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Janitorial Services-5317-Renewal Pricing
AGENDA INFORMATION SHEET AGENDA DATE: November 19 , 2013 Questions concerning this acquisition may be directed DEPARTMENT: Material s Management to Dean Hartley at 349 -8243 ACM: Bryan Langley SUBJECT Consider adoption of an o rdinance accepting competitive proposals and awarding a contract for Janitorial Services for City of Denton buildings ; providing for the expenditure of funds therefor; and providing an effective date (RFP 5317 -awarded to Oriental Building Services, Inc. in the annual not -to -exceed amount of $581,2 38 for a three (3) year not -to -exceed amount of $1,743,7 14 ). RFP INFORMATION The City of Denton has outsourced janitorial services, as a cost -effective service delivery, to City facilities , for the past fifteen years. The contract for janitorial services provide s various cleaning services and associated supplies to t hirty -two (32) City buildings. In addition to the main City facilities, the new contract will include three (3) Denton Municipal Electric buildings, the Public Safety Training Facility, and the Linda McNatt Animal Adoption and Services building (when compl eted). These facilities have not been included in previous janitorial service contracts . The City’s current five (5) year janitorial services contract with Britton Building Maintenance, Inc. will expire on December 31, 2013. In order to ensure the continuity of cleaning services, the City of Denton Materials Management Department issued RFP 5 317 in August 2013 with the intent to award a new contract that allows for a transition period if needed . Request for p roposals were sent to 189 prospective se rvice providers . In addition, specifications were placed on the Purchasing website for prospective suppliers to download and advertised in the local newspaper . Thirteen (1 3 ) p roposals were received . Eleven (11) of the thirteen (13) proposals met the mini mum qualifications . An initial evaluation process was conducted and the ranking is detailed in Exhibit 1. A final evaluation process was conducted for the three (3) top ranked firms. The references for these three firms were contacted. Oriental Building Services, Inc. and UBM Enterprises received excellent remarks based on their performance. The lowest -priced firm of the three finalists, ServiceMaster Clean, offered references that provided feedback which raised the following concerns: less than optimal performance, staff turnover issues, and areas not being cleaned in a timely manner . As a result, the evaluation committee ranked ServiceMaster Clean lower in the area of p robable p erformance. Agenda Informati on Sheet November 19, 2013 Page 2 RFP INFORMATION (CONTINUED) The top three firms were invited to make a p resentation to the evaluation committee as part of the interview process . In the interviews, clarifications were made to the specifications and to the proposals submitted by each firm. Each firm resubmitted pricing based upon the clarifications and B est and F inal O ffers (BAFO) were negotiated . The proposal evaluations and ranking for the top three (3) finalists are included in Exhibit 2. Oriental Bu ilding Services, Inc. received the highest evaluated score including a BAFO savings of $4,508 , which equals $13,524 over the three (3) year time period. Therefore, s taff recommends th e award of this contract to Oriental B uilding Services, Inc. as achieving the best value for the City . Staff also conducted a comparison of the current janitorial services contract cost versus the proposed award amount . The comparison shows that Oriental Building Services, Inc. will save the City an estimated $39 ,445 annually, for a total savings of $118,335 for the three -year term, which is a seven percent savings over the current annual cost. This comparison is included as Exhibit 3 of the Building Cost Comparison . RECOMMENDATION Approve the award of a cont ract for janitorial services for City of Denton buildings to Oriental Building Services, Inc. in the annual not -to -exceed amount of $581,2 38 for a three (3) year not -to -exceed amount of $1,743,7 14 . The annual not -to -exceed amount of $581,238 is comprised o f the following cost elements: Sections I –VI: Existing buildings $539,878 Section VII: On -demand additional services Not -to -exceed $5,000 Section VIII: Future buildings $36,360 $581,238 PRINCIPAL PLACE OF BUSINESS Oriental Building Services, Inc. Dallas , TX Agenda Information Sheet November 19, 2013 Page 3 ESTIMATED SCHEDULE OF PROJECT The initial term of this contract is for one (1) year. The City and Oriental Building Services, Inc. shall have the option to renew this contract for two (2) additional one (1) year periods. If the contract is awarded to Oriental Building Services, Inc., a transition period will go into effect to prepare for the changeover of the cleaning staff on January 1, 2014. The transition process w ill include background checks and training of staff. FISCAL INFORMATION These services will be funded from various operating account s based on each building’s usage . Requisition #116276 has been entered in the Purchasing software system. EXHIBITS Exhibit 1: Initial Ranking and Evaluation Sheet Exhibit 2: Final Ranking with Best and Final Offer Exhibit 3: Building Cost Comparison Respectfully submitted: Chuck Springer, 349-8260 Director of Finance 1-AIS-Fi le 5317 Signature on File Initial Ranking/Score:LOCATION SCORE RANKING PRICING EXCLUDING SECTIONS VII AND VIII FOR EVALUATION PURPOSES Plano, TX 95.72 1st $426,955.16 Dallas, TX 84.45 2nd $544,385.80 Dallas, TX 82.72 3rd $571,323.90 Plano, TX 76.81 4th $490,426.10 Dallas, TX 74.84 5th $646,438.32 Cedar Hill, TX 74.08 6th $420,287.92 Dallas, TX 70.46 7th $610,449.92 Plano, TX 69.03 8th $508,583.00 Ft. Worth, TX 61.82 9th $604,725.00 Dallas, TX 59.24 10th $518,342.04 Irving, TX 58.49 11th $623,899.72 Apogee Technical Services Britton Building Maintenance Janitorial Services for City of Denton Buildings OJS Systems AHI Facility Services James Enterprise Member's Building Maintenance Evelyn's Professional Janitorial Services Kemp & Sons General Services Exhibit 1 RFP 5317 - Evaluation October 4, 2013 ServiceMaster Clean Oriental Building Services UBM Enterprise EXHIBIT 1 ITEM Price Price Score (50%)Indicators of Probable Performance (25%)Compliance w/specs & Performance (25%)Total Evaluated Score Price Price Score (50%)Indicators of Probable Performance (25%)Compliance w/specs & Performance (25%)Total Evaluated Score 1 - 9 $108,201.88 $135,494.24 10 - 17 $92,228.56 $123,453.16 18 - 20 $64,687.02 $81,335.00 21 - 24 $33,886.64 $39,575.04 25 - 35 $79,363.06 $84,638.36 36 - 38 $48,588.00 $79,890.00 $426,955.16 $544,385.80 39 - 42 $13.60 $33.95 43 - 44 $37,730.00 $35,160.00 1.00%0.75%1.50%1.00%2.00%1.25%$420,550.83 $538,941.94 49.80 24 22 95.72 38.86 24 22 84.45 RFP #5317 Evaluation - Janitorial Services - Ranking with All Material and Labor Options October 4, 2013 Type of Product/Service Requested ServiceMaster Clean Janitorial Services Proposal:Section I - City Halls Section II - Recreation Centers Section III - Libraries Section IV - Service Center Complex Section V - Additional Facilities Section VI - Miscellaneous Total Proposed Cost:Section VII - On Demand Additional Services (Average Hourly Rate)Section VIII - Future Buildings Expedited Payment Discounts Invoice Paid in 20 days Invoice Paid in 15 days Invoice Paid in 10 days Total Proposed Cost - Less average expedited discount Evaluated Score:*See proposal for details Evaluation Criteria:Evaluation Team Members:Price (Factor 50%) : Adjusted Total Proposed Pricing:(includes 10 day Expedited Payment Discount)Facilities Management Evaluation Criteria - Indicators of Probable Performance (Factor 25%): Financial Soundness, References, Ability to Perform, Experience, Demonstrated Capability and Responsibility, Quality Control, and Support.Parks & Recreation Department Evaluation Criteria - Compliance with Specifications (Factor 25%): Ability to Meet Overall Deliverables and Specifications.Denton Municipal Electric Oriental Building Services EXHIBIT 1 ITEM Price Price Score (50%)Indicators of Probable Performance (25%)Compliance w/specs & Performance (25%)Total Evaluated Score Price Price Score (50%)Indicators of Probable Performance (25%)Compliance w/specs & Performance (25%)Total Evaluated Score 1 - 9 $155,174.04 $125,267.20 10 - 17 $117,603.92 $104,562.00 18 - 20 $76,920.40 $77,334.00 21 - 24 $40,858.48 $36,630.00 25 - 35 $99,557.06 $85,166.50 36 - 38 $81,210.00 $61,466.40 $571,323.90 $490,426.10 39 - 42 $12.50 $11.45 43 - 44 $27,200.00 See proposal*0.00%0.00%0.00%0.25%0.50%0.50%$570,371.69 $489,200.03 36.72 23 23 82.72 42.81 20 14 76.81 Type of Product/Service Requested OJS Systems Janitorial Services Proposal:Section I - City Halls Section II - Recreation Centers Section III - Libraries Section IV - Service Center Complex Section V - Additional Facilities Invoice Paid in 15 days Invoice Paid in 10 days Total Proposed Cost - Less average expedited discount Evaluated Score:Section VI - Miscellaneous Total Proposed Cost:Section VII - On Demand Additional Services (Average Hourly Rate)Section VIII - Future Buildings *See proposal for details Evaluation Criteria:Evaluation Team Members:Price (Factor 50%) : Adjusted Total Proposed Pricing:(includes 10 day Expedited Payment Discount)Facilities Management Expedited Payment Discounts Invoice Paid in 20 days Evaluation Criteria - Indicators of Probable Performance (Factor 25%): Financial Soundness, References, Ability to Perform, Experience, Demonstrated Capability and Responsibility, Quality Control, and Support.Parks & Recreation Department Evaluation Criteria - Compliance with Specifications (Factor 25%): Ability to Meet Overall Deliverables and Specifications.Denton Municipal Electric UBM Enterprise EXHIBIT 1 ITEM Price Price Score (50%)Indicators of Probable Performance (25%)Compliance w/specs & Performance (25%)Total Evaluated Score Price Price Score (50%)Indicators of Probable Performance (25%)Compliance w/specs & Performance (25%)Total Evaluated Score 1 - 9 $172,458.84 $102,987.00 10 - 17 $129,109.68 $88,806.00 18 - 20 $91,325.72 $57,075.00 21 - 24 $51,180.56 $34,746.00 25 - 35 $113,697.68 $86,132.92 36 - 38 $88,665.84 $50,541.00 $646,438.32 $420,287.92 39 - 42 $14.40 $9.67 43 - 44 $43,080.00 $4,584.00*0.25%1.00%0.50%0.00%1.00%0.00%$642,667.43 $418,886.96 32.59 21 21 74.84 50.00 15 10 74.08 James Enterprise Type of Product/Service Requested Janitorial Services Proposal:Section I - City Halls Section II - Recreation Centers Section III - Libraries Section IV - Service Center Complex Section V - Additional Facilities Invoice Paid in 15 days Invoice Paid in 10 days Total Proposed Cost - Less average expedited discount Evaluated Score:Section VI - Miscellaneous Total Proposed Cost:Section VII - On Demand Additional Services (Average Hourly Rate)Section VIII - Future Buildings *See proposal for details Evaluation Criteria:Evaluation Team Members:Price (Factor 50%) : Adjusted Total Proposed Pricing:(includes 10 day Expedited Payment Discount)Facilities Management Expedited Payment Discounts Invoice Paid in 20 days Evaluation Criteria - Indicators of Probable Performance (Factor 25%): Financial Soundness, References, Ability to Perform, Experience, Demonstrated Capability and Responsibility, Quality Control, and Support.Parks & Recreation Department Evaluation Criteria - Compliance with Specifications (Factor 25%): Ability to Meet Overall Deliverables and Specifications.Denton Municipal Electric AHI Facility Services EXHIBIT 1 ITEM Price Price Score (50%)Indicators of Probable Performance (25%)Compliance w/specs & Performance (25%)Total Evaluated Score Price Price Score (50%)Indicators of Probable Performance (25%)Compliance w/specs & Performance (25%)Total Evaluated Score 1 - 9 $159,025.76 $136,130.00 10 - 17 $129,822.56 $104,082.00 18 - 20 $92,795.60 $62,884.00 21 - 24 $47,833.20 $34,524.00 25 - 35 $104,529.20 $101,981.00 36 - 38 $76,443.60 $68,982.00 $610,449.92 $508,583.00 39 - 42 $12.80 $11.10 43 - 44 $52,704.08 $9,600.00*2.00%1.00%0.00%2.00%0.00%2.50%$606,380.25 $499,258.98 34.54 18 18 70.46 41.95 16 11 69.03 Type of Product/Service Requested Evelyn's Professional Janitorial Services Section VII - On Demand Additional Services (Average Hourly Rate)Section VIII - Future Buildings Janitorial Services Proposal:Section I - City Halls Section II - Recreation Centers Section III - Libraries Section IV - Service Center Complex Section V - Additional Facilities Expedited Payment Discounts Invoice Paid in 20 days Invoice Paid in 15 days Invoice Paid in 10 days Total Proposed Cost - Less average expedited discount Evaluated Score:Evaluation Criteria - Compliance with Specifications (Factor 25%): Ability to Meet Overall Deliverables and Specifications.Denton Municipal Electric *See proposal for details Evaluation Criteria:Evaluation Team Members:Price (Factor 50%) : Adjusted Total Proposed Pricing:(includes 10 day Expedited Payment Discount)Facilities Management Member's Building Maintenance Evaluation Criteria - Indicators of Probable Performance (Factor 25%): Financial Soundness, References, Ability to Perform, Experience, Demonstrated Capability and Responsibility, Quality Control, and Support.Parks & Recreation Department Section VI - Miscellaneous Total Proposed Cost: EXHIBIT 1 ITEM Price Price Score (50%)Indicators of Probable Performance (25%)Compliance w/specs & Performance (25%)Total Evaluated Score Price Price Score (50%)Indicators of Probable Performance (25%)Compliance w/specs & Performance (25%)Total Evaluated Score 1 - 9 $159,155.00 $133,955.92 10 - 17 $127,400.00 $110,022.04 18 - 20 $85,695.00 $73,120.60 21 - 24 $46,490.00 $37,556.72 25 - 35 $112,905.00 $85,785.04 36 - 38 $73,080.00 $77,901.72 $604,725.00 $518,342.04 39 - 42 $15.50 $11.83 43 - 44 $59,420.00 $45,805.33 1.50%0.00%1.00%0.00%0.50%0.00%$598,677.75 $518,342.04 34.98 15 12 61.82 40.41 11 8 59.24 Apogee Technical Services Kemp & Sons General Services Type of Product/Service Requested Janitorial Services Proposal:Section I - City Halls Section II - Recreation Centers Expedited Payment Discounts Invoice Paid in 20 days Invoice Paid in 15 days Section III - Libraries Section IV - Service Center Complex Section V - Additional Facilities Section VI - Miscellaneous Total Proposed Cost:Evaluation Criteria - Indicators of Probable Performance (Factor 25%): Financial Soundness, References, Ability to Perform, Experience, Demonstrated Capability and Responsibility, Quality Control, and Support.Parks & Recreation Department Invoice Paid in 10 days Total Proposed Cost - Less average expedited discount Evaluated Score:*See proposal for details Evaluation Criteria:Evaluation Team Members:Evaluation Criteria - Compliance with Specifications (Factor 25%): Ability to Meet Overall Deliverables and Specifications.Denton Municipal Electric Price (Factor 50%) : Adjusted Total Proposed Pricing:(includes 10 day Expedited Payment Discount)Facilities Management Section VII - On Demand Additional Services (Average Hourly Rate)Section VIII - Future Buildings EXHIBIT 1 ITEM Price Price Score (50%)Indicators of Probable Performance (25%)Compliance w/specs & Performance (25%)Total Evaluated Score 1 - 9 $177,568.32 10 - 17 $112,686.40 18 - 20 $79,110.88 21 - 24 $64,391.36 25 - 35 $101,642.76 36 - 38 $88,500.00 $623,899.72 39 - 42 $17.40 43 - 44 $1,360.00*0.00%0.00%0.00%$623,899.72 33.57 14 11 58.49 Britton Building Maintenance Type of Product/Service Requested Janitorial Services Proposal:Section I - City Halls Section II - Recreation Centers Section III - Libraries Section IV - Service Center Complex Section V - Additional Facilities Section VI - Miscellaneous Total Proposed Cost:Section VII - On Demand Additional Services (Average Hourly Rate)Section VIII - Future Buildings Expedited Payment Discounts Invoice Paid in 20 days Invoice Paid in 15 days Invoice Paid in 10 days Total Proposed Cost - Less average expedited discount Evaluated Score:*See proposal for details Evaluation Criteria:Evaluation Criteria - Compliance with Specifications (Factor 25%): Ability to Meet Overall Deliverables and Specifications.Denton Municipal Electric Evaluation Team Members:Price (Factor 50%) : Adjusted Total Proposed Pricing:(includes 10 day Expedited Payment Discount)Facilities Management Evaluation Criteria - Indicators of Probable Performance (Factor 25%): Financial Soundness, References, Ability to Perform, Experience, Demonstrated Capability and Responsibility, Quality Control, and Support.Parks & Recreation Department Final Ranking/Score:85.19 1st 84.58 2nd 80.35 3rd Oriental Building Services UBM Enterprise ServiceMaster Clean Exhibit 2 RFP 5317 - Evaluation Janitorial Services for City of Denton Buildings November 4, 2013 Exhibit 2 ITEM Initial Price BAFO Price Price Score (50%)Indicators of Probable Performance (25%)Compliance w/specs & Performance (25%)Total Evaluated Score Initial Price BAFO Price Price Score (50%)Indicators of Probable Performance (25%)Compliance w/specs & Performance (25%)Total Evaluated Score 1 - 9 $135,494.24 $134,510.00 $155,174.04 $148,234.80 10 - 17 $123,453.16 $121,874.20 $117,603.92 $117,254.48 18 - 20 $81,335.00 $80,332.40 $76,920.40 $76,920.40 21 - 24 $39,575.04 $39,469.20 $40,858.48 $40,858.48 25 - 35 $84,638.36 $85,035.30 $99,557.06 $95,159.06 36 - 38 $79,890.00 $78,657.00 $81,210.00 $79,806.00 $544,385.80 $539,878.10 $571,323.90 $558,233.22 39 - 42 $33.95 $29.85 $12.50 $12.50 43 - 44 $35,160.00 $36,360.00 $27,200.00 $27,200.00 $584,545.00 $581,238.00 $603,523.90 $590,433.22 0.75%0.75%0.00%0.00%1.00%1.00%0.00%0.00%1.25%1.25%0.50%0.50%$538,941.94 $534,479.32 $570,371.69 $557,302.83 39.19 24 22 85.19 37.58 24 23 84.58 RFP #5317 Final Evaluation with Best & Final Offer (BAFO) Pricing - Janitorial Services - Ranking with All Material and Labor Options November 4, 2013 Type of Product/Service Requested Oriental Building Services, Dallas, TX UBM Enterprises, Dallas, TX Janitorial Services Proposal:Section I - City Halls Section II - Recreation Centers Section III - Libraries Section IV - Service Center Complex Section V - Additional Facilities Section VI - Miscellaneous Total Proposed Cost:Section VII - On Demand Additional Services (Average Hourly Rate) Not to Exceed $5,000*Section VIII - Future Buildings Expedited Payment Discounts Total Including $5,000 NTE Amount*Invoice Paid in 20 days Invoice Paid in 15 days Invoice Paid in 10 days Total Proposed Cost - Less average expedited discount Evaluated Score:Evaluation Criteria:Evaluation Team Members:Price (Factor 50%) : Adjusted Total Proposed Pricing:(includes 10 day Expedited Payment Discount)Facilities Management Evaluation Criteria - Indicators of Probable Performance (Factor 25%): Financial Soundness, References, Ability to Perform, Experience, Demonstrated Capability and Responsibility, Quality Control, and Support.Parks & Recreation Department Evaluation Criteria - Compliance with Specifications (Factor 25%): Ability to Meet Overall Deliverables and Specifications.Denton Municipal Electric Exhibit 2 ITEM Initial Price BAFO Price Price Score (50%)Indicators of Probable Performance (25%)Compliance w/specs & Performance (25%)Total Evaluated Score 1 - 9 $108,201.88 $110,939.08 10 - 17 $92,228.56 $95,084.56 18 - 20 $64,687.02 $67,110.42 21 - 24 $33,886.64 $35,121.44 25 - 35 $79,363.06 $83,681.46 36 - 38 $48,588.00 $47,808.00 $426,955.16 $439,744.96 39 - 42 $13.60 $13.60 43 - 44 $37,730.00 $63,360.00 $469,685.16 $508,104.96 1.00%1.00%1.50%1.50%2.00%2.00%$420,550.83 $433,148.79 48.35 10 22 80.35 Type of Product/Service Requested ServiceMaster Clean, Plano, TX Janitorial Services Proposal:Section I - City Halls Section II - Recreation Centers Section III - Libraries Section IV - Service Center Complex Section V - Additional Facilities Section VI - Miscellaneous Total Proposed Cost:Section VII - On Demand Additional Services (Average Hourly Rate) Not to Exceed $5,000*Section VIII - Future Buildings Total Including $5,000 NTE Amount*Expedited Payment Discounts Invoice Paid in 20 days Invoice Paid in 15 days Invoice Paid in 10 days Total Proposed Cost - Less average expedited discount Evaluated Score:Evaluation Criteria - Indicators of Probable Performance (Factor 25%): Financial Soundness, References, Ability to Perform, Experience, Demonstrated Capability and Responsibility, Quality Control, and Support.Parks & Recreation Department Evaluation Criteria - Compliance with Specifications (Factor 25%): Ability to Meet Overall Deliverables and Specifications.Denton Municipal Electric Evaluation Criteria:Evaluation Team Members:Price (Factor 50%) : Adjusted Total Proposed Pricing:(includes 10 day Expedited Payment Discount)Facilities Management Exhibit 3 RFP #5317 Janitorial Services Building Cost Comparison Sections I - VI and VIII:No.Name of Facility Exterior Square Footage Janitorial Square Footage Current Annual Cost [A]Recommended Contractor's Annual Price [B]% Change [A to B]1 Airport Control Tower 2,044 1,200 2,190.10 $ 6,051.90 $ 176%2 Airport Terminal 4,624 4,224 4,634.30 $ 2,743.00 $ -41%3 American Legion North 3,298 2,677 2,865.28 $ 2,475.40 $ -14%4 American Legion South 2,482 2,376 2,865.28 $ 2,475.40 $ -14%5 Animal Services 7,379 1,600 3,763.10 $ 4,579.40 $ 22%6 City Hall 35,000 35,000 31,823.00 $ 25,105.60 $ -21%7 City Hall East 153,000 110,640 112,227.50 $ 91,019.60 $ -19%7a City Hall/City Hall East Restroom Day Cleaning N/A N/A 5,445.00 $ 7,482.00 $ 37%8 City Hall West 24,660 24,660 26,731.32 $ 18,384.00 $ -31%9 Civic Center 27,741 27,741 26,934.60 $ 20,936.00 $ -22%10 Denia Recreation Center 17,580 17,580 19,592.32 $ 20,538.00 $ 5%11 DME - Admin 8,500 8,500 16,333.00 $ 12,592.00 $ -23%12 DME - Engineer. and Syst. Operations 9,838 9,838 16,333.00 $ 12,652.00 $ -23%13 DME - System Ops 10,900 10,900 16,334.00 $ 12,652.00 $ -23%14 Facilities Management 14,000 9,000 4,326.96 $ 5,657.40 $ 31%15 Fire Central (Station #1)26,368 12,000 13,370.50 $ 11,396.60 $ -15%16 Fleet Services 24,000 2,000 2,214.30 $ 4,279.40 $ 93%17 Goldfield Tennis Center 900 900 3,782.46 $ 3,334.40 $ -12%19 Library - Emily Fowler 22,876 22,876 24,684.00 $ 25,636.00 $ 4%20 Library - North Branch 33,000 33,000 30,603.32 $ 33,818.00 $ 11%21 Library - South Branch 20,700 20,700 11,814.44 $ 20,878.40 $ 77%22 MLK, Jr. Rec. Center 20,000 20,000 21,380.70 $ 20,538.00 $ -4%23 Nature Center (as needed basis)N/A N/A $125/mo.$45/hr N/A 24 North Lakes Annex 3,500 3,500 3,767.94 $ 4,527.00 $ 20%25 North Lakes Recreation Center 17,580 17,580 19,505.20 $ 25,102.00 $ 29%26 Senior Center 19,500 19,500 17,794.26 $ 21,948.00 $ 23%27 Service Center (Purchasing 1,068 sf)69,146 37,068 35,341.68 $ 31,000.40 $ -12%28 Solid Waste 12,000 12,000 13,043.80 $ 10,827.00 $ -17%29 Solid Waste HCC 3,600 1,200 3,496.90 $ 3,122.00 $ -11%30 Solid Waste Scale House 1,000 1,000 2,820.00 $ 2,762.00 $ -2%31 Traffic Control 4,070 400 3,356.54 $ 4,189.40 $ 25%Total:499,374.80 $ 468,702.30 $ -6%Section VI:Description Avg. Annual Hours Current Annual Cost [A]Recommended Contractor's Annual Price [B]% Change [A to B]Cleaning Supervisor, as needed 1,560 28,096.20 $ 23,400.00 $ -17%Nighttime Floor Workers & Floaters 3,900 51,850.92 $ 47,775.00 $ -8%79,947.12 $ 71,175.00 $ -11%Grand Total:579,321.92 $ 539,877.30 $ -7%*Note: This building cost comparison does not include on-demand additional cleaning services, floaters, and supervisors' salaries.Annual cost savings of $39,445, for a total three-year cost savings of $118.335. ORDINANCE NO. _________ AN O RDINANCE ACCEPTING COMPETITIVE PROPOSALS AND AWARDING A CONTRACT FOR JANITORIAL SERVICES FOR CITY OF DENTON BUILDINGS; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFP 5317 -AWA RDED TO ORIENTAL BUILDING SERVICES, INC. IN THE ANNUAL NOT -TO -EXCEED AMOUNT OF $581,2 38 FOR A THREE (3) YEAR NOT -TO -EXCEED AMOUNT OF $1,743,7 14 ). WHEREAS, the City has solicited, received and evaluated competitive sealed proposals for the supply of Janit orial Services for the City of Denton in accordance with the procedures of S tate law and City ordinances; and WHEREAS, the City Manager or a designated employee has received and reviewed and recommended that the herein described proposals are the most adv antageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purc hase of the materials, equipment, supplies or services approved and accepted herein; NOW, THEREFOR E , THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1 . The items in the following numbered request for proposal for materials, equipment , supplies or services, shown in the “Request for Proposals” on file in the office of the Purchasing Agent, are hereby accepted and approved as being the most advantageous to the City considering the relative importance of price and the other evaluation fa ctors included in the request for proposals. RFP NUMBER CONTRACTOR AMOUNT 5 317 Oriental Building Services, Inc. $1,743,7 14 SECTION 2 . B y the acceptance and approval of the above numbered items of the subm itted proposals, the City accepts the offer of the persons submitting the proposals for such items and agrees to purchase the materials, equipment, supplies or services in accordance with the terms, specifications, standards, quantities and for the specifi ed sums contained in the Proposal Invitations, Proposals, and related documents. SECTION 3 . Should the City and person submitting approved and accepted items and of the submitted proposals wish to enter into a formal written agreement as a result of the acceptance, approval, and awarding of the proposals, the City Manager or his designated representative is hereby authorized to execute the written contract; provided that the written contract is in accordance with the terms, conditions, specifications, standards, quantities and specified sums contained in the Proposal and related documents herein approved and accepted. SECTION 4. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under the RFP 5 317 to the City Manager of the City of Denton, Texas, or his designee. SECTION 5 . By the acceptance and approval of the above enumerated bids, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approved bids. SECTION 6 . This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 20 1 3 . ______________________________ MARK A. BURROUGHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY:____________________________________ APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: _________________________________ 4 -ORD-RFP 5317 Signature on File RFP #5217 Page 1 of 29 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND ORIENTAL BUILDING SERVICES , INC. (RFP 5 3 17 ) THIS CONTRACT is made and entered into this day of A.D., 20 __, by and between Oriental Building Service s , Inc. a corporation, whose address is 2526 Manana Drive, Suite 208, Dallas, Texas 75220 , hereinafter referred to as "Contracto r ," and the CITY OF DENTON, TEXAS , a home rule municipal corporation, hereinafter referred to as "City," to be effective upon approval of the Denton City Council and subsequ ent execution of this Contract by the Denton City Manager or his duly authorized designee. For and in consideration of the covenants and agreements contained herein, and for the mutual benefits to be obtained hereby, the parties agree as follows: SCOPE OF SERVICES Contractor shall provide products and or services in accordance with the Contractor’s proposal in response thereto, a copy of which is attached hereto and incorporated herein for all purposes as Exhibit "E ". The Contract consists of this wri tten agreement and the following items which are attached hereto and incorporated herein by reference: (a) City of Denton Standard Terms and Conditions (Exhibit “A ”); (b) Special Terms and Conditions (Exhibit “B ”); (c) Insurance Requirements (Exhibit “C”); (d) Form CIQ – Conflict of Interest Questionnaire (Exhibit "D "); (e) Contractor ’s Proposal. (Exhibit "E "); These documents make up the Contract documents and what is called for by one shall be as binding as if called for by all. In the event of an inconsistency or confli ct in any of the provisions of the Contract documents, the inconsistency or conflict shall be resolved by giving precedence first to the written agreement then to the contract documents in the order in which they are listed above. These documents shall be referred to collectively as “Contract Documents.” RFP #5217 Page 2 of 29 IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. CONTRACTOR BY: AUTHORIZED SIGNATURE Date: Name: Title: PHONE NUMBER EMAIL ADDRESS CITY OF DENTON, TEXAS ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: GEORGE C. CAMPBELL, CITY MANAGER BY: __________________________________ Date: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: _______________________________ November 7, 2013 Steve Gye President 469-522-0001 obsco@msn.com Signature on File RFP #5217 Page 3 of 29 Exhibit A Standard Purchase Terms and Conditions These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings and other requirements included in the City’s solicitation are applicable to Contracts/Purchase Orders issued by the City hereinafter referred to as the City or Buye r and the Seller herein after referred to as the Bidder, Contractor or Supplier. Any deviations must be in writing and signed by a representative of the City’s Procurement Department and the Supplier. No Terms and Conditions contained in the Sellers Solici tation Response, Invoice or Statement shall serve to modify the terms set forth herein. If there is a conflict between the provisions on the face of the Contract/Purchase Order these written provisions will take precedence. By submitting an Offer in resp onse to the Solicitation, the Contractor agrees that the Contract shall be governed by the following terms and conditions, unless exceptions are duly noted and fully negotiated. 1. CONTRACTOR’S OBLIGATIONS . The Contractor shall fully and timely provide a ll deliverables described in the Solicitation and in the Contractor’s Offer in strict accordance with the terms, covenants, and conditions of the Contract and all applicable Federal, State, and local laws, rules, and regulations. 2. EFFECTIVE DATE/TERM . U nless otherwise specified in the Solicitation, this Contract shall be effective as of the date the contract is signed by the City, and shall continue in effect until all obligations are performed in accordance with the Contract. 3. INVOICES : A. The Contra ctor shall submit separate invoices in duplicate on each purchase order or purchase release after each delivery. If partial shipments or deliveries are authorized by the City, a separate invoice must be sent for each shipment or delivery made. B. Proper In voices must include a unique invoice number, the purchase order or delivery order number and the master agreement number if applicable, the Department’s Name, and the name of the point of contact for the Department . Invoices shall be itemized and transport ation charges, if any, shall be listed separately. A copy of the bill of lading and the freight waybill, when applicable, shall be attached to the invoice. The Contractor’s name, remittance address and, if applicable, the tax identification number on the i nvoice must exactly match the information in the Vendor’s registration with the City. Unless otherwise instructed in writing, the City may rely on the remittance address specified on the Contractor’s invoice. C. Invoices for labor shall include a copy of a ll time -sheets with trade labor rate and deliverables order number clearly identified. Invoices shall also include a tabulation of work -hours at the appropriate rates and grouped by work order number. Time billed for labor shall be limited to hours actuall y worked at the work site. D. Unless otherwise expressly authorized in the Contract, the Contractor shall pass through all Subcontract and other authorized expenses at actual cost without markup. E. Federal excise taxes, State taxes, or City sales taxes must not be included in the invoiced amount. The City will furnish a tax exemption certificate upon request. RFP #5217 Page 4 of 29 4. PAYMENT : A. All proper invoices need to be sent to Accounts Payable. Approved invoices will be paid within thirty (30) calendar days of the Ci ty’s receipt of the deliverables or of the invoice being received in Accounts Payable, whichever is later. B. If payment is not timely made, (per paragraph A); interest shall accrue on the unpaid balance at the lesser of the rate specified in Texas Government Code Section 2251.025 or the maximum lawful rate; except, if payment is not timely made for a reason for which the City may withhold payment hereunder, interest shall not accrue until ten (10) calendar days after the grounds for withholding paym ent have been resolved. C. If partial shipments or deliveries are authorized by the City, the Contractor will be paid for the partial shipment or delivery, as stated above, provided that the invoice matches the shipment or delivery. D. The City may withhol d or set off the entire payment or part of any payment otherwise due the Contractor to such extent as may be necessary on account of: i. delivery of defective or non -conforming deliverables by the Contractor; ii. third party claims, which are not covered b y the insurance which the Contractor is required to provide, are filed or reasonable evidence indicating probable filing of such claims; iii. failure of the Contractor to pay Subcontractors, or for labor, materials or equipment; iv. damage to the property of the City or the City’s agents, employees or contractors, which is not covered by insurance required to be provided by the Contractor; v. reasonable evidence that the Contractor’s obligations will not be completed within the time specified in the Cont ract, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; vi. failure of the Contractor to submit proper invoices with purchase order number, with all required attachments and supporting docume ntation; or vii. failure of the Contractor to comply with any material provision of the Contract Documents. E. Notice is hereby given that any awarded Contractor who is in arrears to the City for delinquent taxes, the City may offset indebtedness owed the City through payment withholding. F. Payment will be made by check unless the parties mutually agree to payment by credit card or electronic transfer of funds. The Contractor agrees that there shall be no additional charges, surcharges, or penalties to th e City for payments made by credit card or electronic funds transfer. G. The awarding or continuation of this contract is dependent upon the availability of funding. The City’s payment obligations are payable only and solely from funds Appropriated and ava ilable for this contract. The absence of Appropriated or other lawfully available funds shall render the Contract null and void to the extent funds are not Appropriated or available and any deliverables delivered but unpaid shall be returned to the Contrac tor. The City shall provide the Contractor written notice of the failure of the City to make an adequate Appropriation for any fiscal year to pay the amounts due under the Contract, or the reduction of any Appropriation to an amount insufficient to permit the City to pay its obligations under the Contract. In the event of none or inadequate appropriation of funds, there will be no penalty nor removal fees charged to the City. 5. TRAVEL EXPENSES : All travel, lodging and per diem expenses in connection with the Contract shall be paid by the Contractor, unless otherwise stated in the contract terms. 6. FINAL PAYMENT AND CLOSE -OUT : RFP #5217 Page 5 of 29 A. If a DBE/MBE/WBE Program Plan is agreed to and the Contractor has identified Subcontractors, the Contractor is required to subm it a Contract Close -Out MBE/WBE Compliance Report to the Purchasing Manager no later than the 15th calendar day after completion of all work under the contract. Final payment, retainage, or both may be withheld if the Contractor is not in compliance with t he requirements as accepted by the City. B. The making and acceptance of final payment will constitute: i. a waiver of all claims by the City against the Contractor, except claims (1) which have been previously asserted in writing and not yet settled, (2) arising from defective work appearing after final inspection, (3) arising from failure of the Contractor to comply with the Contract or the terms of any warranty specified herein, (4) arising from the Contractor’s continuing obligations under the Contract, including but not limited to indemnity and warranty obligations, or (5) arising under the City’s right to audit; and ii. a waiver of all claims by the Contractor against the City other than those previously asserted in writing and not yet settled. 7. RIG HT TO AUDIT : A. The City shall have the right to audit and make copies of the books, records and computations pertaining to the Contract. The Contractor shall retain such books, records, documents and other evidence pertaining to the Contract period and f ive years thereafter, except if an audit is in progress or audit findings are yet unresolved, in which case records shall be kept until all audit tasks are completed and resolved. These books, records, documents and other evidence shall be available, with in ten (10) business days of written request. Further, the Contractor shall also require all Subcontractors, material suppliers, and other payees to retain all books, records, documents and other evidence pertaining to the Contract, and to allow the City similar access to those documents. All books and records will be made available within a 50 mile radius of the City of Denton. The cost of the audit will be borne by the City unless the audit reveals an overpayment of 1% or greater. If an overpayment of 1% or greater occurs, the reasonable cost of the audit, including any travel costs, must be borne by the Contractor which must be payable within five (5) business days of receipt of an invoice. B. Failure to comply with the provisions of this section shal l be a material breach of the Contract and shall constitute, in the City’s sole discretion, grounds for termination thereof. Each of the terms “books”, “records”, “documents” and “other evidence”, as used above, shall be construed to include drafts and el ectronic files, even if such drafts or electronic files are subsequently used to generate or prepare a final printed document. 8. SUBCONTRACTORS : A. If the Contractor identified Subcontractors in a DBE/MBE/WBE agreed to Plan, the Contractor shall comply w ith all requirements approved by the City. The Contractor shall not initially employ any Subcontractor except as provided in the Contractor’s Plan. The Contractor shall not substitute any Subcontractor identified in the Plan, unless the substitute has been accepted by the City in writing. No acceptance by the City of any Subcontractor shall constitute a waiver of any rights or remedies of the City with respect to defective deliverables provided by a Subcontractor. If a Plan has been approved, the Contractor is additionally required to submit a monthly Subcontract Awards and Expenditures Report to the Procurement Manager, no later than the tenth calendar day of each month. B. Work performed for the Contractor by a Subcontractor shall be pursuant to a written contract between the Contractor and Subcontractor. The terms of the subcontract may not conflict with the terms of the Contract, and shall contain provisions that: RFP #5217 Page 6 of 29 i. require that all deliverables to be provided by the Subcontractor be provided in strict accordance with the provisions, specifications and terms of the Contract; ii. prohibit the Subcontractor from further subcontracting any portion of the Contract without the prior written consent of the City and the Contractor. The City may require, as a condition to such further subcontracting, that the Subcontractor post a payment bond in form, substance and amount acceptable to the City; iii. require Subcontractors to submit all invoices and applications for payments, including any claims for additio nal payments, damages or otherwise, to the Contractor in sufficient time to enable the Contractor to include same with its invoice or application for payment to the City in accordance with the terms of the Contract; iv. require that all Subcontractors ob tain and maintain, throughout the term of their contract, insurance in the type and amounts specified for the Contractor, with the City being a named insured as its interest shall appear; and v. require that the Subcontractor indemnify and hold the City harmless to the same extent as the Contractor is required to indemnify the City. C. The Contractor shall be fully responsible to the City for all acts and omissions of the Subcontractors just as the Contractor is responsible for the Contractor's own acts and omissions. Nothing in the Contract shall create for the benefit of any such Subcontractor any contractual relationship between the City and any such Subcontractor, nor shall it create any obligation on the part of the City to pay or to see to the payme nt of any moneys due any such Subcontractor except as may otherwise be required by law. D. The Contractor shall pay each Subcontractor its appropriate share of payments made to the Contractor not later than ten (10) calendar days after receipt of payment f rom the City. 9. WARRANTY -PRICE : A. The Contractor warrants the prices quoted in the Offer are no higher than the Contractor's current prices on orders by others for like deliverables under similar terms of purchase. B. The Contractor certifies that the prices in the Offer have been arrived at independently without consultation, communication, or agreement for the purpose of restricting competition, as to any matter relating to such fees with any other Contractor or with any competitor. C. In addition to any other remedy available, the City may deduct from any amounts owed to the Contractor, or otherwise recover, any amounts paid for items in excess of the Contractor's current prices on orders by others for like deliverables under similar terms of purchas e. 10. WARRANTY – SERVICES : The Contractor warrants and represents that all services to be provided the City under the Contract will be fully and timely performed in a good and workmanlike manner in accordance with generally accepted industry standards a nd practices, the terms, conditions, and covenants of the Contract, and all applicable Federal, State and local laws, rules or regulations. A. The Contractor may not limit, exclude or disclaim the foregoing warranty or any warranty implied by law, and any attempt to do so shall be without force or effect. B. Unless otherwise specified in the Contract, the warranty period shall be at least one year from the Acceptance Date. If during the warranty period, one or more of the above warranties are breached, the Contractor shall promptly upon receipt of demand perform the services again in accordance with above standard at no additional cost to the City. All costs incidental to such additional performance shall be borne by the Contractor. The City shall endeavor t o give the Contractor written notice of the breach of warranty within thirty (30) calendar days of discovery RFP #5217 Page 7 of 29 of the breach warranty, but failure to give timely notice shall not impair the City’s rights under this section. C. If the Contractor is unable or unwilling to perform its services in accordance with the above standard as required by the City, then in addition to any other available remedy, the City may reduce the amount of services it may be required to purchase under the Contract from the Contracto r, and purchase conforming services from other sources. In such event, the Contractor shall pay to the City upon demand the increased cost, if any, incurred by the City to procure such services from another source. 11. ACCEPTANCE OF INCOMPLETE OR NON -CONF ORMING DELIVERABLES : If, instead of requiring immediate correction or removal and replacement of defective or non -conforming deliverables, the City prefers to accept it, the City may do so. The Contractor shall pay all claims, costs, losses and damages att ributable to the City’s evaluation of and determination to accept such defective or non -conforming deliverables. If any such acceptance occurs prior to final payment, the City may deduct such amounts as are necessary to compensate the City for the diminish ed value of the defective or non -conforming deliverables. If the acceptance occurs after final payment, such amount will be refunded to the City by the Contractor. 12. RIGHT TO ASSURANCE : Whenever one party to the Contract in good faith has reason to ques tion the other party’s intent to perform, demand may be made to the other party for written assurance of the intent to perform. In the event that no assurance is given within the time specified after demand is made, the demanding party may treat this failu re as an anticipatory repudiation of the Contract. 13. STOP WORK NOTICE : The City may issue an immediate Stop Work Notice in the event the Contractor is observed performing in a manner that is in violation of Federal, State, or local guidelines, or in a m anner that is determined by the City to be unsafe to either life or property. Upon notification, the Contractor will cease all work until notified by the City that the violation or unsafe condition has been corrected. The Contractor shall be liable for all costs incurred by the City as a result of the issuance of such Stop Work Notice. 14. DEFAULT : The Contractor shall be in default under the Contract if the Contractor (a) fails to fully, timely and faithfully perform any of its material obligations under the Contract, (b) fails to provide adequate assurance of performance under Paragraph 24, (c) becomes insolvent or seeks relief under the bankruptcy laws of the United States or (d) makes a material misrepresentation in Contractor’s Offer, or in any report or deliverable required to be submitted by the Contractor to the City. 15. TERMINATION FOR CAUSE: In the event of a default by the Contractor, the City shall have the right to terminate the Contract for cause, by written notice effective ten (10) calendar days, unless otherwise specified, after the date of such notice, unless the Contractor, within such ten (10) day period, cures such default, or provides evidence sufficient to prove to the City’s reasonable satisfaction that such default does not, in fact , exist. In addition to any other remedy available under law or in equity, the City shall be entitled to recover all actual damages, costs, losses and expenses, incurred by the City as a result of the Contractor’s default, including, without limitation, co st of cover, reasonable attorneys’ fees, court costs, and prejudgment and post -judgment interest at the maximum lawful rate. Additionally, in the event of a default by the RFP #5217 Page 8 of 29 Contractor, the City may remove the Contractor from the City’s vendor list for three (3) years and any Offer submitted by the Contractor may be disqualified for up to three (3) years. All rights and remedies under the Contract are cumulative and are not exclusive of any other right or remedy provided by law. 16. TERMINATION WITHOUT CAUSE : The City shall have the right to terminate the Contract, in whole or in part, without cause any time upon thirty (30) calendar days’ prior written notice. Upon receipt of a notice of termination, the Contractor shall promptly cease all further work pursu ant to the Contract, with such exceptions, if any, specified in the notice of termination. The City shall pay the Contractor, to the extent of funds Appropriated or otherwise legally available for such purposes, for all goods delivered and services perform ed and obligations incurred prior to the date of termination in accordance with the terms hereof. 17. FRAUD : Fraudulent statements by the Contractor on any Offer or in any report or deliverable required to be submitted by the Contractor to the City shall be grounds for the termination of the Contract for cause by the City and may result in legal action. 18. DELAYS : A. The City may delay scheduled delivery or other due dates by written notice to the Contractor if the City deems it is in its best interest. If such delay causes an increase in the cost of the work under the Contract, the City and the Contractor shall negotiate an equitable adjustment for costs incurred by the Contractor in the Contract price and execute an amendment to the Contract. The Contr actor must assert its right to an adjustment within thirty (30) calendar days from the date of receipt of the notice of delay. Failure to agree on any adjusted price shall be handled under the Dispute Resolution process specified in paragraph 49. However, nothing in this provision shall excuse the Contractor from delaying the delivery as notified. B. Neither party shall be liable for any default or delay in the performance of its obligations under this Contract if, while and to the extent such default or de lay is caused by acts of God, fire, riots, civil commotion, labor disruptions, sabotage, sovereign conduct, or any other cause beyond the reasonable control of such Party. In the event of default or delay in contract performance due to any of the foregoing causes, then the time for completion of the services will be extended; provided, however, in such an event, a conference will be held within three (3) business days to establish a mutually agreeable period of time reasonably necessary to overcome the effe ct of such failure to perform. 19. INDEMNITY : A. Definitions: i. "Indemnified Claims" shall include any and all claims, demands, suits, causes of action, judgments and liability of every character, type or description, including all reasonable costs and expenses of litigation, mediation or other alternate dispute resolution mechanism, including attorney and other professional fees for: (1) damage to or loss of the property of any person (including, but not limited to the City, the Contractor, their respec tive agents, officers, employees and subcontractors; the officers, agents, and employees of such subcontractors; and third parties); and/or (2) death, bodily injury, illness, disease, worker's compensation, loss of services, or loss of income or wages to a ny person (including but not limited to the agents, officers and employees of the City, the Contractor, the Contractor’s subcontractors, and third parties), ii. "Fault" shall include the sale of defective or non -conforming deliverables, negligence, willful misconduct or a RFP #5217 Page 9 of 29 breach of any legally imposed strict liability standard. B. THE CONTRACTOR SHALL DEFEND (AT THE OPTION OF THE CITY), INDEMNIFY, AND HOLD THE CITY, ITS SUCCESSORS, ASSIGNS, OFFICERS, EMPLOYEES AND ELECTED OFFICIALS HARMLESS FROM AND AGAINST ALL INDEMNIFIED CLAIMS DIRECTLY ARISING OUT OF, INCIDENT TO, CONCERNING OR RESULTING FROM THE FAULT OF THE CONTRACTOR, OR THE CONTRACTOR'S AGENTS, EMPLOYEES OR SUBCONTRACTORS, IN THE PERFORMANCE OF THE CONTRACTOR’S OBLIGATIONS UNDER THE CONTRACT. NOTHING HEREIN SHALL BE DEEMED TO LIMIT THE RIGHTS OF THE CITY OR THE CONTRACTOR (INCLUDING, BUT NOT LIMITED TO, THE RIGHT TO SEEK CONTRIBUTION) AGAINST ANY THIRD PARTY WHO MAY BE LIABLE FOR AN INDEMNIFIED CLAIM. 20. INSURANCE : The following insurance requirement s are applicable, in addition to the specific insurance requirements detailed in EXHIBIT C The successful Contractor shall procure and maintain insurance of the types and in the minimum amounts acceptable to the City. The insurance shall be written by a c ompany licensed to do business in the State of Texas and satisfactory to the City. A. General Requirements: i. The Contractor shall at a minimum carry insurance in the types and amounts indicated and agreed to, as submitted to the City and approved by the City within the procurement process, for the duration of the Contract, including extension options and hold over periods, and during any warranty period. ii. The Contractor shall provide Certificates of Insurance with the coverage’s and endorsements requir ed to the City as verification of coverage prior to contract execution and within fourteen (14) calendar days after written request from the City. Failure to provide the required Certificate of Insurance may subject the Offer to disqualification from consi deration for award. The Contractor must also forward a Certificate of Insurance to the City whenever a previously identified policy period has expired, or an extension option or hold over period is exercised, as verification of continuing coverage. iii. Th e Contractor shall not commence work until the required insurance is obtained and until such insurance has been reviewed by the City. Approval of insurance by the City shall not relieve or decrease the liability of the Contractor hereunder and shall not be construed to be a limitation of liability on the part of the Contractor. iv. The Contractor must submit certificates of insurance to the City for all subcontractors prior to the subcontractors commencing work on the project. v. The Contractor’s and all su bcontractors’ insurance coverage shall be written by companies licensed to do business in the State of Texas at the time the policies are issued and shall be written by companies with A.M. Best ratings of A - VII or better. The City will accept workers’ com pensation coverage written by the Texas Workers’ Compensation Insurance Fund. vi. All endorsements naming the City as additional insured, waivers, and notices of cancellation endorsements as well as the Certificate of Insurance shall contain the solicitati on number and the following information: City of Denton Materials Management Department 901B Texas Street RFP #5217 Page 10 of 29 Denton, Texas 76209 vii. The “other” insurance clause shall not apply to the City where the City is an additional insured shown on any policy. It is intended that policies required in the Contract, covering both the City and the Contractor, shall be considered primary coverage as applicable. viii. If insurance policies are not written for amounts agreed to with the City, the Contractor shall carry Umb rella or Excess Liability Insurance for any differences in amounts specified. If Excess Liability Insurance is provided, it shall follow the form of the primary coverage. ix. The City shall be entitled, upon request, at an agreed upon location, and without expense, to review certified copies of policies and endorsements thereto and may make any reasonable requests for deletion or revision or modification of particular policy terms, conditions, limitations, or exclusions except where policy provisions are es tablished by law or regulations binding upon either of the parties hereto or the underwriter on any such policies. x. The City reserves the right to review the insurance requirements set forth during the effective period of the Contract and to make reasona ble adjustments to insurance coverage, limits, and exclusions when deemed necessary and prudent by the City based upon changes in statutory law, court decisions, the claims history of the industry or financial condition of the insurance company as well as the Contractor. xi. The Contractor shall not cause any insurance to be canceled nor permit any insurance to lapse during the term of the Contract or as required in the Contract. xii. The Contractor shall be responsible for premiums, deductibles and self -in sured retentions, if any, stated in policies. All deductibles or self -insured retentions shall be disclosed on the Certificate of Insurance. xiii. The Contractor shall endeavor to provide the City thirty (30) calendar days’ written notice of erosion of the aggregate limits below occurrence limits for all applicable coverage’s indicated within the Contract. xiv. The insurance coverage’s specified in within the solicitation and requirements are required minimums and are not intended to limit the responsibilit y or liability of the Contractor. B. Specific Coverage Requirements: Specific insurance requirements are contained in the solicitation instrument. 21. CLAIMS : If any claim, demand, suit, or other action is asserted against the Contractor which arises unde r or concerns the Contract, or which could have a material adverse affect on the Contractor’s ability to perform thereunder, the Contractor shall give written notice thereof to the City within ten (10) calendar days after receipt of notice by the Contracto r. Such notice to the City shall state the date of notification of any such claim, demand, suit, or other action; the names and addresses of the claimant(s); the basis thereof; and the name of each person against whom such claim is being asserted. Such not ice shall be delivered personally or by mail and shall be sent to the City and to the Denton City Attorney. Personal delivery to the City Attorney shall be to City Hall, 215 East McKinney Street, Denton, Texas 76201. 22. NOTICES : Unless otherwise specifi ed, all notices, requests, or other communications required or appropriate to be given under the Contract shall be in writing and shall be deemed delivered three (3) business days after postmarked if sent by U.S. Postal Service Certified or RFP #5217 Page 11 of 29 Registered Mail , Return Receipt Requested. Notices delivered by other means shall be deemed delivered upon receipt by the addressee. Routine communications may be made by first class mail, telefax, or other commercially accepted means. Notices to the Contractor shall be sent to the address specified in the Contractor’s Offer, or at such other address as a party may notify the other in writing. Notices to the City shall be addressed to the City at 901B Texas Street, Denton, Texas 76209 and marked to the attention of the Pu rchasing Manager. 23. RIGHTS TO BID, PROPOSAL AND CONTRACTUAL MATERIAL : All material submitted by the Contractor to the City shall become property of the City upon receipt. Any portions of such material claimed by the Contractor to be proprietary must be clearly marked as such. Determination of the public nature of the material is subject to the Texas Public Information Act, Chapter 552, and Texas Government Code. 24. NO WARRANTY BY CITY AGAINST INFRINGEMENTS : The Contractor represents and warrants to th e City that: (i) the Contractor shall provide the City good and indefeasible title to the deliverables and (ii) the deliverables supplied by the Contractor in accordance with the specifications in the Contract will not infringe, directly or contributorily, any patent, trademark, copyright, trade secret, or any other intellectual property right of any kind of any third party; that no claims have been made by any person or entity with respect to the ownership or operation of the deliverables and the Contracto r does not know of any valid basis for any such claims. The Contractor shall, at its sole expense, defend, indemnify, and hold the City harmless from and against all liability, damages, and costs (including court costs and reasonable fees of attorneys and other professionals) arising out of or resulting from: (i) any claim that the City’s exercise anywhere in the world of the rights associated with the City’s’ ownership, and if applicable, license rights, and its use of the deliverables infringes the intell ectual property rights of any third party; or (ii) the Contractor’s breach of any of Contractor’s representations or warranties stated in this Contract. In the event of any such claim, the City shall have the right to monitor such claim or at its option en gage its own separate counsel to act as co -counsel on the City’s behalf. Further, Contractor agrees that the City’s specifications regarding the deliverables shall in no way diminish Contractor’s warranties or obligations under this paragraph and the City makes no warranty that the production, development, or delivery of such deliverables will not impact such warranties of Contractor. 25. CONFIDENTIALITY : In order to provide the deliverables to the City, Contractor may require access to certain of the City’s and/or its licensors’ confidential information (including inventions, employee information, trade secrets, confidential know -how, confidential busine ss information, and other information which the City or its licensors consider confidential) (collectively, “Confidential Information”). Contractor acknowledges and agrees that the Confidential Information is the valuable property of the City and/or its li censors and any unauthorized use, disclosure, dissemination, or other release of the Confidential Information will substantially injure the City and/or its licensors. The Contractor (including its employees, subcontractors, agents, or representatives) agre es that it will maintain the Confidential Information in strict confidence and shall not disclose, disseminate, copy, divulge, recreate, or otherwise use the Confidential Information without the prior written consent of the City or in a manner not expressl y permitted under this Agreement, unless the Confidential Information is required to be disclosed by law or an order of any court or other governmental authority with proper jurisdiction, provided the Contractor promptly notifies the City before disclosing such information so as to permit the City reasonable time to seek an appropriate protective order. The RFP #5217 Page 12 of 29 Contractor agrees to use protective measures no less stringent than the Contractor uses within its own business to protect its own most valuable informa tion, which protective measures shall under all circumstances be at least reasonable measures to ensure the continued confidentiality of the Confidential Information. 26. OWNERSHIP AND USE OF DELIVERABLES : The City shall own all rights, titles, and intere sts throughout the world in and to the deliverables. A. Patents. As to any patentable subject matter contained in the deliverables, the Contractor agrees to disclose such patentable subject matter to the City. Further, if requested by the City, the Contrac tor agrees to assign and, if necessary, cause each of its employees to assign the entire right, title, and interest to specific inventions under such patentable subject matter to the City and to execute, acknowledge, and deliver and, if necessary, cause ea ch of its employees to execute, acknowledge, and deliver an assignment of letters patent, in a form to be reasonably approved by the City, to the City upon request by the City. B. Copyrights. As to any deliverables containing copyrightable subject matter, the Contractor agrees that upon their creation, such deliverables shall be considered as work made -for -hire by the Contractor for the City and the City shall own all copyrights in and to such deliverables, provided however, that nothing in this Paragraph 3 8 shall negate the City’s sole or joint ownership of any such deliverables arising by virtue of the City’s sole or joint authorship of such deliverables. Should by operation of law, such deliverables not be considered works made -for -hire, the Contractor he reby assigns to the City (and agrees to cause each of its employees providing services to the City hereunder to execute, acknowledge, and deliver an assignment to the City of) all worldwide right, title, and interest in and to such deliverables. With respe ct to such work made -for -hire, the Contractor agrees to execute, acknowledge, and deliver and cause each of its employees providing services to the City hereunder to execute, acknowledge, and deliver a work -made -for -hire agreement, in a form to be reasonab ly approved by the City, to the City upon delivery of such deliverables to the City or at such other time as the City may request. C. Additional Assignments. The Contractor further agrees to, and if applicable, cause each of its employees to, execute, ackn owledge, and deliver all applications, specifications, oaths, assignments, and all other instruments which the City might reasonably deem necessary in order to apply for and obtain copyright protection, mask work registration, trademark registration and/or protection, letters patent, or any similar rights in any and all countries and in order to assign and convey to the City, its successors, assigns and nominees, the sole and exclusive right, title, and interest in and to the deliverables. The Contractor’s obligations to execute, acknowledge, and deliver (or cause to be executed, acknowledged, and delivered) instruments or papers such as those described in this Paragraph 38 a., b., and c. shall continue after the termination of this Contract with respect to such deliverables. In the event the City should not seek to obtain copyright protection, mask work registration or patent protection for any of the deliverables, but should desire to keep the same secret, the Contractor agrees to treat the same as Confiden tial Information under the terms of Paragraph 37 above. 27. PUBLICATIONS : All published material and written reports submitted under the Contract must be originally developed material unless otherwise specifically provided in the Contract. When material n ot originally developed is included in a report in any form, the source shall be identified. 28. ADVERTISING : The Contractor shall not advertise or publish, without the City’s prior consent, the fact that the City has entered into the Contract, except to the extent required by law. RFP #5217 Page 13 of 29 29. NO CONTINGENT FEES : The Contractor warrants that no person or selling agency has been employed or retained to solicit or secure the Contract upon any agreement or understanding for commission, percentage, brokerage, or cont ingent fee, excepting bona fide employees of bona fide established commercial or selling agencies maintained by the Contractor for the purpose of securing business. For breach or violation of this warranty, the City shall have the right, in addition to any other remedy available, to cancel the Contract without liability and to deduct from any amounts owed to the Contractor, or otherwise recover, the full amount of such commission, percentage, brokerage or contingent fee. 30. GRATUITIES : The City may, by wr itten notice to the Contractor, cancel the Contract without liability if it is determined by the City that gratuities were offered or given by the Contractor or any agent or representative of the Contractor to any officer or employee of the City with a vie w toward securing the Contract or securing favorable treatment with respect to the awarding or amending or the making of any determinations with respect to the performing of such contract. In the event the Contract is canceled by the City pursuant to this provision, the City shall be entitled, in addition to any other rights and remedies, to recover or withhold the amount of the cost incurred by the Contractor in providing such gratuities. 31. PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS : No officer, employee, independent consultant, or elected official of the City who is involved in the development, evaluation, or decision -making process of the performance of any solicitation shall have a financial interest, direct or indirect, in the Contract result ing from that solicitation. Any willful violation of this section shall constitute impropriety in office, and any officer or employee guilty thereof shall be subject to disciplinary action up to and including dismissal. Any violation of this provision, wit h the knowledge, expressed or implied, of the Contractor shall render the Contract voidable by the City. The Contractor shall complete and submit the City’s Conflict of Interest Questionnaire (Exhibit D ). 32. INDEPENDENT CONTRACTOR : The Contract shall no t be construed as creating an employer/employee relationship, a partnership, or a joint venture. The Contractor’s services shall be those of an independent contractor. The Contractor agrees and understands that the Contract does not grant any rights or pri vileges established for employees of the City , Texas for the purposes of income tax, withholding, social security taxes, vacation or sick leave benefits, worker’s compensation, or any other City employee benefit. The City shall not have supervision and con trol of the Contractor or any employee of the Contractor, and it is expressly understood that Contractor shall perform the services hereunder according to the attached specifications at the general direction of the City Manager of the City, Texas, or his d esignee under this agreement. 33. ASSIGNMENT -DELEGATION : The Contract shall be binding upon and ensure to the benefit of the City and the Contractor and their respective successors and assigns, provided however, that no right or interest in the Contract s hall be assigned and no obligation shall be delegated by the Contractor without the prior written consent of the City. Any attempted assignment or delegation by the Contractor shall be void unless made in conformity with this paragraph. The Contract is not intended to confer rights or benefits on any person, firm or entity not a party hereto; it being the intention of the parties that there are no third party beneficiaries to the Contract. RFP #5217 Page 14 of 29 34. WAIVER : No claim or right arising out of a breach of the Contra ct can be discharged in whole or in part by a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in writing signed by the aggrieved party. No waiver by either the Contractor or the City of an y one or more events of default by the other party shall operate as, or be construed to be, a permanent waiver of any rights or obligations under the Contract, or an express or implied acceptance of any other existing or future default or defaults, whether of a similar or different character. 35. MODIFICATIONS : The Contract can be modified or amended only by a writing signed by both parties. No pre -printed or similar terms on any the Contractor invoice, order or other document shall have any force or effec t to change the terms, covenants, and conditions of the Contract. 36. INTERPRETATION : The Contract is intended by the parties as a final, complete and exclusive statement of the terms of their agreement. No course of prior dealing between the parties or c ourse of performance or usage of the trade shall be relevant to supplement or explain any term used in the Contract. Although the Contract may have been substantially drafted by one party, it is the intent of the parties that all provisions be construed in a manner to be fair to both parties, reading no provisions more strictly against one party or the other. Whenever a term defined by the Uniform Commercial Code, as enacted by the State of Texas, is used in the Contract, the UCC definition shall control, u nless otherwise defined in the Contract. 37. DISPUTE RESOLUTION : A. If a dispute arises out of or relates to the Contract, or the breach thereof, the parties agree to negotiate prior to prosecuting a suit for damages. However, this section does not prohib it the filing of a lawsuit to toll the running of a statute of limitations or to seek injunctive relief. Either party may make a written request for a meeting between representatives of each party within fourteen (14) calendar days after receipt of the req uest or such later period as agreed by the parties. Each party shall include, at a minimum, one (1) senior level individual with decision -making authority regarding the dispute. The purpose of this and any subsequent meeting is to attempt in good faith to negotiate a resolution of the dispute. If, within thirty (30) calendar days after such meeting, the parties have not succeeded in negotiating a resolution of the dispute, they will proceed directly to mediation as described below. Negotiation may be waived by a written agreement signed by both parties, in which event the parties may proceed directly to mediation as described below. B. If the efforts to resolve the dispute through negotiation fail, or the parties waive the negotiation process, the parties ma y select, within thirty (30) calendar days, a mediator trained in mediation skills to assist with resolution of the dispute. Should they choose this option; the City and the Contractor agree to act in good faith in the selection of the mediator and to give consideration to qualified individuals nominated to act as mediator. Nothing in the Contract prevents the parties from relying on the skills of a person who is trained in the subject matter of the dispute or a contract interpretation expert. If the partie s fail to agree on a mediator within thirty (30) calendar days of initiation of the mediation process, the mediator shall be selected by the Denton County Alternative Dispute Resolution Program (DCAP). The parties agree to participate in mediation in good faith for up to thirty (30) calendar days from the date of the first mediation session. The City and the Contractor will share the mediator’s fees equally and the parties will bear their own costs of participation such as fees for any consultants or attorn eys they may utilize to represent them or otherwise assist them in the mediation. RFP #5217 Page 15 of 29 38. JURISDICTION AND VENUE : The Contract is made under and shall be governed by the laws of the State of Texas, including, when applicable, the Uniform Commercial Code as ad opted in Texas, V.T.C.A., Bus. & Comm. Code, Chapter 1, excluding any rule or principle that would refer to and apply the substantive law of another state or jurisdiction. All issues arising from this Contract shall be resolved in the courts of Denton Coun ty, Texas and the parties agree to submit to the exclusive personal jurisdiction of such courts. The foregoing, however, shall not be construed or interpreted to limit or restrict the right or ability of the City to seek and secure injunctive relief from a ny competent authority as contemplated herein. 39. INVALIDITY : The invalidity, illegality, or unenforceability of any provision of the Contract shall in no way affect the validity or enforceability of any other portion or provision of the Contract. Any vo id provision shall be deemed severed from the Contract and the balance of the Contract shall be construed and enforced as if the Contract did not contain the particular portion or provision held to be void. The parties further agree to reform the Contract to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. The provisions of this section shall not prevent this entire Contract from being void should a provision which is the essence of the Contract be determined to be void. 40. HOLIDAYS: The following holidays are observed by the City: New Year’s Day (observed) MLK Day Memorial Day 4th of July Labor Day Thanksgiving Day Day After Thanksgiving Christmas Eve (observed) Christmas Day (observed) New Year’s Day (observed) If a Legal Holiday falls on Saturday, it will be observed on the preceding Friday. If a Legal Holiday falls on Sunday, it will be observed on the following Monday. Normal hours of operation shall be be tween 8:00 am and 5:00 pm, Monday through Friday, excluding City of Denton Holidays. Any scheduled deliveries or work performance not within the normal hours of operation must be approved by the City Manager of Denton, Texas or his authorized designee. 4 1. SURVIVABILITY OF OBLIGATIONS: All provisions of the Contract that impose continuing obligations on the parties, including but not limited to the warranty, indemnity, and confidentiality obligations of the parties, shall survive the expiration or termination of the Contract. 42. NON -SUSPENSION OR DEBARMENT CERTIFICATION: The City is prohibited from contracting with or making prime or sub -awards to parties that are suspended or debarred or whose principals are suspended or debarred from Federal, St ate, or City Contracts. By accepting a Contract with the City, the Vendor certifies that its firm and its principals are not currently suspended or debarred from doing business with the Federal RFP #5217 Page 16 of 29 Government, as indicated by the General Services Administratio n List of Parties Excluded from Federal Procurement and Non -Procurement Programs, the State of Texas, or the City. 43. EQUAL OPPORTUNITY A. Equal Employment Opportunity: No Offeror, or Offeror’s agent, shall engage in any discriminatory employment practice. No person shall, on the grounds of race, sex, age, disability, creed, color, genetic testing, or national origin, be refused the benefits of, or be otherwise subjected to discrimination under any activities resulting from this RFQ. B. Americans with Disabilities Act (ADA) Compliance: No Offeror, or Offeror’s agent, shall engage in any discriminatory employment practice against individuals with disabilities as defined in the ADA. 44. BUY AMERICAN ACT -SUPPLIES (Applicable to certain federally funded requirements) The following federally funded requirements are applicable, in addition to the specific federally funded requirements. A. Definitions. As used in this paragraph i. "Component" means an article, material, or supply incorporated directly into an end product. ii. "Cost of components" means - (1) For components purchased by the Contractor, the acquisition cost, including transportation costs to the place of incorpor ation into the end product (whether or not such costs are paid to a domestic firm), and any applicable duty (whether or not a duty -free entry certificate is issued); or (2) For components manufactured by the Contractor, all costs associated with the manufa cture of the component, including transportation costs as described in paragraph (1) of this definition, plus allocable overhead costs, but excluding profit. Cost of components does not include any costs associated with the manufacture of the end product. iii. "Domestic end product" means - (1) An unmanufactured end product mined or produced in the United States; or (2) An end product manufactured in the United States, if the cost of its components mined, produced, or manufactured in the United States exceed s 50 percent of the cost of all its components. Components of foreign origin of the same class or kind as those that the agency determines are not mined, produced, or manufactured in sufficient and reasonably available commercial quantities of a satisfacto ry quality are treated as domestic. Scrap generated, collected, and prepared for processing in the United States is considered domestic. iv. "End product" means those articles, materials, and supplies to be acquired under the contract for public use. v. "F oreign end product" means an end product other than a domestic end product. vi. "United States" means the 50 States, the District of Columbia, and outlying areas. B. The Buy American Act (41 U.S.C. 10a - 10d) provides a preference for domestic end products for supplies acquired for use in the United States. C. The City does not maintain a list of foreign articles that will be treated as domestic for this Contract; but will consider for approval foreign articles as domestic for this product if the articles a re on a list approved by another Governmental Agency. The Offeror shall submit documentation with their Offer demonstrating that the article is on an approved Governmental list. D. The Contractor shall deliver only domestic end products except to the exten t that it specified delivery of foreign end products in the provision of the Solicitation entitled "Buy American Act Certificate". RFP #5217 Page 17 of 29 45. RIGHT TO INFORMATION : The City reserves the right to use any and all information presented in any response to this solic itation, whether amended or not, except as prohibited by law. Selection of rejection of the submittal does not affect this right. 46. LICENSE FEES OR TAXE S: Provided the solicitation requires an awarded contractor or supplier to be licensed by the State of Texas, any and all fees and taxes are the responsibility of the respondent. 47. PREVAILING WAGE RATE S: All respondents will be required to comply with Provision 5159a of “Vernon’s Annotated Civil Statutes” of the State of Texas with respect to the payment of prevailing wage rates and prohibiting discrimination in the employment practices. http://www.access.gpo.gov/davisbacon/tx.html 48. COMPLIANCE WITH ALL STATE, FEDERAL, AND LOCAL LAWS: Th e contractor or supplier shall comply with all State, Federal, and Local laws and requirements. The Respondent must comply with all applicable laws at all times, including, without limitation, the following: (i) §36.02 of the Texas Penal Code, which prohib its bribery; (ii) §36.09 of the Texas Penal Code, which prohibits the offering or conferring of benefits to public servants. The Respondent shall give all notices and comply with all laws and regulations applicable to furnishing and performance of the Cont ract. 49. FEDERAL, STATE, AND LOCAL REQUIREMENTS: Respondent shall demonstrate on -site compliance with the Federal Tax Reform Act of 1986, Section 1706, amending Section 530 of the Revenue Act of of 1978, dealing with issuance of Form W -2's to common law employees. Respondent is responsible for both federal and State unemployment insurance coverage and standard Worker's Compensation insurance coverage. Respondent shall ensure compliance with all federal and State tax laws and withholding requirements. The City shall not be liable to Respondent or its employees for any Unemployment or Workers' Compensation coverage, or federal or State withholding requirements. Contractor shall indemnify the City and shall pay all costs, penalties, or losses resulting from Respondent's omission or breach of this Section. 50. DRUG FREE WORKPLACE: The contractor shall comply with the applicable provisions of the Drug -Free Work Place Act of 1988 (Public Law 100 -690, Title V, Subtitle D; 41 U.S.C. 701 ET SEQ.) and maintain a drug -free work environment; and the final rule, government -wide requirements for drug -free work place (grants), issued by the Office of Management and Budget and the Department of Defense (32 CFR Part 280, Subpart F) to implement the provisions of the Drug -Free Work Place Act of 1988 is incorporated by reference and the contractor shall comply with the relevant provisions thereof, including any amendments to the final rule that may hereafter be issued. 51. RESPONDENT LIABILITY FOR DAMAGE TO GOVERN MENT PROPERTY: The Respondent shall be liable for all damages to government -owned, lea sed, or occupied property and equipment caused by the Respondent and its employees, agents, subcontractors, and suppliers, including any delivery or cartage company, in connection with any performance pursuant to the Contract. The Respondent shall notify t he City Procurement Manager in writing of any such damage within one (1) calendar day. RFP #5217 Page 18 of 29 52. FORCE MAJEURE: The City, any Customer, and the Respondent shall not be responsible for performance under the Contract should it be prevented from performance by an act of war, order of legal authority, act of God, or other unavoidable cause not attributable to the fault or negligence of the City. In the event of an occurrence under this Section, the Respondent will be excused from any further performance or observanc e of the requirements so affected for as long as such circumstances prevail and the Respondent continues to use commercially reasonable efforts to recommence performance or observance whenever and to whatever extent possible without delay. The Respondent s hall immediately notify the City Procurement Manager by telephone (to be confirmed in writing within five (5) calendar days of the inception of such occurrence) and describe at a reasonable level of detail the circumstances causing the non -performance or d elay in performance. 53. NON -WAIVER OF RIGHTS: Failure of a Party to require performance by another Party under the Contract will not affect the right of such Party to require performance in the future. No delay, failure, or waiver of either Party’s exerc ise or partial exercise of any right or remedy under the Contract shall operate to limit, impair, preclude, cancel, waive or otherwise affect such right or remedy. A waiver by a Party of any breach of any term of the Contract will not be construed as a wai ver of any continuing or succeeding breach. 54. NO WAIVER OF SOVEREI GN IMMUNITY: The Parties expressly agree that no provision of the Contract is in any way intended to constitute a waiver by the City of any immunities from suit or from liability that the City may have by operation of law. 55. RECORDS RETENTION: The Respondent shall retain all financial records, supporting documents, statistical records, and any other records or books relating to the performances called for in the Contract. The Respondent shall retain all such records for a period of four (4) years after the expiration of the Contract, or until the CPA or State Auditor's Office is satisfied that all audit and litigation matters are resolved, whichever period is longer. The Respondent shall grant access to all books, records and documents pertinent to the Contract to the CPA, the State Auditor of Texas, and any federal governmental entity that has authority to review records due to federal funds being spent under the Contract. RFP #5217 Page 20 of 29 Or mail to: Or call: City of Denton City of Denton Purchasing Attn: Purchasing Manager (940) 349 -7100 RFP # 5317 901B Texas Street Denton, Texas 76209 The City of Denton reserves the right to accept, reject, or negotiate the proposed price changes. Hours The cleaning hours per week indicated on the Pricing Sheet are estimates based upon the best available information. The City reserves the right to increase or decrease the quantities to m eet its actual needs without any adjustments in the unit prices. Individual purchase orders will be issued on an as needed basis. Product Changes The Contractor shall not change specifications during the contract term without prior approval. Any deviat ion in the specifications or change in the product must be approved in advance by the City of Denton. Notice of a change shall be submitted in writing to purchasing@cityofdenton.com , with the RFP number in the subject line, for review. Products found to have changed specifications without notification, and acceptance, will be returned at the Contractor ’s expense. Products that have been installed will be replaced at the Contractor’s expense. C ontractor Standards of Performance Monthly Time Standards - Contractors shall fully understand that the City relies on the product or service of the contract to provide vital municipal services, and the availability and reliability of the equipment is of the essence. With this in mind, the Contractor shall meet the following performance standards at all times. Labor disputes, strikes, and other events, except those beyond the Contractor's control such as acts of God, shall not relieve the Contractor from meeting these standards. For service category, the Contractor must ensure the given level of service is achieved, within the designated number of working hours . Contractor shall deliver goods or services within specified delivery times fo r 95% of all orders. P erformance Liquidated Damages The Contractor shall incur contractual payment losses, as initiated by the City for performance that falls short of specified performance standards as outlined below: The Contractor shall be assessed a rate of $50 per hour and shall be deducted from the monthly payment if an outside janitorial vendor has to be called in to perform work not completed by the Contractor. A deduction of twice the amount of the daily cost as determined by the nego tiated pricing shall be made for each day in the event of an absence of the RFP #5217 Page 21 of 29 Contractor’s crew. These penalties will be deducted from the monthly billing. In the case of non -performance, the Contractor will be given written notice of the areas needing a ttention. The Contractor will have twenty four (24) hours from the time the notice is delivered to perform to specifications. If the Contractor does not comply to specifications within the designated time, the contract may be terminated. A trip fee of $50.00 will be charged for each time a Facilities Technician is called out due to janitorial staff setting off the security alarms. The Contractor shall be assessed a two (2%) percent profit fee each month when any two (2) or more performance standards out lined above are not met in full. At the end of each month, the City will review the monthly reports and determine the percentage of penalty to be assessed to the Contractor’s monthly profit margin . RFP #5217 Page 22 of 29 E xhibit C INSURANCE REQUIREMENTS AND WORKERS’ COMPENSE NTATION REQUIREMENTS Upon contract execution , all insurance requirements shall become contractual obligations, which the successful contractor shall have a duty to maintain throughout the course of this contract. STANDARD PROVISIONS: Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. Contr actor shall file with the Purchasing Department satisfactory certificates of insurance including any applicable addendum or endorsements, containing the contract number and title of the project. Contractor may, upon written request to the Purchasing Depart ment, ask for clarification of any insurance requirements at any time; however, Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of D enton. All insurance policies proposed or obtained in satisfaction of these requirements shall comply with the following general specifications, and shall be maintained in compliance with these general specifications throughout the duration of the Contrac t, or longer, if so noted: Each policy shall be issued by a company authorized to do business in the State of Texas with an A.M. Best Company rating of at least A - VII or better . Any deductibles or self -insured retentions shall be declared in the proposal. If requested by the City, the insurer shall reduce or eliminate such deductibles or self -insured retentions with respect to the City, its officials, agents, employees and volunteers; or, the contractor shall procure a bond guaranteeing payment o f losses and related investigations, claim administration and defense expenses. Liability policies shall be endorsed to provide the following: Name as Additional Insured the City of Denton, its Officials, Agents, Employees and volunteers. That such insurance is primary to any other insurance available to the Additional Insured with respect to claims covered under the policy and that this insurance applies separately to each insured against whom claim is made or suit is brought. The inclusi on of more than one insured shall not operate to increase the insurer's limit of liability. Cancellation: City requires 30 day written notice should any of the policies described on the certificate be cancelled or materially changed before the expiration date. RFP #5217 Page 23 of 29 Should any of the required insurance be provided under a claims made form, Contractor shall maintain such coverage continuously throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit p roviding for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. Should any required in surance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insuran ce is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally c omply with the following marked specifications, and shall be maintained in compliance with these additional specifications throughout the duration of the Contract, or longer, if so noted: [X ] A. General Liability Insurance: General Liability insurance with combined single limits of not less than $1,000,000.00 shall be provided and maintained by the Contractor. The policy shall be written on an occurrence basis either in a single policy or in a combination of underlying and umbrella or excess policies. If the Commercial General Liability form (ISO Form CG 000 1 current edition) is used: Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. Coverage B shall include personal injury. Coverage C, medical payments, is not required. If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: Bodily injury and Property Damage Liability for premises, op erations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. Broad form contractual liability (preferably by endorsement) covering this RFP #5217 Page 24 of 29 contract, personal injur y liability and broad form property damage liability. [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500,000 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and property damage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used in conjunction with this contract. Sa tisfaction of the above requirement shall be in the form of a policy endorsement for: any auto, or all owned hired and non -owned autos. [X ] Workers ’ Compensation Insurance Contractor shall purchase and maintain Workers ’ Compensation insurance which, in a ddition to meeting the minimum statutory requirements for issuance of such insurance, has Employer's Liability limits of at least $100,000 for each accident, $100,000 per each employee, and a $500,000 policy limit for occupational disease. The City need n ot be named as an "Additional Insured " but the insurer shall agree to waive all rights of subrogation against the City, its officials, agents, employees and volunteers for any work performed for the City by the Named Insured. For building or construction projects, the Contractor shall comply with the provisions of Attachment 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Workers ’ Compensation Commission (TWCC). [ ] Owner's and Contractor's Protective Liability In surance The Contractor shall obtain, pay for and maintain at all times during the prosecution of the work under this contract, an Owner's and Contractor's Protective Liability insurance policy naming the City as insured for property damage and bodily injury which may arise in the prosecution of the work or Contractor's operations under this contract. Coverage shall be on an “occurrence" basis and the policy shall be issued by the same insurance company that carries the Contractor's liability insurance. Policy lim its will be at least $5 00,000.00 combined bodily injury and property damage per occurrence with a $1,000,000.00 aggregate. [ ] Fire Damage Legal Liability Insurance Coverage is required if Broad form General Liability is not provided or is unavailable to the contractor or if a contractor leases or rents a portion of a City building. Limits of not less than each occurrence are required. [ ] Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000.00 per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. RFP #5217 Page 25 of 29 [ ] Builders' Risk Insurance Bu ilders' Risk Insurance, on an All -Risk form for 100% of the completed value shall be provided. Such policy shall include as "Named Insured" the City of Denton and all subcontractors as their interests may appear. [X ] Commercial Crime Provides coverage f or the theft or disappearance of cash or checks, robbery inside/outside the premises, burglary of the premises, and employee fidelity. The employee fidelity portion of this coverage should be written on a “blanket” basis to cover all employees, including new hires. This type insurance should be required if the contractor has access to City funds. Limits of not less than $100,000 each occurrence are required. [ ] Additional Insurance Other insurance may be required on an individual basis for extra hazardous contracts and specific service agreements. If such additional insurance is required for a specific contract, that requirement will be described in the "Specific Conditions" of the contract specifications. RFP #5217 Page 26 of 29 ATTACHMENT 1 [X] Workers’ C ompensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ("certificate")-A copy of a certificate of insurance, a certificate of authority to self -insure issued by the commission, or a coverage agreement (TWCC -81, TWCC -82, TWCC -83, or TWCC -84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - inc ludes the time from the beginning of the work on the project until the contractor's/person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ("subcontractor" in §406.096) - includ es all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner -operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" incl ude, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, o ffice supply deliveries, and delivery of portable toilets. B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas L abor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. D. I f the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing t hat coverage has been extended. E. The contractor shall obtain from each person providing services on a project, RFP #5217 Page 27 of 29 and provide to the governmental entity: 1. a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing coverage for all persons providing services on the project; and 2. no later than seven days after receipt by the contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. F. The contractor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. G. The contractor shall notify the go vernmental entity in writing by certified mail or personal delivery, within 10 days after the contractor knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project. H. The contra ctor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. I. The contractor shall contractually require each person with whom it contracts to provide services on a project, to: 1. provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the project, for the duration of the project; 2. provide to the contractor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the project; 3. provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 4. obtain from each other person with whom it contracts, and provide to the cont ractor: a. a certificate of coverage, prior to the other person beginning work on RFP #5217 Page 28 of 29 the project; and b. a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6. notify the governmental entity in writing by certified mail or personal delivery, withi n 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and 7. Contractually require each person with whom it contracts, to perform as required by paragraphs (1) - (7), with the certificates of coverage to be provided to the person for whom they are providing services. J. By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self -insured, with the commission's Division of Self -Insurance Regulation. Providing false or misleading information may subje ct the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. K. Th e contractor’s failure to comply with any of these provisions is a breach of contract by the contractor which entitles the governmental entity to declare the contract void if the contractor does not remedy the breach within ten days after receipt of notice of breach from the governmental entity. CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)11/08/2013 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).PRODUCER Phone: 972-671-9105 Fax: 972-671-9804 CONTACT NAME:GRAYHAWK INSURANCE & RISK MANAGEMENT GRAYHAWK INSURANCE & RISK MANAGEMENT 1740 NORTH COLLINS, SUITE 200 RICHARDSON TX 75080 PHONE (A/C, No, Ext):972-671-9105 FAX (A/C, No):972-671-9804 E-MAIL ADDRESS:INSURER(S) AFFORDING COVERAGE NAIC #INSURER A :JAMES RIVER INSURANCE COMPANY INSURED ORIENTAL BUILDING SERVICES, INC.2526 MANANA DRIVE #208 DALLAS, TX 75220 INSURER B :PROGRESSIVE COUNTY MUTUAL TEXAS MUTUAL INSURANCE COMPANY INSURER C :RSUI INSURER D: MERCHANTS INSURER E :COVERAGES CERTIFICATE NUMBER:68289 INSURER F :REVISION NUMBER:THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.INSR LTR TYPE OF INSURANCE ADD'L INSR SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY)POLICY EXP (MM/DD/YYYY)LIMITS A GENERAL LIABILITY 00057686-0 05/08/1305/08/14 EACH OCCURRENCE $1,000,000 X COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED PREMISES (Ea occurence)$50,000 X OCCUR MED. EXP (Any one person)$EXCLUDED CLAMS-MADE PERSONAL & ADV NJURY$1,000,000 GENERAL AGGREGATE$2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER:PRODUCTS - COMP/OP AGG$2,000,000 POLICY X PRO-JECT LOC $B AUTOMOBILE LIABILITY 02196982-0 05/08/1305/08/14 COMBINED SINGLE LIMIT (Ea accident)1,000,000 ANY AUTO BODLY INJURY (Per person)$$ALL OWNED AUTOS X SCHEDULED AUTOS BODLY INJURY (Per accident)$X HIRED AUTOS X NON-OWNED AUTOS PROPERTY DAMAGE (per accident)$$A X UMBRELLA LIAB OCCUR 00057688-0 05/08/1305/08/14 EACH OCCURRENCE $5,000,000 CLAIMS-MADE AGGREGATE$5,000,000 DED EXCESS LIAB X RETENTION $10,000 $C WORKERS COMPENSATION AND EMPLOYERS' LIABILITY TSF000124941803/10/1303/10/14 X WC STATU-TORY LIMITS OTH ER $Y / N EL. EACH ACCIDENT $1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED?N N / A EL. DISEASE-EA EMPLOYEE$1,000,000 (Mandatory in NH)If yes, describe under DESCRIPTION OF OPERATIONS below EL. DISEASE-POLICY LIMIT$1,000,000 D EXCESS UMBRELLA NHA232955 05/08/1305/08/14$5,000,000 LIMIT$10,000 RETENTION E JANITORIAL THEFT GUARD BOND 2581 02/15/1302/15/14$100,000 LIMIT DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required)CERTIFICATE HOLDER IS PROVIDED ADDITIONAL INSURED STATUS ON THE GENERAL LIABILITY POLICY BY A BLANKET AUTOMATIC ADDITIONAL INSURED PROVISION THAT PROVIDES ADDITIONAL INSURED STATUS AND ARE PROVIDED A WAIVER OF SUBROGATION FOR GENERAL LIABILITY AND WORKERS COMPENSATION PER THE BLANKET WAIVER OF SUBROGATION ENDORSEMENTS ATTACHED TO THE POLICIES ONLY WHEN THE IS A WRITTEN CONTRACT BETWEEN THE NAMED INSURED AND THE CERTIFICATE HOLDER. CERTIFICATE HOLDER IS NAMED AS ADDITIONAL INSURED AND WAIVER OF SUBROGATION ON THE AUTO POLICY.CERTIFICATE HOLDER CANCELLATION CITY OF DENTON RFP #5317 901B TEXAS STREET DENTON, TX 76209 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.AUTHORIZED REPRESENTATIVE Attention:Robert Dreiling ACORD 25 (2010/05)The ACORD name and logo are registered marks of ACORD © 1988-2010 ACORD CORPORATION. All rights reserved.Exhibit C Signature on File RFP #5217 Page 29 of 29 CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 1491, 80th Leg., Regular Session . This questionnaire is being filed in accordance with chapter 176 of the Local Government Code by a person who has a business rel ationship as defined by Section 176.001(1 -a) with a local governmental entity and the person meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the person becomes aware of facts that require the statement to be filed. See Section 176.006, Local Go vernment Code. A person commits an offense if the person knowingly violates Section 176.006, Local Government Code. An offense under this section is a Class C misdemeanor. OFFICE USE ONLY Date Received 1 Name of person who has a business relationship with local governmental entity. 2 Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7 th business day after the date the originally filed questionnaire becomes incomplete or inaccurate.) 3 Name of local government officer with whom filer has an employment or business relationship. Name of Officer This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the filer has an employment or other business relationship as defined by Section 176.001(1 -a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the filer of the questionnaire? Yes No B. Is the filer of the questionnaire receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in this section AND the taxable income is not received from the local governmental entity? Yes No C. Is the filer of this questionnaire employed by a corporation or o ther business entity with respect to which the local government officer serves as an officer or director, or holds an ownership of 10 percent or more? Yes No D. Describe each affiliation or business relationship. 4 Signature of person doing business with the governmental entity Date Exhibit D X X X November 7, 2013 Steve Gye Signature on File Exhibit E Signature on File Signature on File Signature on File Signature on File Signature on File