, suppliers, laborers, and lenders)who have, or will have, any legal, equitable, or beneficial interest Town of Davie Bid B-16-168 Continuing GIS Services in the contract or business transaction with the Town are as follows (Post Office addresses are not acceptable): Full Legal Name Address By: Date: Signature of Affiant Print Name SUBSCRIBED AND SWORN TO or affirmed before me this day of 20_, by , he/she is personally known to me or has presented as identification. Notary Public, State of Florida at Large Print or Stamp of Notary Serial Number My Commission Expires : Town of Davie Bid B-16-168 Continuing GIS Services F Town of Davie ' Local Vendor Preference Affidavit of Eli ibg ility Complete all areas below. Incomplete forms may be rejected. My business is located within the Town of Davie. LEGAL NAME OF FIRM: Physical address: Phone number Fax number Email address Has the business name changed since it was opened in Davie? Yes No If Yes please provide the previous business name: Taxpayer Identification Number: Date your business was established in Town of Davie: Business license: License number: Date issued: A copy of my Business Tax Receipt is attached. I employ (insert a number) full time employees. If your business is a Broward County business but not located within the Town of Davie please fill out the information on the next page. Town of Davie Bid B-16-168 Continuing GIS Services Town of Davie .A. Local Vendor Preference Broward County Vendor Affidavit of Eligibility Complete all areas below. Incomplete forms may be rejected. My business is located within Broward County but not in the Town of Davie. LEGAL NAME OF FIRM: Physical address: Phone number Fax number Email address Has the business name changed since it was opened in Broward County? Yes No If Yes please provide the previous business name: Taxpayer Identification Number: Date your business was established in Broward County: Business license: License number: Date issued: A copy of my Business Tax Receipt is attached. I employ (insert a number)full time employees. The undersigned states that the forgoing statements are true and correct. The undersigned also acknowledges that any person, firm, corporation or entity intentionally submitting false information to the Town in an attempt to qualify for local preference shall be prohibited from bidding on Town of Davie products and services for a period of one (1)year. Town of Davie Bid B-16-168 Continuing GIS Services Authorized Signature: Date: Printed Name&Title: Form W-9 Request for Taxpayer Identifica- Give form to the (Rev.October2007) tion Number and Certification requester.Do not Department of the Treasury In- send to the IRS. temal Revenue Service Name(as shown on your income tax return) N N m Business name,if different from above a c 0 �y c Check appropriate box: ❑ Individual/Sole proprietor ❑ Corporation ❑ Partnership �« El Limited liability company.Enter the tax classification(D=disregarded entity,C=corporation,P=partnership) ♦----_--- ❑ Exempt L � payee 0 2 ❑ Other(see instructions). Address(number,street,and apt.or suite no.) Requester's name and address(optional) a0 0 City,state,and ZIP code a N a0i List account number(s)here(optional) rn Taxpayer Identification Number TIN Enter your TIN in the appropriate box.The TIN provided must match the name given on Line 1 to avoid I Social security number backup withholding.For individuals,this is your social security number(SSN).However,for a resident al- ien,sole proprietor,or disregarded entity,see the Part I instructions on page 3.For other entities,it is your employer identification number(EIN). If you do not have a number,see How to get a TIN on page 3. or Note.If the account is in more than one name,see the chart on page 4 for guidelines on whose num- Employer identification number ber to enter. ®Certification Under penalties of perjury,I certify that: 1. The number shown on this form is my correct taxpayer identification number(or I am waiting for a number to be issued to me), and 2. 1 am not subject to backup withholding because: (a) I am exempt from backup withholding, or(b) I have not been notified by the Internal Revenue Service(IRS)that I am subject to backup withholding as a result of a failure to report all interest or dividends, or(c)the IRS has notified me that I am no longer subject to backup withholding, and 3. 1 am a U.S.citizen or other U.S.person(defined below). Certification instructions.You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup with- holding because you have failed to report all interest and dividends on your tax return.For real estate transactions,item 2 does not apply. For mortgage interest paid,acquisition or abandonment of secured property,cancellation of debt,contributions to an individual retirement arrange- ment(IRA),and generally,payments other than interest and dividends,you are not required to sign the Certification,but you must provide your correct TIN.See the instructions on page 4. Sign Signature of Here U.S.person ♦ Date General Instructions waiting for a number to be issued), Section references are to the Internal Revenue Code unless other- 2. Certify that you are not subject to backup withholding,or wise noted. 3. Claim exemption from backup withholding if you are a U.S. Purpose Of Form exempt payee.If applicable,you are also certifying that as a p U.S.person,your allocable share of any partnership income from A person who is required to file an information return with the a U.S.trade or business is not subject to the withholding tax on for- IRS must obtain your correct taxpayer identification number(TIN) eign partners'share of effectively connected income. to report,for example,income paid to you, real estate transac- Note.If a requester gives you a form other than Form W-9 to re- tions,mortgage interest you paid,acquisition or abandonment of quest your TIN,you must use the requester's form if it is substan- secured property,cancellation of debt,or contributions you made tially similar to this Form W-9. to an IRA. Use Form W-9 only if you are a U.S.person(including a resi- dent alien),to provide your correct TIN to the person requesting it (the requester)and,when applicable, to: 1. Certify that the TIN you are giving is correct(or you are Town of Davie Bid B-16-168 Continuing GIS Services Definition of a U.S.person.For federal tax purposes,you are from such business.Further,in certain cases where a Form W-9 considered a U.S.person if you are: has not been received,a partnership is required to presume that • An individual who is a U.S.citizen or U.S.resident alien, a partner is a foreign person,and pay the withholding tax. • A partnership,corporation,company,or association created or Therefore,if you are a U.S. person that is a partner in a partner- organized in the United States or under the laws of the United ship conducting a trade or business in the United States,pro- States, vide Form W-9 to the partnership to establish your U.S. status and avoid withholding on your share of partnership income. • An estate(other than a foreign estate), or The person who gives Form W-9 to the partnership for pur- • A domestic trust(as defined in Regulations section poses of establishing its U.S.status and avoiding withholding on 301.7701-7). its allocable share of net income from the partnership conducting Special rules for partnerships.Partnerships that conduct a a trade or business in the United States is in the following cases: trade or business in the United States are generally required to • The U.S.owner of a disregarded entity and not the entity, pay a withholding tax on any foreign partners'share of income Cat.No. 10231X Form W-9(Rev.10-2007) Form W-9(Rev.10-2007) Page 49 4. The IRS tells you that you are subject to backup with- • The U.S.grantor or other owner of a grantor trust and not the holding because you did not report all your interest and divi- trust, and dends on your tax return(for reportable interest and divi- • The U.S.trust(other than a grantor trust)and not the dends only), or beneficiaries of the trust. 5. You do not certify to the requester that you are not subject to Foreign person.If you are a foreign person,do not use Form backup withholding under 4 above(for reportable interest and divi- W-9. Instead, use the appropriate Form W 8(see Publication dend accounts opened after 1983 only). 515,Withholding of Tax on Nonresident Aliens and Foreign En- Certain payees and payments are exempt from backup with- tities). holding.See the instructions below and the separate Instructions Nonresident alien who becomes a resident alien.Generally, for the Requester of Form W-9. only a nonresident alien individual may use the terms of a tax Also see Special rules for partnerships on page 1. treaty to reduce or eliminate U.S.tax on certain types of income. Penalties However, most tax treaties contain a provision known as a "sav- ing clause."Exceptions specified in the saving clause may permit Failure to furnish TIN.If you fail to furnish your correct TIN to a an exemption from tax to continue for certain types of income requester,you are subject to a penalty of$50 for each such fail- even after the payee has otherwise become a U.S. resident alien ure unless your failure is due to reasonable cause and not to will- for tax purposes. ful neglect. If you are a U.S.resident alien who is relying on an exception Civil penalty for false information with respect to withhold- contained in the saving clause of a tax treaty to claim an exemp- ing.If you make a false statement with no reasonable basis that tion from U.S.tax on certain types of income,you must attach a results in no backup withholding, you are subject to a statement to Form W-9 that specifies the following five items: $500 penalty. 1. The treaty country.Generally,this must be the same treaty Criminal penalty for falsifying information.Willfully falsifying under which you claimed exemption from tax as a nonresident al- certifications or affirmations may subject you to criminal penal- ien. ties including fines and/or imprisonment. 2. The treaty article addressing the income. Misuse of TINs.If the requester discloses or uses TINs in viola- 3. The article number(or location)in the tax treaty that tion of federal law,the requester may be subject to civil and crim- contains the saving clause and its exceptions. inal penalties. 4. The type and amount of income that qualifies for the exemption from tax. Specific Instructions 5. Sufficient facts to justify the exemption from tax under the Name terms of the treaty article. If you are an individual,you must generally enter the name Example.Article 20 of the U.S.-China income tax treaty allows shown on your income tax return.However,if you have changed an exemption from tax for scholarship income received by a Chi- your last name,for instance,due to marriage without informing nese student temporarily present in the United States. Under the Social Security Administration of the name change,enter U.S.law,this student will become a resident alien for tax pur- your first name,the last name shown on your social security poses if his or her stay in the United States exceeds 5 calendar card,and your new last name. years. However, paragraph 2 of the first Protocol to the U.S.- If the account is in joint names,list first,and then circle,the China treaty(dated April 30, 1984)allows the provisions of Article name of the person or entity whose number you entered in Part I 20 to continue to apply even after the Chinese student becomes a of the form. resident alien of the United States.A Chinese student who quali- fies for this exception(under paragraph 2 of the first protocol) Sole proprietor.Enter your individual name as shown on your and is relying on this exception to claim an exemption from tax on income tax return on the"Name"line.You may enter your busi- his or her scholarship or fellowship income would attach to Form ness,trade,or"doing business as(DBA)"name on the"Business W-9 a statement that includes the information described above to name"line. support that exemption. Limited liability company(LLC).Check the"Limited liability If you are a nonresident alien or a foreign entity not subject to company"box only and enter the appropriate code for the tax backup withholding,give the requester the appropriate com- classification("D"for disregarded entity,"C"for corporation,"P" pleted Form W-8. for partnership)in the space provided. What is backup withholding?Persons making certain payments For a single-member LLC(including a foreign LLC with a do- to you must under certain conditions withhold and pay to the mestic owner)that is disregarded as an entity separate from its IRS 28%of such payments.This is called"backup withholding." owner under Regulations section 301.7701-3,enter the owner's Payments that may be subject to backup withholding include inter- name on the"Name"line.Enter the LLC's name on the"Busi- est,tax-exempt interest,dividends,broker and barter exchange ness name" line. transactions, rents, royalties, nonemployee pay,and certain pay- For an LLC classified as a partnership or a corporation, enter ments from fishing boat operators. Real estate transactions are not the LLC's name on the "Name" line and any business, trade, or subject to backup withholding. DBA name on the"Business name" line. You will not be subject to backup withholding on payments Other entities.Enter your business name as shown on required you receive if you give the requester your correct TIN,make the federal tax documents on the"Name"line.This name should proper certifications,and report all your taxable interest and divi- match the name shown on the charter or other legal document dends on your tax return. creating the entity.You may enter any business,trade,or DBA Payments you receive will be subject to backup name on the"Business name" line. withholding if: Note.You are requested to check the appropriate box for your 1. You do not furnish your TIN to the requester, status(individual/sole proprietor,corporation, etc.). 2. You do not certify your TIN when required(see the Part II Exempt Payee instructions on page 3 for details), If you are exempt from backup withholding,enter your name as 3. The IRS tells the requester that you furnished an incorrect described above and check the appropriate box for your status, TIN, then check the"Exempt payee"box in the line following the busi- ness name,sign and date the form. Form W-9(Rev.10-2007) Page 50 Generally, individuals (including sole proprietors) are not exempt Part I. Taxpayer Identification Number(TIN) from backup withholding. Corporations are exempt from backup Enter your TIN in the appropriate box. If you are a resident withholding for certain payments,such as interest and dividends. alien and you do not have and are not eligible to get an SSN, Note.If you are exempt from backup withholding,you should your TIN is your IRS individual taxpayer identification number still complete this form to avoid possible erroneous backup (ITIN). Enter it in the social security number box. If you do not withholding. have an)TIN,see How to get a TIN below. The following payees are exempt from backup withholding: If you are a sole proprietor and you have an EIN,you may en- 1. An organization exempt from tax under section 501(a),any ter either your SSN or EIN.However,the IRS prefers that you IRA,or a custodial account under section 403(b)(7)if the account use your SSN. satisfies the requirements of section 401(f)(2), If you are a single-member LLC that is disregarded as an en- tity separate from its owner(see Limited liability company (LLC) instrumentalities, on page 2),enter the owner's SSN(or EIN,if the owner has one).Do not enter the disregarded entity's EIN. If the LLC is clas- 3. A state,the District of Columbia,a possession of the United sified as a corporation or partnership,enter the entity's EIN. States,or any of their political subdivisions or instrumentalities, Note.See the chart on page 4 for further clarification of name 4.A foreign government or any of its political subdivisions, and TIN combinations. agencies,or instrumentalities, or How to get a TIN.If you do not have a TIN,apply for one imme- 5. An international organization or any of its agencies or diately.To apply for an SSN,get Form SS-5,Application for a instrumentalities. Social Security Card,from your local Social Security Administra- tion office or get this form online at www.ssa.gov.You may also include: get this form by calling 1-800-772-1213.Use Form W-7,Application for IRS Individual Taxpayer Identification Num- 6.A corporation, ber,to apply for an ITIN,or Form SS-4,Application for Employer 7.A foreign central bank of issue, Identification Number,to apply for an EIN.You can apply for an 8.A dealer in securities or commodities required to register in EIN online by accessing the IRS website at www.irs.gov/busi- the United States,the District of Columbia,or a possession of nesses and clicking on Employer Identification Number(EIN)un- the United States, der Starting a Business.You can get Forms W-7 and SS-4 from the IRS by visiting www.irs.gov or by calling 9.A futures commission merchant registered with the 1-800-TAX-FORM(1-800-829-3676). Commodity Futures Trading Commission, If you are asked to complete Form W-9 but do not have a TIN, 10.Areal estate investment trust, write"Applied For"in the space for the TIN,sign and date the 11.An entity registered at all times during the tax year under form,and give it to the requester.For interest and dividend pay- the Investment Company Act of 1940, ments,and certain payments made with respect to readily trada- ble instruments,generally you will have 60 days to get a TIN a , and give it to the requester before you are subject to backup 584 ( ) withholding on payments.The 60-day rule does not apply to 13. A financial institution, other types of payments.You will be subject to backup with- 14.A middleman known in the investment community as a holding on all such payments until you provide your TIN to the nominee or custodian, or requester. 15.A trust exempt from tax under section 664 or described in Note.Entering"Applied For'means that you have already ap- section 4947. plied for a TIN or that you intend to apply for one soon. Caution:A disregarded domestic entity that has a foreign owner The chart below shows types of payments that may be ex- must use the appropriate Form W-8. empt from backup withholding. The chart applies to the ex- empt payees listed above, 1 through 15. Part II. Certification To establish to the withholding agent that you are a U.S.person, IF the payment is for.. . THEN the payment is exempt or resident alien,sign Form W-9.You may be requested to sign for... by the withholding agent even if items 1,4,and 5 below indicate Interest and dividend payments All exempt payees except otherwise. for 9 For a joint account,only the person whose TIN is shown in Broker transactions Exempt payees 1 through 13. Part I should sign(when required). Exempt payees,see Exempt Also,a person registered under Payee on page 2. the Investment Advisers Act of Signature requirements.Complete the certification as indicated 1940 who regularly acts as a bro- in 1 through 5 below. ker 1. Interest,dividend,and barter exchange accounts Barter exchange transactions Exempt payees 1 through 5 opened before 1984 and broker accounts considered active and patronage dividends during 1983.You must give your correct TIN,but you do not have to sign the certification. Payments over$600 required Generally,exempt payees 2. Interest,dividend,broker,and barter exchange ac- to be reported and direct 1 through 7 counts opened after 1983 and broker accounts considered in- sales over$5,000 active during 1983.You must sign the certification or backup withholding will apply. If you are subject to backup withholding 2See Form 1099-MISC,Miscellaneous Income,and its instructions. and you are merely providing your correct TIN to the requester, However,the following payments made to a corporation(including gross you must cross out item 2 in the certification before signing the proceeds paid to an attorney under section 6045(f),even if the attorney is a form. corporation)and reportable on Form 1099-MISC are not exempt from backup withholding:medical and health care payments,attomeys'fees,and payments for services paid by a federal executive agency. Form W-9(Rev.10-2007) P 3. Real estate transactions.You must sign the certification. Secure Your Tax Records from en i e ft You may cross out item 2 of the certification. Identity theft occurs when someone uses your personal infor- 4. Other payments.You must give your correct TIN,but you mation such as your name,social security number(SSN),or other do not have to sign the certification unless you have been noti- identifying information,without your permission,to commit fraud or fied that you have previously given an incorrect TIN."Other pay- other crimes.An identity thief may use your SSN to get a job or ments"include payments made in the course of the requester's may file a tax return using your SSN to receive a refund. trade or business for rents,royalties,goods(other than bills for To reduce your risk: merchandise),medical and health care services(including pay- • Protect your SSN, ments to corporations),payments to a nonemployee for services, e Ensure your employer is protecting your SSN, and payments to certain fishing boat crew members and fishermen, and gross proceeds paid to attorneys(including payments to cor- • Be careful when choosing a tax preparer. porations). Call the IRS at 1-800-829-1040 if you think your identity has 5. Mortgage interest paid by you,acquisition or abandon- been used inappropriately for tax purposes. ment of secured property,cancellation of debt,qualified tui- Victims of identity theft who are experiencing economic harm tion program payments(under section 529),IRA,Coverdell or a system problem,or are seeking help in resolving tax prob- ESA,Archer MSA or HSA contributions or distributions,and lems that have not been resolved through normal channels,may pension distributions.You must give your correct TIN, but you be eligible for Taxpayer Advocate Service(TAS)assistance.You do not have to sign the certification. can reach TAS by calling the TAS toll-free case intake line at 1- 877-777-4778 or TTY/TDD 1-800-829-4059. What Name and Number To Give the Requester Protect yourself from suspicious emails or phishing For this type of account: Give name and SSN of: schemes.Phishing is the creation and use of email and web- sites designed to mimic legitimate business emails and web- -. Individual The individual sites.The most common act is sending an email to a user 2. Two or more individuals Qoint The actual owner of the account or, falsely claiming to be an established legitimate enterprise in an account) N combined funds,the first attempt to scam the user into surrendering private information individual on the account that will be used for identity theft. 3. Custodian account of a minor The minor The IRS does not initiate contacts with taxpayers via emails. (Uniform Gift to Minors Act) Also,the IRS does not request personal detailed information 4. a.The usual revocable savings The grantor-trustee ' through email or ask taxpayers for the PIN numbers,passwords, trust(grantor is also trustee) or similar secret access information for their credit card,bank,or b.So-called trust account that is The actual owner not a legal or valid trust under other financial accounts. state law If you receive an unsolicited email claiming to be from the IRS, 5. Sole proprietorship or disregarded The owner' forward this message to phishing@irs.gov.You may also report entity owned by an individual misuse of the IRS name,logo,or other IRS personal property to For this type of account: Give name and EIN of: the Treasury Inspector General for Tax Administration at 6. Disregarded entity not owned by an The owner 1-800-366-4484.You can forward suspicious emails to the Fed- individual eral Trade Commission at:spam@uce.gov or contact them at 7. A valid trust,estate,or pension trust Legal entity' www.ConSUmer.govldtheftor 1-877-IDTHEFT(438-4338). 8. Corporate or LLC electing cor- The corporation Visit the IRS website at www.irs.gov to learn more about iden- porate status on Form 8832 tity theft and how to reduce your risk. 9. Association,club,religious, The organization charitable,educational,or other tax-exempt organization 10. Partnership or multi-member LLC The partnership 11. A broker or registered nominee The broker or nominee 12. Account with the Department of The public entity Agriculture in the name of a public entity(such as a state or local gov- ernment,school district,or prison) that receives agricultural program payments Form W-9(Rev.]0-2007) P List first and circle the name of the person whose number you furnish.If only one person on a joint account has an SSN,that person's number must be fumished. 2 Circe the minor's name and fumish the minor's SSN. 3 You must show your individual name and you may also enter your business or"DBA" name on the second name line.You may use either your SSN or EIN(if you have one),but the IRS encourages you to use your SSN. 4 List first and circle the name of the trust,estate,or pension trust. (Do not fumish the TIN of the personal representative or trus- tee unless the legal entity itself is not designated in the account title.)Also see Special rules for partnerships on page 1. Note. If no name is circled when more than one name is listed, the number will be con- sidered to be that of the first name listed. Privacy Act Notice Section 6109 of the Internal Revenue Code requires you to provide your correct TIN to persons who must file information returns with the IRS to report interest,dividends,and certain other income paid to you,mortgage interest you paid,the acquisition or abandonment of se- cured property,cancellation of debt,or contributions you made to an IRA,or Archer MSA or HSA.The IRS uses the numbers for identifi- cation purposes and to help verify the accuracy of your tax return. The IRS may also provide this information to the Department of Justice for civil and criminal litigation,and to cities,states,the District of Columbia,and U.S. possessions to carry out their tax laws.We may also disclose this information to other countries under a tax treaty,to federal and state agencies to enforce federal nontax criminal laws,or to federal law enforcement and intelligence agencies to combat terrorism. You must provide your TIN whether or not you are required to file a tax return.Payers must generally withhold 28%of taxable interest, dividend,and certain other payments to a payee who does not give a TIN to a payer.Certain penalties may also appl LOBBYING INTEREST Form W-9(Rev.10-2007) p Respondents should refer to Sec. 2-57 of the attached form for com- plete definition of terms. I, representing declare that I have read the attached form and that(check one): My company is not interested in lobbying either staff or elected officials on any subject associated with this Request for Proposal(RFP) My company is interested in lobbying either staff or elected officials on matters associated with this Request for Proposal (RFP). I understand that in order to lobby, I must fill out the attached form and submit it to the Town Clerk's Office along with a registration fee of $50.00. Title of RFP: Bidder Name: Address: Phone Number: Fax Number: e-mail Address: Signature: Print Name: LOBBYING INTEREST Form W-9(Rev.10-2007) P Respondents should refer to Sec. 2-57 of the attached form for complete definition of terms. I, representing declare that I have read the attached form and that(check one): My company is not interested in lobbying either staff or elected officials on any subject associated with this Request For Proposal (RFP) My company is interested in lobbying either staff or elected officials on matters associated with this Request For Proposal(RFP). I understand that in order to lobby, I must fill out the attached form and submit it to the Town Clerk's Office along with a registration fee of $50.00. Title of RFP: Bidder Name: Address: Phone Number: Fax Number: Email Address: Signature: Print Name: Form W-9(Rev.10-2007) P ORDINANCE NO. 2012-17 AN ORDINANCE OF IBE TOWN OF DAVIE,FLORIDA,AMENDING CHAPTER 2,ARTICLE IV OF THE TOWN OF DAVIE CODE OF ORDINANCES TO COMPLY WITH PROVISIONS OF THE BROWARD COUNTY CODE OF ETHICS FOR ELECTED OFFICIALS BY REVISING DEFINITIONS, PROVIDING FOR DISCLOSURES, PROVIDING FOR A REGISTRATION FEE, PROVIDING FOR SEVERABILITY; AND PROVIDING AN EFFECTIVE DATE. WHEREAS,the Town of Davie determines and declares that open and responsible operation of municipal government requires that the fullest opportunity be afforded to the people to petition and freely express to their elected and appointed officials,their opinions on legislation and other actions and issues;and WHEREAS,in order to preserve and maintain the integrity of the governmental decision making process,it is neces- sary that the identity and activities of certain persons who engage in efforts to influence Councilmember's either by direct communication to such officials or by solicitation of others to engage in such efforts be publicly and regularly disclosed; and WHEREAS, the Broward County Commission enacted an ethics code for elected officials that became effective on January 2,2012 which provides definitions for lobbyists,and lobbying activities; and WHEREAS, the Ethics Code for Elected Officials also requires that lobbyists register with the municipality prior to engaging in lobbying activity; and WHEREAS, the Town of Davie desires to amend Chapter 2, Article IV of the Code of Ordinances to incorporate definitions and lobbyist registration requirements as outlined in the Broward County Ethics Code for Elected Officials; and WHEREAS,the Town of Davie seeks to recoup the costs of registering lobbyists and maintaining the disclosure requirements as set forth in the Ethics Code for Elected Officials by establishing a fee. NOW,THEREFORE,BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF DAVIE,FLORIDA: Fom W-9(Rev.10-2007) P SECTION L That Chapter 2 of the Code of the Town of Davie is hereby amended by adding thereto Article IV to read as follows: ARTICLE IV. REGISTRATION OF LOBBYISTS Sec.2-56 INTENT AND PURPOSE. The Town Council of the Town of Davie detemlines and declares that,to maintain the integrity of the government decision making process,the Town of Davie Councilmember's, Staff and residents have a legitimate need to know certain information about the activities of"lobbyists",as defined in this ordinance.The Town Council also finds that "lobbying", as defined in this ordinance, is a legitimate form of free speech, which is frequently an important and necessary part of the legislative process.As such,this ordinance seeks to impose the least burden which is reasonably necessary on lobbyists, in order to satisfy this public need for information. Sec.2-57 DEFINITIONS. (a) "Candidate"means an individual who is conducting a campaign for a elected office in the Town of Davie,Florida. (b) "Campaign" means the election process for any elected Municipal Official whether opposed or not and whether a special or regular election,beginning with the date of officially filing for office with the Town Clerk and ending with the last day of voting which finally determines the outcome of the election. (c) "Covered Individual"means(i)any member of the Town of Davie Council(ii)any member of a final decision-making body under the Town of Davie(iii)any individual directly appointed to a Town employ- ment position by the Town Council,(iv)any individual serving on a contractual basis as the Town Attorney or Town Administrator,when such individual is acting in his or her official capacity;(v)any member of a selection, evaluation,or procurement committee that ranks or makes recommendations to the Town Council regarding a municipal procurement; (vi)any employee,any official,or any member of a committee of the Town that has authority to make a final decision regarding a public procurement;and(vii)the head of any department,division, or office of the Town who makes final recommendations to the Town Council regarding items that will be de- cided by the final decision-making authority.For purposes of the prohibition on lobbying under section(c)(2)be- low, "Covered Individual"also includes members of other local governmental entities within Broward County, including authorities,quasi-judicial boards,appointed boards, and commissions. (d) "Economic consideration"means something of actual monetary value. (e) Elected Official means any member of the Town of Davie Town Council and any Municipal Official as defined below. (fl "Immediate family" means either a father,mother, sister,brother,child, spouse or person residing in the same residential unit. (g) "Legislation"means any ordinance,resolution,or proposal of any kind which is the subject of present or pro- spective action by the Town Council. Form W-9(Rev.10-2007) P (h) "Lobbying"or"Lobbying Activities"means a communication,by any means,from a lobbyist to a covered individual regarding any item that will foreseeable be decided by a final decision-making au- thority,which communication seeks to influence,convince,orpers 11 adethe covered individual to support or oppose the item. u s ob�who .... s as" » 2. TO n Offie;els aet:,,..n♦he a ....e_of.,4Y:..:.,t T_em,,business. "Lobbyist'means a person who is retained,with or without compensation,for the purpose of lobbying,or a person who is employed by another person or entity,on a full-time or part-time basis,principally to lobby on behalf of that other person or entity. "Lobbyist"does not include a person who is: a. An Elected Official, employee, or appointee of Broward County or of any municipality within Broward County communicating in his or her official capacity. b. An individual who communicates on his or her own behalf,or on behalf of a person or entity employing the individual on a full-time or part-time basis, unless the individual is principally employed by that person orentityto lobby. c.Any employee, officer, or board member of a homeowners' association, condominium association, or neighborhood association when addressing, in his or her capacity as an employee, officer, or board member of such association, an issue impacting the association or Is members; or d. Any employee, an officer, or a board member of a nonprofit public interest entity (e.g., Sierra Club, NAACP, ACLU)when addressing an issue impacting a constituent of that en- tity. G)"Municipal Official"means any individual serving as a member of the governing body of a municipality within Broward County or serving as a municipal mayor within Broward County. (k) "Ordinance"means the Town of Davie,Florida,Ordinance for the Registration of Lobbyists. (1) "Person" means any individual, business, corporation, association, partnership,governmental agency or other association recognized as a legal entity pursuant to Florida law. Fonn W-9(Rev.10-2007) P (m) "Principal"means the person for or upon whose behalf the lobbyist is lobbying . (n) "Registration" means providing the information required by this ordinance, in writing, annually, and in Supplements and Amendments, as may be required. "Register"means to provide a registration in such a manner. (o) "Town"means the Town of Davie, Florida. Sec. 2-58 REGISTRATION. (a) Prior to engaging in lobbying activities, every lobbyist shall register with the Town by filing with the Town Clerk the following information in writing: (1) The name, address and telephone number of the lobbyist is required on every, amended, and supplemental registration.The"address"must be a physical address(e.g.not a Post Office Box)where the lobbyist either resides or customarily does business . (2) The nature and extent of any business,professional or familial relationship which the lob- byist,or any member of the lobbyist's immediately family,has had with any Municipal Official,or member of the immediate family of any Municipal Official within the period of time commencing twenty-four(24) months prior to registration and extending through the date of registration. No disclosure would be re- quired of any such relationship existing prior to the effective date of this ordinance. (3) The nature and extent of any involvement,activity or assistance,whether paid or voluntary, by any lobbyist, or any member of the lobbyist's immediate family, with the current or the most recent campaign of any current elected Municipal Official,or current candidate for Town Council. (4) Name, address and phone number of the lobbyist's principal(s), if known at the time of registration. The "address" must be a physical address (e.g. not a Post Office Box) where the principal either resides or customarily does business. (5) The general and specific matters upon which the lobbyist intends to lobby,if known at the time of registration. (b) There shall be ae a fee in the amount of$50(Fifty Dollars)charged by the Town,for each principal represented and by each any lobbyist. Such fee shall cover the cost of registering and maintaining a data- base of lobbyists as required by the Broward County Code of Ethics for Elected Officials. Said fee may be amended as needed by resolution. _ (c) The registration information,and any supplement or amendment shall be filed in the Town Clerk's office.The registration must be signed by the lobbyist and attested to under penalty of perjury. The Town Clerk may approve a form of registration consistent with this ordinance,which shall be used in all cases, except where unavailable. (d) Registration will be yearly,running from October 1 st to September 30th of each year,and shall be renewed for each year during which lobbying activities are to take place. Only one annual registration form is required,per principal,per lobbyist.. However, if any of the information required in the registra- tion form is new or changed(for example,a new principal,as defined by this ordinance,or a Form W-9(Rev.10-2007) P new specific subject of lobbying),then the Lobbyist must supplement or amend the registration before addi- tional lobbying. (e) Notwithstanding any provision to the contrary in this Ordinance,no lobbyist shall be required to reg- ister only because the lobbyist has spoken at any public hearing or public meeting of the Town of Davie. Sec.2-59. CONDUCT OF PRINCIPALS AND OF TOWN COUNCIL. (a) Any principal who retains a lobbyist(s)in the Town shall take reasonable measures to supervise and monitor its lobbyist(s)to insure compliance with this Ordinance. (b) Any Councilmember who has actual knowledge and recollection of a lobbyist who fails to register as required in this Ordinance,or of a lobbyist who makes a material misrepresentation in Registration shall disclose same in writing to the Town Clerk as soon as reasonably practical. Failure to make such disclosure shall subject the Councilmember to a penalty as provided for in Section 2-61(a).Nothing in this section shall require any inquiry by any Councilmember to ascertain the compliance by any person with this Ordinance, nor does this section imply that any Councilmember is required to remember all of his or her past dealings with lobbyists. Sec.2-60. GENERAL CONSTRUCTION. (a) Examples and section headings are provided for clarity and for purposes of illustration only.Exam- ples are not intended to imply that the illustration is the sole or exclusive possibility. (b) All language and terms in this ordinance shall be construed according to the definitions contained in the ordinance.If there is no explicit definition in this ordinance,then the language or term shall be construed according to the ordinary legal meaning in Florida;or if there is no ordinary legal meaning in Florida,then according to the ordinary and reasonable meaning to residents of the Town. (c) Lobbyist registrations must be true and accurate for matters of which the lobbyist has actual knowledge,or which the lobbyist may ascertain through reasonably diligent inquiry. Form W-9(Rev.10-2007) P See.2-61. PENALTIES. I A "Penalty" in this ordinance means the penalties specified in the Town of Davie Code of Ordi- nances,Section 1-9("General penalty;continuing violations");or in the event said Section 1-9 is repealed or superseded,the general penalty specified by Town of Davie Code of Ordinances for violations of the Town of Davie Code of Ordinances. However,notwithstanding any language to the contrary in the general Code provisions for penalties, the maximum penalty for violation of this Lobbyist ordinance shall not exceed five hundred dollars($500.00). This ordinance shall be enforced by issuance of a notice to appear in County Court as authorized by Section 162.22, Florida Statutes, as it may be amended from time to time. ` Any lobbyist who fails to register or willfully violates this ordinance shall be subject to a penalty, as provided in subsection(a)above; and additionally shall be subject to imposition by the Town Council of a prohibition of further lobbying in the Town for up to one year. Any Councilmember or Principal who knowingly and willfully directs or permits a lobbyist to violate this ordinance shall be subject to a penalty as provided in subsection 2-61(a). SECTION 2. All Ordinances or parts of Ordinances in conflict herewith are to the extent of such conflict hereby repealed. SECTION 3. If any section, subsection, sentence,clause,phrase, or portion of this Ordinance is,for any reason, held invalid or unconstitutional by any Court of competent jurisdiction, such portion shall be deemed a separate, distinct,and independent provision and such holding shall not affect the validity of the remaining portion of this Ordinance. SECTION 4. This Ordinance shall take effect sixty(60)days after its passage and adoption. PASSED ON FIRST READY THIS 1ST DAY OF AUGUST,2012. PASSED ON SECOND READING THIS 15TH DAY AUGUST 2012. CO ILMEMBER Y A A. 0 T S DAY Foam W-9(Rev.10-2007) P TOWN OF DAVIE LOBBYIST'S REGISTRATION STATEMENT AND OATH Registration will be annual,from October 1st to September 30th,and shall be renewed for each year during which lobbying activities are to take place. Only one annual registration form is re- quired. If, however, any of the information required on the registration form is new or changed (for example, a new principal,as defined by Section 2-57 of Ordinance 2012-17,or a new specific subject of lobbying), the Lobbyist must then supplement or amend the registration before ad- ditional lobbying. (Ordinance 2012-17,Section 2-58(d)) LOBBYIST INFORMATION (Ordinance 2012-17, Section 2-58(a)(1)) Name Address (must be a physical address(e.g.not a Post Office Box)where the lobbyist resides or customarily does business) City State Zip Telephone ___ Explain the nature and extent of any business,professional or familial relationship which the lobby- ist, or any member of the lobbyist's immediate family, has had with any Town official, or member of the immediate family of any Town official within the period of time commencing twenty-four (24) months prior to registration. Explain the nature and extent of any involvement, activity or assistance, whether paid or vol- untary, by any lobbyist, or any member of the lobbyist's immediate family,with the current or the most recent campaign of any current elected Town official, or current candidate for Town Council. (2012-017,Section2-58(a)(3)) Form W-9(Rev.10-2007) P LOBBYIST'S PRINCIPAL(S)INFORMATION(Ordinance 2012-17,Section 2-58(a)(4)) Name Address (must be a physical address(e.g.not a Post Office Box)where the principal resides or customarily does business) City StateZip Telephone Explain the general and specific matters upon which the lobbyist intends to lobby, if known at the time of registration. H not known at time of filing, the registration must be supplemented when the matter is determined. (Ordinance 2012-017,Section 2-58(a)(5)) I hereby acknowledge that I have received a copy of Ordinance 2012-17,concerning regis- tration of lobbyists and acknowledge that any violation of this Ordinance shall result in penal- ties as stated in said Ordinance. I further acknowledge that this form must be accompanied by payment in the amount of$50 for each principal represented and by each lobbyist. (Ordinance 2012-17,Section 2-58(b)) hereby attest and affirm under penalty of perjury, that the facts contained herein are true and correct. Further,I understand that I am required to notify the Town Clerk, in writing, of any changes to the information contained herein and that I am required to complete a lobbyist statement for each new principal or subjectmatter which occurs throughout the year. Signature of Lobbyist STATE OF FLORIDA) SS: COUNTY OF ) Sworn to and subscribed before me this day of 20_ by who is personally known to me or who has produced as identification. My Commission expires Name Signature Form W-9(Rev.10-2007) p ACKNOWLEDGEMENT OF ADDENDA INSTRUCTIONS: COMPLETE PART I OR PART II, WHICHEVER APPLIES PART 1: LIST BELOW THE DATES OF ISSUE FOR EACH ADDENDUM RECEIVED IN CONNECTION WITH THIS RFP. Addendum#1, Dated Addendum#2, Dated Addendum#3, Dated Addendum#4, Dated Addendum#5, Dated Addendum#6, Dated Addendum#7, Dated Addendum#8, Dated PART II: ❑ NO ADDENDUM WAS RECEIVED IN CONNECTION WITH THIS RFP. FIRM NAME: AUTHORIZED SIGNATURE: DATE: TITLE OF OFFICER: Foam W-9(Rev.10-2007) P PROPOSAL SIGNATURE PAGE FOR CORPORATION The officers of the Corporation are as follows: NAME ADDRESS President Vice-President Secretary Treasurer Registered Agent The full names and residences of stockbrokers, persons, or firms interested in the foregoing Proposal, as principals, are as follows: Post Office Address PROPOSER: (CORPORATE NAME) PRESIDENT'S SIGNATURE AND E-MAILADDRESS Is this corporation incorporated in the State of Florida? ATTEST: SECRETARY YES ( ] NO [ ] If no, give address of principal place of business: Form W-9(Rev.10-2007) P PROPOSAL SIGNATURE PAGE FOR SOLE PROPRIETOR OR PARTNERSHIP The full names and residences of persons, partners or firms interested in the foregoing Proposal, as principals, are as follows: PROPOSER (FIRM NAME) Witnesses: (SEAL) SIGNATURE AND E-MAIL ADDRESS PRINT NAME Title(Sole Proprietor or Partner) Post Office Address: TELEPHONE CITY in which fictitious name is registered. Attach a copy of proof of registration Form W-9(Rev.10-2007) P DRUG-FREE WORKPLACE PROGRAM IDENTICAL TIE BIDS- Preference shall be given to businesses with drug-free workplace programs. Whenever two or more bids which are equal with respect to price, quality, and service are received by the State or by any political subdivision for the procurement of commodities or contractual services, a bid received from a business that certifies that it has implemented a drug-free workplace program shall be given preference in the award process. Established procedures for processing tie bids will be followed if none of the tied vendors have a drug-free workplace program. In order to have a drug-free workplace program, a business shall: 1. Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing,possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. 2. Inform employees about the dangers of drug abuse in the workplace,the business's policy of maintaining drug- free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. 3. Give each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in subsection (1). 4. In the statement specified in subsection (1), notify the employee that, as a condition of working on the commodities or contractual services that are under bid,the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contendere to, any violation of chapter 893 or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five(5)days after such conviction. 5. Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community, by any employee who is so convicted. 6. Make a good faith effort to continue to maintain a drug-free workplace through implementation of this section. As the person authorized to sign the statement, I certify that this firm complies fully with the above requirements. VENDOR'S SIGNATURE PRINTED NAME NAME OF COMPANY Form W-9(Rev.10-2007) p SOLICITATION, GIVING,AND ACCEPTANCE OF GIFTS POLICY Florida Statute 112.313 prohibits the solicitation or acceptance of Gifts. - "No Public officer, employee of an agency, or candidate for nomination or election shall solicit or accept anything of value to the recipient, including a gift, loan, reward, promise of future employment, favor, or service, based upon any understanding that the vote, official action, or judgment of the public officer, employee, or candidate would be influenced thereby.""... The term 'public officer'includes any person elected or appointed to hold office in any agency, including any person serving on an advisory body." The Town of Davie policy prohibits all public officers, elected or appointed, all employees, and their families from accepting any gifts of any value, either directly or indirectly, from any contractor,vendor, consultant, or business with whom the Town does business. Only advertising office stationery or supplies of small value are exempt from this policy -e.g. calendars, note pads, pencils. The State of Florida definition of"gifts" includes the following: Real property or its use, Tangible or intangible personal property, or its use, A preferential rate of terms on a debt, loan, goods, or services, Forgiveness of indebtedness, Transportation, lodging, or parking, Membership dues, Entrance fees,admission fees, or tickets to events, performances, or facilities, Plants,flowers or floral arrangements Services provided by persons pursuant to a professional license or certificate.Other personal services for which a fee is normally charged by the person providing the services.Any other similar service or thing having an attributable value not already provided for in this section. To this list, the Town of Davie has added food, meals, beverages, and candy. Any contractor,vendor,consultant,or business found to have given a gift to a public officer or employee,or his/her family, will be subject to dismissal or revocation of contract. As the person authorized to sign the statement, I certify that this firm will comply fully with this policy. SIGNATURE PRINTED NAME NAME OF COMPANY TITLE Failure to sign this page shall render your bid non-responsive Town of Davie B-16-168 Continuing GIS Services SOURCE OF INFORMATION How did you find out about this solicitation?Check all that applies. 1.www.davie-fl.gov 0 2.www.demandstar.com 0 3.The Sun Sentinel 0 5. Referral/word-of-mouth Specify Source: 6. Search Engine/Internet search 7. E-mail, newsgroup, online chat Specify Source: 8. Banner or Link on another website 9. Flyer, newsletter, direct mail =Specify Source: Other 0 Specify Source: Please note: This survey form is used for internal Procurement purposes only. Town of Davie B-16-168 Continuing GIS Services INDEMNIFICATION CLAUSE The Contractor shall indemnify, defend and hold harmless the Town Council, the Town of Davie and their agents and employees from and against all claims, damages, losses and expenses (in- cluding attorney's fees) arising out of or resulting from the contractor's performance of the work, provided that any such claim, damage, loss or expense(1)is attributable to bodily injury, sickness, disease or death, or to injury to or damage on destruction of property including the loss of use resulting there from, and (2) is caused in whole or in part by any breach or default by Contractor or negligent act or omission of the Contractor, any Subcontractor, anyone directly or indirectly em- ployed by any of them or anyone for whose acts any of them may be liable, regardless or whether or not it is caused in part by a party indemnified hereunder. Proposer's Name Signature Date STATE OF FLORIDA COUNTY OF BROWARD SWORN TO AND SUBSCRIBED before me, the under signed authority, who, after first being sworn by me, affixed his/her [name of individual signing] signature in the space provided above on this day of 120 NOTARY PUBLIC Town of Davie B-16-168 Continuing GIS Services SWORN STATEMENT PURSUANT TO SECTION 287.133 (3)(a), FLORIDA STAT- UTES, ON PUBLIC ENTITY CRIMES THIS FORM MUST BE SIGNED AND SWORN TO IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER OFFICAL AUTHORIZED TO ADMINISTER OATHS. 1. This sworn statement is submitted to the TOWN OF DAVIE, FLORIDA By: (print individual's name and title) For: (print name of entity submitting sworn statement) whose business address is: and (if applicable) its Federal Employer Identification Number(FEIN) is: (If the entity has no FEIN, include the Social Security Number of the individual signing this sworn statement. - - ). 2. 1 understand that a "public entity crime" as defined in Paragraph 287.133 (1)(g), Florida Stat- utes, means a violation of any state or federal law by a person with respect to and directly related to the transaction of business with any public entity or with an agency or political sub- division of any other state or of the United States, including but not limited to,any bid or contract for goods or services to be provided to any public entity or an agency or political subdivision of any other state or of the United States and involving antitrust, fraud, theft, bribery, collusion, racketeering, conspiracy, or material misrepresentations. 3. 1 understand that "convicted" or"conviction" as defined in Paragraph 287.133 (1) (b), Florida Statutes, means a finding of guilt or a conviction of a public entity crime, with or without an adjudication of guilt, in any federal or state trial court of record relating to charges brought by indictment or information after July 1, 1989, as a result of a jury verdict, non-jury trial, or entry of a plea of guilty or non contendere. 4. 1 understand that an"affiliate"as defined in Paragraph 287.133(1)(a), Florida Statutes, means: 1. A predecessor or successor of a person convicted of a public entity crime; or 2. An entity under the control of any natural person who is active in the management of the entity and who has been convicted of a public entity crime. The term "affiliate" includes those officers' directors, executives, partners, shareholders, employees, members, and agents who are active in the management of an affiliate. The ownership by one person of shares constituting a controlling interest in another person, or a pooling of equipment or income among persons when not for fair market value under an arm's length agreement, shall be a prima facie case that one person controls another person. A person who know- ingly enters into a joint venture with a person who has been convicted of a public entity crime in Florida during the preceding 36 months shall be considered an affiliate. 5. 1 understand that a "person" as defined in Paragraph 287.133(1) (e), Florida Statutes, means any natural person or entity organized under the laws of any state or of the United States with legal power to enter into a binding contract and which bids or applies to bid on contracts for the provision of goods or services let by a public entity, or which otherwise transacts or applies to transact business with a public entity. The term "person" includes those officers, directors, executives, and partners. Shareholders, employees, members, and agents who are active in Town of Davie B-16-168 Continuing GIS Services management of an entity. 6. Based on information and belief,the statement,which I have marked below, is true in relations to the entity submitting this sworn statement. (Indicate which statement applies). ❑ Neither the entity submitting this sworn statement, nor any of its officers, directors, execu- tives, partners, shareholders, employees, members, or agents who are active in the man- agement of the entity, nor any affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. ❑ The entity submitting this sworn statement, or one or more of its officers, directors, execu- tives, partners, shareholders, employees, members, or agents who are active in the man- agement of the entity, or an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. ❑ The entity submitting this sworn statement, or one or more of its officers, directors, execu- tives, partners, shareholders, employees, members, or agents who are active in the man- agement of the entity, or an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. However, there has been a subsequent proceeding before a Hearing Officer of the State of Florida, Division of Administrative Hear- ings and the final Order entered by the Hearing Officer determined that it was not in the public interest to place the entity submitting this sworn statement on the convicted vendor list(attach a copy of the final order). I UNDERSTAND THAT THE SUBMISSION OF THIS FORM TO THE CONTRACTING OFFICER FOR THE PUBLIC ENTITY IDENTIFIED IN PARAGRAPH 1 ABOVE IS FOR THAT PUBLIC EN- TITY ONLY AND THAT THIS FORM IS VALID THROUGH DECEMBER 31 OF THE CALENDAR YEAR IN WHICH IT IS FILED. I ALSO UNDERSTAND THAT I AM REQUIRED TO INFORM THE PUBLIC ENTITY PRIOR TO ENTERING INTO A CONTRACT IN EXCESS OF THE THRESHOLD AMOUNT PROVIDED IN SECTION 287.017, FLORIDA STATUTES FOR CATEGORY TWO OF ANY CHANGE IN THE INFORMATION CONTAINED IN THIS FORM. Signature Sworn to and subscribed before me this day 20_ Personally known OR Name of Notary Produced identification Notary Public—State of Town of Davie B-16-168 Continuing GIS Services ANTI-KICKBACK AFFIDAVIT STATE OF FLORIDA } } SS: COUNTY OF } 1, the undersigned, hereby duly sworn, depose and say that no portion of the sum herein bid will be paid to any employees of the Town of Davie, its elected officials, and or its design consultants,as a commission,kickback, reward or gift, directly or indirectly by me or any member of my firm or by an officer of the corporation. By: Title: Sworn and subscribed before this day of 20_ Notary Public, State of Florida (Printed Name) My commission expires: Town of Davie B-16-168 Continuing GIS Services NON-COLLUSIVE AFFIDAVIT STATE OF FLORIDA } } SS: COUNTY OF } being first duly sworn, deposes and says that: a) He/she is the (Owner, Partner, Officer, Representative or Agent) of the Pro- poser that has submitted the attached Proposal; b) He/she is fully informed respecting the preparation and contents of the attached Proposal and of all pertinent circumstances respecting such Proposal; c) Such Proposal is genuine and is not collusive or a sham Proposal; d) Neither the said Proposer nor any of its officers, partners,owners, agents, representatives, employees or parties in interest, including this affiant, have in any way colluded, conspired, connived or agreed, directly or indirectly, with any other Proposer, firm, or person to submit a collusive or sham Proposal in connection with the Work for which the attached Proposal has been submitted;or to refrain from proposing in connection with such work; or have in any manner, directly or indirectly, sought by person to fix the price or prices in the attached Proposal or of any other Proposer, or to fix any overhead, profit, or cost elements of the Proposal price or the Proposal price of any other Proposer, or to secure through any collusion, conspiracy, connivance, or unlawful agreement any advantage against(Recipient), or any person interested in the proposed work; e) The price or prices quoted in the attached Proposal are fair and proper and are not tainted by any collusion, conspiracy, connivance, or unlawful agreement on the part of the Proposer or any other of its agents, representatives, owners, employees or parties in interest, including this affiant. Signed, sealed and delivered in the presence of: By: Witness Witness (Printed Name) (Title) Town of Davie B-16-168 Continuing GIS Services ACKNOWLEDGMENT STATE OF FLORIDA } } SS: COUNTY OF } BEFORE ME, the undersigned authority personally appeared to me well known and known by me to be the person described herein and who executed the foregoing Affidavit and acknowledged to and before me that executed said Affidavit for the purpose therein expressed. WITNESS, my hand and official seal this day of 20 My Commission Expires: Notary Public State of Florida at Large Town of Davie B-16-168 Continuing GIS Services PROPOSER QUESTIONNAIRE 1. Today's Date: 2. Name of Company Submitting Proposal: 3. How many years has your firm been in business under its present business name?: 3. Under what other former name(s) has your firm operated?: 4. Have any similar agreements held by proposer for a similar project to the proposed project ever been canceled? Circle one: No Yes If yes, please explain: 5. Has the proposer or any principals of the firm failed to qualify as a responsible proposer, refused to enter into a contract after an award has been made,failed to complete a contract during the past five (5) years, or been declared to be in default in any contract in the last five (5) years? Circle one: No Yes If yes, please explain: 6. Has the proposer or any principals of the firm ever been declared bankrupt or reorganized under Chapter 11 or put into receivership? Circle one: No Yes If yes, please explain and give date, court jurisdiction, action taken, and any other explanation deemed necessary: 7. Indicate registration, license numbers or certificate numbers for the businesses or professions, which are the subject of this BID. Please attach certificate of competency and/or State registration. 8. List the pertinent experience of the key individuals of your firm (continue on insert sheet if nec- essary): 9. State the name and title of the individual who will have personal management of the work: Town of Davie B-16-168 Continuing GIS Services 10. State the name and address of attorney, if any,for the firm: 11. State the names and addresses of all businesses and/or individuals who own an interest of more than five percent(5%)of the Proposer's business and indicate the percentage owned of each such business and/or individual: 12. State the names, addresses and the type of business of all firms that are partially or wholly owned by Proposer: 13. Bank references: BANK NAME ADDRESS (CITY, STATE,ZIP) PHONE NUMBER 14. Surety(bonding) references—Attach a letter specifying maximum bondability from at least one (1)surety reference named below(Refer to Section 2.0, Item 10-10.1) SURETY ADDRESS (CITY, STATE, ZIP) PHONE NUMBER 15.. Firm has attached a current Certificate of Liability Insurance? Yes No 16. Litigation/Judgements/Settlements/Debarments/Suspensions — Submit information on any pending litigation and any judgements and settlements of court cases relative to providing the ser- vices requested herein that have occurred within the last three(3)years. Also indicate if your firm has been debarred or suspended from bidding or proposing on a procurement project by any gov- ernment entity during the last five(5)years. Town of Davie B-16-168 Continuing GIS Services 17. Disclosure of Conflict of Interest VENDOR SHALL DISCLOSE BELOW,TO THE BEST OF HIS OR HER KNOWLEDGE,ANY TOWN OF DAVIE OFFICER OR EMPLOYEE, OR ANY RELATIVE OF ANY SUCH OFFICER OR EMPLOYEE AS DEFINED IN SECTION 112.3135, FLORIDA STATUTES,WHO IS AN OFFICER,PARTNER,DIRECTOR OR PROPRIETOR OF,OR HAS A MATERIAL IN- TEREST IN THE VENDOR'S BUSINESS OR ITS PARENT COMPANY,ANY SUBSIDIARY,OR AFFILIATED COMPANY, WHETHER SUCH TOWN OFFICIAL OR EMPLOYEE IS IN A POSITION TO INFLUENCE THIS PROCUREMENT OR NOT. Name Relationship FIRM NAME SIGNATURE OF AUTHORIZED AGENT NAME&TITLE,TYPED OR PRINTED STATE OF ) )SS COUNTY OF ) The foregoing instrument was sworn to and subscribed before me this day of ,20_ by who is personally known to me or produced as identification. NOTARY PUBLIC, State of Commission No.: Print Name: Commission Expires: SEAL (if Corporation) Town of Davie B-16-168 Continuing GIS Services AGREEMENT No.SAMPLE AGREEMENT ONLY BETWEEN THE TOWN OF DAVIE AND CONTRACTOR NAME THIS AGREEMENT is made and entered into as of this day of ,2016 by and between Contractor Name a corporation organized and existing under the laws of the State of XXXXXX, with offices at Address(hereinafter referred to as the"Contractor"),and the Town of Davie,a political sub- division of the State of Florida,having its principal office at 6591 Orange Drive Davie,Florida 33314(here- inafter referred to as the"Town"). WITNESSETH: WHEREAS,the Contractor has offered to provide the materials and/or services and to be bound by the Plans and the terms and conditions of the Request for Proposals (RFP) No. XXXX-XX TITLE, which includes the General Terms and Conditions of the Request for Proposals, Specifications,Bid Forms, and associated addenda attached hereto and incorporated herein as Exhibit"A",and the terms of Contractor's Proposal attached hereto and incorporated herein as Exhibit"B';and WHEREAS,the Contractor has submitted a written proposal dated XX,hereinafter referred to as the "Contractor's Proposal", the terms of which are incorporated herein by reference as if fully set forth herein;and WHEREAS,the Town desires to procure from the Contractor such services for the Town, in ac- cordance with the terms and conditions of this Agreement. NOW,THEREFORE,in consideration of the mutual covenants and agreements herein contained, the parties hereto agree as follows: 1. The Contractor agrees to provide the materials and/or services pursuant to and to be bound by the Plans and the terns and conditions of the Request for Proposals,which includes General Terms and Condi- tions of Request for Proposals, Specifications, Bid Forms, and associated addenda and the terms of which are incorporated herein by reference as if fully set forth herein and attached hereto as Exhibit "A", and the Contractor's Proposal attached hereto and incorporated herein as Exhibit"B". 2. The Town agrees to abide by and to be bound by the terms of the Request for Proposals, which includes General Terms and Conditions of the Request for Proposals,Specifications,Bid Forms,and associ- ated addenda attached hereto and incorporated herein as Exhibit"A",and by the terms of Contractor's Pro- posal attached hereto and incorporated herein as Exhibit"B". 3. Contractor shall deliver materials and/or provide services in accordance with the terms of the Re- quest for Proposals,Bid Forms and addenda attached hereto and incorporated herein as Exhibit"A"and with the terms of Contractor's Proposal attached hereto and incorporated herein as Exhibit"B". Town of Davie B-16-168 Continuing GIS Services 4. The Town agrees to make payment in accordance with the terms of the Request for Proposals,Bid Forms and addenda attached hereto and incorporated herein as Exhibit"A"and with the terms of Contractor's Proposal attached hereto and incorporated herein as Exhibit`B". 5. This Agreement and attachments hereto constitute the entire agreement between the parties hereto, and its provisions shall not be amended,except in writing,after formal approval by both parties. 6. This Agreement will commence as provided for in B-16 XXXX unless Contractor is otherwise no- tified by the Town. Any extension to this Agreement shall be in writing.The Town Administrator is author- ized to extend or terminate this Agreement on behalf of the Town. 7. In addition to any other contractual indemnification provisions in Exhibit"A" or Exhibit "B" in favor of the Town, Contractor hereby agrees to indemnify and hold the Town harmless from any and all claims, suits, actions,damages, causes of action, and attorney's fees, arising from any personal injury, loss of life,or damage to person or property sustained by reason of or as a result of the products or materials used or supplied in the performance of this Agreement. IN WITNESS WHEREOF,the parties hereto have made and executed this Agreement on this day of 12015. Town of Davie B-16-168 Continuing GIS Services SIGNATURE PAGE The undersigned attests to their authority to submit this proposal and to bind the firm(s) herein named to perform as per agreement. Further,by signature,the undersigned attests to the following: 1. The Proposer is sufficiently experienced and competent to perform all of the work re- quired of the Proposer in the Contract; 2. The facts stated in the Proposers response pursuant to Request for Proposals, instruc- tions to Proposer and Specifications are true and correct in all respects; 3. The Proposer has read and complied with, and submits their proposal agreeing to all of the requirements,terms and conditions as set forth in the Request for Proposals. 7. Proposer understands that all information listed above may be checked by the TOWN and Proposer authorizes all entities or persons listed above to answer any and all ques- tions. Proposer hereby indemnifies the TOWN and the persons and entitles listed above and holds them harmless from any claim arising from such authorization or the exercise thereof, including the dissemination of information pursuant thereto. Submitted by the Proposer on this day of , 2016. Company Signature END OF CONTRACT