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Contract 2018-35 • AGREEMENT FOR MATERIALS FOR WATER AND SEWER OPERATIONS THIS AGREEMENT, is made and entered into this $6 day of 2018, by and between the CITY OF CLERMONT, FLORIDA, a muni i 1 corporation under the laws of the State of Florida whose address is: 685 W. Montrose Street, Clermont, Florida, (hereinafter referred to as "CITY"), and FERGUSON ENTERPRISES, INC, whose address is: 1470 Bobby Lee Point, Sanford, FL 32771, (hereinafter referred to as "CONTRACTOR"). WHEREAS, the Volusia County B.C.C. through the public procurement process awarded an Agreement for water and sewer pipes and related materials, Volusia County B.C.C., number 15-B-154AK; WHEREAS,CITY desires to utilize the above-referenced awarded bid, CONTRACTOR's response thereto and Agreement in accordance with CITY's procurement policy; and WHEREAS,CONTRACTOR desires to enter into a contract with CITY based on the terms and conditions of the Volusia County B.C.C., contract number 15-B-154AK. WITNESSETH: That the parties hereto, for the consideration hereinafter set forth, mutually agree as follows: ARTICLE I—SCOPE OF WORK The CONTRACTOR shall provide water and sewer pipes and related materials as described in the Volusia County B.C.C., contract number 15-B-154AK, which is attached hereto and incorporated herein as Exhibit "A" and shall do everything required by this Agreement and the other Agreement Documents contained in the specifications,which are a part of these Documents. Provided, however, that nothing herein shall require CITY to purchase or acquire any items or services from CONTRACTOR. To the extent of a conflict between this Agreement and Exhibit"A",the terms and conditions of this Agreement shall prevail and govern. In all instances the CITY purchasing policy, resolutions and ordinances shall apply. ARTICLE II —THE CONTRACT SUM CITY shall pay CONTRACTOR,for the faithful performance of the Agreement as set forth in the Agreement documents and the Unit Price Schedule as set forth in Exhibit `B', attached hereto and incorporated herein. ARTICLE III—TERM AND TERMINATION 1. This Agreement is to become effective upon execution by both parties,and shall remain in effect until October 14, 2018, unless terminated or renewed as provided by the Volusia County B.C.C. 4 2. Notwithstanding any other provision of this Agreement, CITY may, upon written notice to CONTRACTOR, terminate this Agreement if: a) without cause and for convenience upon thirty (30) days written notice to CONTRACTOR b) CONTRACTOR is adjudged to be bankrupt; c) CONTRACTOR makes a general assignment for the benefit of its creditors; d) CONTRACTOR fails to comply with any of the conditions of provisions of this Agreement; or e) CONTRACTOR is experiencing a labor dispute, which threatens to have a substantial, adverse impact upon performance of this Agreement, without prejudice to any other right or remedy CITY may have under this Agreement. In the event of such termination, CITY shall be liable only for the payment of all unpaid charges, determined in accordance with the provisions of this Agreement, for work,properly performed and accepted prior to the effective date of termination. 3. Upon mutual Agreement of the parties,this Agreement maybe renewed for two (2)additional one(1) year terms. ARTICLE IV—COMMENCEMENT AND COMPLETION OF WORK The CONTRACTOR shall provide all items in the timeframe as set forth in the applicable purchase order or notice to proceed. ARTICLE V—PAYMENTS In accordance with the provisions fully set forth in the Contract Documents, CONTRACTOR shall submit an invoice to CITY upon completion of the services and delivery to CITY as set forth in the applicable purchase order. CITY shall make payment to the CONTRACTOR for all accepted and undisputed services provided, within thirty (30)calendar days of receipt of the invoice. ARTICLE VI—DISPUTE RESOLUTION - MEDIATION 1. Any claim, dispute or other matter in question arising out of or related to this Agreement shall be subject to mediation as a condition precedent to voluntary arbitration or the institution of legal or equitable proceedings by either party. • 2. The CITY and CONTRACTOR shall endeavor to resolve claims, disputes and other matters in question between them by mediation. 3. The parties shall share the mediator's fee and any filing fees equally. The mediation shall be held in Clermont,Lake County,Florida,unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement Agreements in any court having jurisdiction thereof. 2 ARTICLE VII—INSURANCE AND INDEMNIFICATION RIDER 1. Worker's Compensation Insurance - The CONTRACTOR shall take out and maintain during the life of this Agreement Worker's Compensation Insurance for all his employees connected with the work of this Project and, in case any work is sublet,the CONTRACTOR shall require the subcontractor similarly to provide Worker's Compensation Insurance for all of the latter's employees unless such employees are covered by the protection afforded by the CONTRACTOR. Such insurance shall comply with the Florida Worker's Compensation Law. In case any class of employees engaged in hazardous work under this Agreement at the site of the Project is not protected under the Worker's Compensation statute, the CONTRACTOR shall provide adequate insurance, satisfactory to the CITY, for the protection of employees not otherwise protected. 2. CONTRACTOR's Public Liability and Property Damage Insurance - The Contactor shall take out and maintain during the life of this Agreement Comprehensive General Liability and Comprehensive Automobile Liability Insurance as shall protect it from claims for damage for personal injury, including accidental death, as well as claims for property damages which may arise from operating under this Agreement whether such operations are by itself or by anyone directly or indirectly employed by it, and the amount of such insurance shall be minimum limits as follows: (a) CONTRACTOR's Comprehensive General, $1,000,000 Each ($2,000,000 aggregate) Liability Coverages, Bodily Injury Occurrence, & Property Damage Combined Single Limit (b) Automobile Liability Coverages, $1,000,000 Each Bodily Injury&Property Damage Occurrence, Combined Single Limit (c) Premises-Operations, $2,000,000. Products/CompOps Aggregate (d) Products-Completed Operation, $1,000,000. Personal/Advertising Injury Insurance clause for both BODILY INJURY AND PROPERTY DAMAGE shall be amended to provide coverage on an occurrence basis. 3. SubCONTRACTOR's Public Liability and Property Damage Insurance-The CONTRACTOR shall require each of his subCONTRACTORs to procure and maintain during the life of this subcontract, insurance of the type specified above or insure the activities of his subCONTRACTORs in his policy, as specified above. 4. Indemnification Rider (a) To cover to the fullest extent permitted by law, the CONTRACTOR shall indemnify and hold harmless the CITY and its agents and employees from and against all claims, damages, losses and expenses, including but not limited to attorneys fees, arising out of or resulting from the performance of the Work, provided that any such claim, damage, loss or expense (1) is attributable to bodily injury, sickness, 3 disease or death,or to injury to or destruction of tangible property(other than the Work itself) , and (2) is caused in whole or in part by any negligent act or omission of the CONTRACTOR, any subCONTRACTOR, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable,regardless of whether or not it is caused in part by a party indemnified hereunder. Such obligation shall not be construed to negate, abridge, or otherwise reduce any other right to obligation of indemnity which would otherwise exist as to any party or person described in this Article. (b) In any and all claims against the CITY or any of its agents or employees by any employee of the CONTRACTOR, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, the indemnification obligations under this Paragraph shall not be limited in any way by any limitation on the amount or type of damages,compensation or benefits payable by or for the CONTRACTOR or any subcontractor under workers'or workmen's compensation acts,disability benefit acts or other employee benefit acts. (c) The CONTRACTOR hereby acknowledges receipt of ten dollars and other good and valuable consideration from the CITY for the indemnification provided herein. ARTICLE VIII—NOTICES All notices shall be in writing and sent by United States mail, certified or registered, with return receipt requested and postage prepaid,or by nationally recognized overnight courier service to the address of the party set forth below. Any such notice shall be deemed given when received by the party to whom it is intended. CONTRACTOR: Ferguson Enterprises, Inc. 1470 Bobby Lee Point Sanford, FL 32771 Attn: Justin Montandon, Municipal Sales CITY: City of Clermont Attn: Darren Gray,City Manager 685 W. Montrose Street Clermont, FL 34711 4 LillIMI ARTICLE IX—MISCELLANEOUS 1. Attorneys' Fees. In the event a suit or action is instituted to enforce or interpret any provision of this Agreement, the prevailing party shall be entitled to recover such sum as the Court may adjudge reasonable as attorneys' fees at trial or on any appeal, in addition to all other sums provided by law. 2. Waiver. The waiver by city of breach of any provision of this Agreement shall not be construed or operate as a waiver of any subsequent breach of such provision or of such provision itself and shall in no way affect the enforcement of any other provisions of this Agreement. 3. Severability. If any provision of this Agreement or the application thereof to any person or circumstance is to any extent invalid or unenforceable, such provision,or part thereof, shall be deleted or modified in such a manner as to make the Agreement valid and enforceable under applicable law, the remainder of this Agreement and the application of such a provision to other persons or circumstances shall be unaffected, and this Agreement shall be valid and enforceable to the fullest extent permitted by applicable law. 4. Amendment. Except for as otherwise provided herein, this Agreement may not be modified or amended except by an Agreement in writing signed by both parties. 5. Entire Agreement. This Agreement including the documents incorporated by reference contains the entire understanding of the parties hereto and supersedes all prior and contemporaneous Agreements between the parties with respect to the performance of services by CONTRACTOR. 6. Assignment. Except in the event of merger, consolidation, or other change of control pursuant to the sale of all or substantially all of either party's assets, this Agreement is personal to the parties hereto and may not be assigned by CONTRACTOR, in whole or in part, without the prior written consent of city. 7. Venue. The parties agree that the sole and exclusive venue for any cause of action arising out of this Agreement shall be Lake County, Florida. 8. Applicable Law. This Agreement and any amendments hereto are executed and delivered in the State of Florida and shall be governed, interpreted, construed and enforced in accordance with the laws of the State of Florida. 9. Public Records. Contractor expressly understands records associated with this project are public records and agrees to comply with Florida's Public Records law, to include, to: (a) Keep and maintain public records that ordinarily and necessarily would be required by the CITY in order to perform the services contemplated herein. 5 (b) Provide the public with access to public records on the same terms and conditions that the CITY would provide the records and at a cost that does not exceed the cost provided in this Florida's Public Records law or as otherwise provided by law. (c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law, (d) Meet all requirements for retaining public records and transfer, at no cost, to the CITY all public records in possession of CONTRACTOR upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. CONTRACTOR shall use reasonable efforts to provide all records stored electronically to the CITY in a format that is compatible with the information technology systems of the CITY. (e) IF CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTRACTOR SHALL CONTACT THE CITY'S CUSTODIAN OF PUBLIC RECORDS AT CITY CLERK'S OFFICE, (352) 241-7331. ARTICLE X—AGREEMENT DOCUMENTS The Agreement Documents, as listed below are herein made fully a part of this Agreement as if herein repeated. Document Precedence: 1. This Agreement 2. Purchase Order/Notice to Proceed 3. All documents contained in Volusia County B.C.C., contract number 15-B-154AK. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on this day of ,2018. 6 City of Clerm:nt , Gail L. Ash, Mayor "'�Attest: ice.✓//� Tracy Ackro • Howe, City Clerk Ferguson Enterprises, Inc. ty,477 By: 3-i)S-w^ m e o tavIA3 n (Name Printed or Typed) Mvr‘i t; \ St..\4f Title Attest: Corporate Seci4tary / 7lorKLoh (Name Printed or Typed) 7 EXHIBIT A Master Agreement NO. 780 3845-5 Volusia County TERM: 2015-10-15 to 2018-10-14 Page 1 of I FLORIDA Date Issued: 04/17/17 Vendor contact: County contact: Bill To: Name: JUSTIN MONTANDON Name: DOROTHY FOSTER County of Volusia Phone:407-859-7473 Ext.: Phone: 386-822-6465 Ext.: UTILITIES OPERATION E-mail:JUSTIN.MONTANDON@FERGUSON.COM E-mail: dfoster©volusia.org 3151 E New York Ave.,2nd Floor DELAND,FL 32724 Vendor Name: Vendor No.FEE22900000 Ship To: FERGUSON ENTERPRISES INC UTILITIES OPERATION ""PROJECT SITE"" 801 THORPE ROAD VOLUSIA COUNTY,FL 32724 ORLANDO,FL 32824-8016 Solicitation Number: 15-B-154AK Purchasing Analyst: VICTORIA BERTLING Phone:386-626-6626 Ext.: E-mail: 86-6n-6626 sia.org Award Date: 2015-10-15 Award Authorization: COUNCIL Payment Terms: Net 45 Days, FOB Dest, Freight allowed Document Description: Materials for Water&Sewer Operations 15-B-154AK Line Commodity ! Unit Price or 7 Item Code Unit Description Contract Amount 1 89000 EA Materials for Water&Sewer Operations per attached price list. 0.000000 County of Volusia Jeaniene Jennings CPPB Sales Tax Exemption Number Purchasing&Contracts Director 85-80I2622393C-9 Remainder of page is blank A delivery order is required for the release of items/services from the referenced Master Agreement. If a solicitation number is referenced then the terms and conditions of said solicitation become part of the Master Agreement. Deviation from prices stated is not permitted without a signed corrected Change Order. If vendor terms and conditions conflict with Count of Volusia Terms and Conditions.the County's Terms and Conditions prevail. See reverse side for terms and conditions. Purchase Order (PO) or Master Agreement (MA) Terms and Conditions Providing any good or service constitutes acceptance of this entire PO or MA without exception. In the event this document is issued based on a solicitation or quote, the terms and conditions of the solicitation or quote prevail. Acceptance.Products/Services purchased as result of this PO or MA may be tested for compliance with specifications. Items delivered not in conformance with the specifications may be rejected and returned at the Provider's expense. Those items and items not delivered by the delivery date specified in the accepted offer and/or PO or MA may be purchased on the open market. Cancellation of Order. A request by either party to PO to cancel the order at no cost. Delivery. Title and risk of foss shalt pass when items have been received,inspected.and accepted by County of Volusia("County"). All associated shipping, insurance,and other related costs shall be borne by Provider. Discontinued. Provider shall give County 30 (thirty) days advance notice of a discontinued item(s) so that County can purchase additional quantities of discontinued item(s). County must give written approval of replacement(s) if they exceed previous price or fail to meet quality. form. fit, or function of the discontinued item. Time is of the essence regarding Performance of Services and this PO or MA can be terminated by the County for convenience, non-appropriation of funds,or non-performance. Disputes. ft such dispute arises under this PO or MA and is not resolved informally by the parties within five(5)business days. the party bringing a claim ("Disputing Party')shall deliver to the first level representative of the other party a written statement("Dispute Notice')describing the dispute. If the respective representatives cannot resolve the dispute within ten(10)days.the dispute shall be escalated through two higher levels of management. If the dispute has not been resolved within 25(twenty-five)calendar days after delivery of the Disputing Party's notice.either party may give written notice to the other party declaring the resolution process terminated and pursue other legal recourse or initiate formal non-binding mediation before a single mediator,which shall be completed within 30 (thirty)days of initiation,in accordance with rules of practice and procedure adopted by the Supreme Court of Florida for court-ordered mediation.Rule 1.700,et seq..of the Florida Rules of Civil Procedure,and Chapter 44,Florida Statutes. If the dispute remains unresolved after conducting such mediation,then either party may proceed to finalize such termination remedies and commence litigation in a court of competent jurisdiction. Governing Law/JurisdictionNenue. This PO or MA shall be governed by the laws of the State of Florida and venue for any litigation arising from this PO or MA shall be in the County of Volusia.Florida.and any trial shall be non-jury. Provider shall comply with all applicable laws and regulations. Insurance. For goods and services delivered or performed by Provider on County premises.Provider certifies it maintains comprehensive general liability insurance and auto insurance in the amounts identified in the solicitation and/or contract and any amendments thereto pertaining to this PO or MA,or from an A.M.Best'A-" or better rated insurance firm authorized by the State of Florida Insurance Commissioner. The County reserves the right to require the"County of Volusia"be named as additional insured for projects when deemed necessary. For services performed off County premises and goods delivered by third party carriers,the Provider shall use such carriers that maintain such insurance coverage as set forth above. Intellectual Property. Provider agrees to protect,defend,indemnify,and save the County,its agents.officials.including elected officials.and employees of the County harmless from and against any and all claims,demands,actions.and causes of action which may arise asserting that a copyright,trademark.trade secret. or patent("Intellectual Property").as provided under this PO or MA.infringes or misappropriates any third party's Intellectual Property. If Provider must pay a third party any license,royalty,or other such usage fee in order to deliver the item(s)under this PO or MA,such third party and usage fee must be specified in the Provider's offer to sell to the County. Indemnification. The Provider shall indemnify. defend. and hold harmless the County and its agents, officers. and employees. from and against aft claims, damages.losses.and expenses,including.but not limited to,attorney's fees arising out of or resulting from the provision of goods and/or services pursuant to the Agreement and/or this PO or MA, provided that the claim,damage,loss.and expense is caused in whole or in part by any negligent act or omission of the Provider,or anyone directly or indirectly employed by Provider or anyone for whose acts the Provider may be liable hereunder,except the Provider will not be required to indemnify and hold the County harmless if such Claim,damage,loss,and expense is the result of the negligence of the County or of anyone directly or indirectly employed by the County or anyone for whose acts the County may be liable. Modification&Assignment. County may unilaterally change,at no additional cost,the quantity and receiving point within the County for items not yet shipped. All other items must be mutually agreed upon in writing. County is not required to pay for defective items,back-orders,late deliveries,those quantities exceeding the PO or MA quantity.or items shipped at a higher price than stated on the PO or MA. Neither this PO or MA nor any interest herein shall be assigned.transferred,or encumbered by Provider except as authorized in writing by the County. Notices. All notices given by one party to the other party under this PO or MA shall be delivered to the receiving party's address set forth on this PO either by hand, qualified courier.or e-mail and shall be deemed received the day after it is transmitted. For the County.it shall be addressed to the Purchasing and Contracts Department.123 West Indiana Avenue.3rd Floor,Deland.Florida,32720 or purchasing@volusia.org. No Waiver. Except as expressly set forth herein,no failure or delay on the part of County in exercising any right,power.or remedy hereunder shall operate as or be deemed a waiver thereof,nor shall any single or partial exercise of any right.power,or remedy preclude any other or further exercise thereof,or the exercise of any other right.power,or remedy. Order of Precedence. In the event of conflict between this PO or a Master Agreement(MA),the originating Volusia County contract and amendments thereto shall be controlling. This control shall pertain to all specifications and scopes of work included in the originating Volusia County contract and any amendments thereto. Payment. Except for construction services,which shall be paid pursuant to the Florida Prompt Payment Act,County shall pay Provider within 45(forty-five)days after receipt of an accurate and undisputed invoice,unless the County accepts a prompt payment discount from Provider and the goods or services are not defective. Invoice,packing slip.delivery receipt,order acknowledgement,and correspondence shall clearly indicate the PO or MA number. Any additional or different terms and conditions on Provider's documents shall be considered null and void. The County may deduct amounts it is due from Provider's payment or not pay disputed invoices until such dispute is resolved. Nothing in this PO or MA shall create any obligation on the part of the County to pay directly to any Subcontractor of Provider any monies due to such subcontractor or claims of such subcontractor for amounts owed by Provider to subcontractor for goods or Services provided under this PO or MA. Sovereign Immunity. The County expressly retains all rights,benefits and immunities of sovereign immunity in accordance with Section 768.28.Florida Statutes. Notwithstanding anything set forth in any section of the Agreement,Master Agreement,and/or this Purchase Order to the contrary,nothing in any such documents Shall be deemed as a waiver of immunity or the limitations of liability of the County beyond any statutory limited waiver of immunity or limits of liability which may have been or may be adopted by the Florida Legislature.and the cap on the amount and liability of the County for damages regardless of the number or nature of claims in tort,equity,or contract shall not exceed the dollar amount set by the legislature for tort. Nothing in the Agreement,Master Agreement,or this Purchase Order shall inure to the benefit of any third party for the purpose of allowing any claim against the County,which would otherwise be barred under the doctrine of Sovereign immunity or by operation of law. Taxes County is exempt from Manufacturers'Federal Excise Tax)Exemption#49-6000-885)and Florida sales tax(Exemption#85-8012622393C-9). Certificates are available at www.volusia.org/purchasing. After accessing the foregoing website,select,"Doing Business with Volusia County'and-Consumer Certificate of Tax Exemption"from the available menu screens to see a copy of the certificates. Termination for Convenience. The County may cancel the PO or MA in whole or part when it is in the best interest of the County with thirty(30)days notice.. UCC. In addition to any rights or remedies contained in this P.O..each party shall have rights.duties.and remedies available through the Uniform Commercial Code(UCC). Warranty. Provider warrants that all Work or Services performed under this PO or MA shall be performed in a good and competent workmanlike manner to the satisfaction of the County,and materials shall be of good quality(unless otherwise stated on PO or MA).and free from defects and pursuant to specifications and requirements of the contract related to this PO or MA. Volusia County Purchasing & Contracts Division, (rev. 03-17-16apprvd CH) File Number: 3224 Page 1 of 2 Date: 10/15/2015 AGENDA ITEM Item: 27 [] Ordinance []Resolution (]Budget Resolution j [X]Other Department: Public Works Division: Water Resources and Utilities Subject: Contracts for materials for water and sewer Operations, ITB 15-B-154AK. John Angiulli Jeaniene Jennings Legal County Manager's Office Director Public Works Director Purchasing (11/4, 1 Daniel D. Eckert Donna de Peyster .(6,- C 4` County Attorney Deputy County Director Legal Manager Approved in Department Department Approval 1 Accordance with YYY'''�tuIJ00"4"... A . ') , Purchasing Policies and .1 Procedures Michael Ulrich Tammy Bong Approved as to Form Director Water and Director Management and Legality Utilities and Budget Division Approval Approved as to Budget Requirements Council Action: Approved as Recommended. Modification: Fund Number(s): Description: Amount: i 457 Water And Sewer Utilities 457-780-6010-4670 Maintenance of $145,000.00 Equipment-Water Distribution and Wastewater Collections Total Item Budget: $145,000.00 Staff Contact(s): Phone: Ext. John Angiulli 386 736 5965 12712 Michael Ulrich 386 943 7027 12724 Summary/Highlights: The county received three bids, as shown on the attached tabulation sheet, for materials for water and sewer operations. Estimated annual expenses are $145,000. Staff recommends award and approval of a contract for three years with the availblity of two subsequent one-year renewals to the following: Ferguson Waterworks, Sanford, Fla.; HD Supply Waterworks, LTD., Orlando, Fla.; Hayes Pipe Supply, Inc., Lake Helen, Fla. A copy of the solicitation (contract), without exhibits, is attached. A copy of the fully executed contract with the same terms and conditions described in the solicitation with each 1 bidder/contractor is available for review in the purchasing and contracts division. File Number: 3224 Page 2 of 2 Recommended Motion: Approval. Budget 2-2 Recommendation of Award 15-B-154AK ALL BIDS ACCEPTED BY THE COUNTY OF VOLUSIA ARE SUBJECT TO THE COUNTY'S TERMS AND CONDITIONS. ANY AND ALL ADDITIONAL Materials for Water and Sewer Operations TERMS AND CONDITIONS SUBMITTED BY THE BIDDERS ARE REJECTED AND SHALL HAVE NO FORCE AND EFFECT BIDS FROM THE VENDORS LISTED HEREIN ARE THE ONLY BIDS RECEIVED TIMELY AS OF THE CLOSING DATE AND TIME. ALL OTHER BIDS SUBMITTED IN RESPONSE TO THIS SOLICITATION.IF ANY.ARE HEREBY REJECTED AS LATE. Vdusio.a untY reed,by Andrew Kokitus,Procurement Analyst Ferguson Waterworks HD Supply Waterworks,LTD Hayes Pipe Supply Inc. lir by Jennifer Ditslear 1470 Bobby Lee Point.Sanford.FL 32771 590 Ferguson Drive.Orlando.FL 32805 600 W MainStreet.Lake Helen.FL 32744 Bid on September n,2015 Justin Monlandon.Municipal Sales David Bryant.Branch Manager Josh Hart.Operations Manager Recommendation of Award: 407-859-7473 Fax 407-859-9561 407-291-1545 Fax 407-291-2006 386-228-9819 Fax.386-228-9823 Ferguson Waterworks justin.monlan_don(rDferqusorLcom Paul Lh9mas(a)hdsuppfy,com ihartahay_espiCie.02a1. HD Supply Waterworks.LTD Total Bid Price: Total Bid Price: Total Bid Price: Hayes Rpe Supply.Inc S45.395 08 $51.635 30 548 052 03 Recommendation of Award posted on September 23,2015 Average Percentage Discount: Average Percentage Discount: Average Percentage Discount: County Council approval anticipated on October 15.2015 57 00% 46% _ 45 80% Paye 1 re SUBMIT TO: COUNTY OF VOLUSIA PURCHASING&CONTRACTS 123 W. INDIANA AVE.,RM.302 :: ::2720608 VoluaCunty: FLORIDA INVITATION TO BID Andrew G.Kokitus 386-943-7009 AN EQUAL DELAND. 386-736-5935 OPPORTUNITY www.volusia.org/ourchasing DAYTONA BEACH' 386-257-6000 EMPLOYER NEW SMYRNA REACH: 386.423-3300 TITLE: NUMBER: SUBMITTAL DEADLINE: Materials for Water and Sewer Operations 15-B-154AK September 17,201S at 3:00 p.m.,ET DO NOT RESPOND TO THIS SOLICITATION ON LINE—SEE SECTION 2.3,DELIVERY OF BIDS PRE BID DATE,TIME AND LOCATION: August 27,2015 at 11:00 a.In.,ET SUBMIT7ALS RECEIVED AFTER ABOVE DATE West Volusia Transfer Station Conference Room AND TIME WILL NOT RE CONSIDERED 3151 E.New York Aye, Deland,FL 32724 FIRM'S NAME: Ferguson Waterworks MAILING ADDRESS: The vendor acknowledges that information provided in this Bid is true 1470 Bobby Lee Point and correct. • CITY—STATE—ZIP: X Sanford, F1 32771 Aut ized Signature E-MAIL ADDRESS: J stin Montandon justin.montandon@ferguson.com Typed Name TELEPHONE NO: FAX NO: Municipal Sales 9/8/2015 407-859-7473 407-859-9561 Title bale FEDERAL.ID NO,OR SOCIAL SECURITY NO. 54-1211771 THIS FORM MUST BE COMPLETED AND RETURNED WITH YOUR RESPONSE GENERAL CONDITIONS AND INSTRUCTIONS ••••PLEASE REM)CAREFULLY•••• Individuals covered by the Americans with Disabilities Act of 1990 in need of accommodations to attend public openings or meetings sponsored by the Volusia County Purchasing and Contracts Division shall contact the County's ADA Coordinator at 386-248-1760,at least two(2)business days prior to the scheduled opening or meeting. /. SUBMISSION OF OFFERS: All offers shall be submitted in a scaled envelope or 6. INTERPRETATION/ADDENDA: Any questions concerning conditions and package. The invitation number,title,and opening date shall be clearly displayed on the specifications shall be directed to the designated contact person. Those interpretations outside of the scaled envelope or package. The delivery of responses to the Volusia which may affect the eventual outcome of the invitalions'offer shall be furnished in writing County Purchasing and Contracts Division Office prior to the specified date and time is to prospective offerors. solely and strictly the responsibility of the offeror. Any submittal received in the Purchasing and Contracts Division Office after the specified date and time will not be No interpretation shall be considered binding unless provided in writing by the('ounty of considered. l'ulusia Purchasing and Contracts Division in the form of an addendum. Any addenda issued shall bt acknowledged by signature and retuned with offeror's response. Responses shall be submitted on fors provided by the County. Additional information may be attached to the submitral. Facsimile submissions are NOT acceptable. No offer Failure to acknowledge addenda may result iu the offer not being considered. may be modified after acceptance. No offer may be withdrawn after opening for a period of ninety(90)days unkss otherwise specified. 7. INCURRF•D EXPENSES: This invitation does not commit the County to make an award nor shall the County be responsible for any cost or expense which may be incurred .2. EXECUTION OF OFFER: Offer shall contain a manual signature in the space(s) by any Bidder in preparing and submitting a reply,or any cost or expense incurred by any provided of a representative authorized to legally bind the offeror to the provisions Bidder prior to the execution of a purchase order or Conlract/Agrecment. therein. All spaces requesting information from the offeror shall be completed. Responses shall be typed or printed in ink. Use of erasable ink or pencil is not permitted. 8. DISADVANTAGED BUSINESSES: The County of Volusia, Florida, has adopted Any correction wade by the offeror to any entry must be initialed. policies which assure and encourage the full participation of Disadvantaged Rosiness Enterprises(OBE)art the provision of goods and services. 3. OPENING: Opening shall be public in the Volusia County Purchasing and Contracts Division immediately following the advertised deadline date and time for receipt of 9. LOCAL BUSINESSES: The County Council has established a policy to encourage submittals. Pursuant to Section 119.07(3) (0) Florida Statute.; (1991)iso further participation of local businesses in the provision of goods and services. The County will information regarding offers submitted will be made public until such time of intended endeavor to assist local businesses to achieve this goal. award or thirty(30)days,whichever is earlier. A. General Conditions 4. PUBLIC RECORD: 'lite County of Volusia,Florida,is governed by the Public Record Local Businesses:A prime contractor or subcontractor duly licensed and authorized to Law,Chapter 119,Florida Statutes. engage in the particular business in Lake,Orange,Osceola,Seminole or Volusia County, Florida,and holds a valid local business tax receipt for that place of business for a S. CI.ARIFICATION/CORRECr1ON OF F:N t RY: the County of Volusia reserves the minimum six(6)months prior to the date of submittal of the Bid or quote to the County. right to allow for the clarification of questionable entries and the correction of OBVIOUS MISTAKES. CONTINUED ON NEXT PAGE 10. PRICING: Unless otherwise specified prices offered shall remain firm for a period of employees from liability of any nature of kind,including cost and expenses for or on at least ninety(90)days;all pricing of goods shall include FOB DESTINATION,all account of any copyrighted,registered,patented,or unpatented invention,process,or article packing,handling,shipping charges and delivery to any point(s)within the County to a manufactured or used in the provision of goods and/or services,including use by the County secure area or inside delivery;all prices of services shall include all expenses necessary of Volusia. If the supplier/provider uses any design,device,or materials covered by letters, to provide the service at the location specified patent,copyright,or registration,it is mutually agreed and understood without exception that the quoted price shall include all royalties or costs arising from the use of such design, 11. ADDITIONAL TERMS&CONDITIONS: The County of Volusia reserves the right device,or materials in any way involved. to reject offers containing terms or conditions contradictory to those requested in the invitation specifications. 23. TRAINING: Unless otherwise specified suppliers/providers may be required at the convenience of and at no expense to the County to provide training to County personnel in 12. TAXES: The County of Volusia is exempt from Federal Excise Taxes and all sales the operation and maintenance of any item purchased as a result of this invitation. taxes. Florida State Exemption Certificate No.85-8012622393C-9. 24. ACCEPTANCE: Products purchased as a result of this invitation may be tested for 13. DISCOUNTS: All discounts except those for prompt payment shall be considered in compliance with specifications. Items delivered not conforming to specifications may be determining the lowest net cost for evaluation purposes. rejected and returned at Bidder's expense. Those items and items not delivered by the delivery date specified in accepted offer and/or purchase order may be purchased on the 14. MEETS SPECIFICATIONS: The offeror represents that all offers to this invitation open market. Any increase in cost may be charged against the Bidder. shall meet or exceed the minimum requirements specified. 25. SAFETY WARRANTY: Any awarded supplier/provider including dealers,distributors, IS. BRAND NAME OR EQUAL: If items requested by this invitation have been and/or manufacturers shall be responsible for having complied with all Federal,State,and identified in the specifications by a Brand Name "OR EQUAL" description, such local standards,regulations,and laws concerning the product or service specified,and the identification is intended to be descriptive and not restrictive and is to indicate the use thereof,applicable and effective on the date of manufacture or use or date in service quality and characteristics of products that will be acceptable. Offers proposing"equal" including safety and environmental standards as apply to both private industry and products will be considered for award if such products are clearly identified in the offer governmental agencies. and are determined by the County to meet fully the salient characteristic requirements listed in the specifications. 26. WARRANTY: The offeror agrees that, unless otherwise specified, the product and/or service furnished as a result of this invitation and award thereto shall be covered by the Unless the offeror clearly indicates in his/her offer that he/she is proposing an"equal" most favorable commercial warranty the offeror gives to any customer for comparable product, the offer shall be considered as offering the same brand name product quantities of such products and/or services and that the right and remedies provided herein referenced in the specifications. are in addition to and do not limit any rights afforded to the County of Volusia by any other provision of the invitation/offer. If the offeror proposes to furnish an"equal"product,the brand name of the product to be furnished shall be clearly identified. The evaluation of offers and the determination as to 27. AWARD: As the best interest of the County may require,the County reserves the right to equality of the product offered shall be the responsibility of the County and will be based make award(s)by individual item,group of items,all or none,or a combination thereof,on on information furnished by the offeror. The Purchasing and Contracts Division is not a geographical basis and/or on a countywide basis with one or more supplier(s) or responsible for locating or securing any information which is not identified in the provider(s);to reject any and all offers or waive any irregularity or technicality in offers response and reasonably available to the Purchasing and Contracts Division. To insure received. Offerors are cautioned to make no assumptions unless their offer has been that sufficient information is available the offeror shall furnish as part of the response all evaluated as being responsive. Any or all award(s)made as a result of this invitation shall descriptive material necessary for the Purchasing and Contracts Division to determine conform to applicable ordinances of the County of Volusia.Florida. whether the product offered meets the salient characteristics required by the specifications and establish exactly what the offeror proposes to furnish and what the 28. VIOLATIONS: Any violation of any of the stipulations,terms,and/or conditions fisted County would be binding itself to purchase by making an award. and/or included herein may result in the offeror/Bidder being removed from the County Bid list and the offeror/Bidder being disqualified from doing business with the County for a 16. SAMPLES: When required,samples of products shall be furnished with response to the period of time to be determined on a case-by-case basis. County at no charge. Samples may be tested and will not be returned to the offeror. The result of any and all testing shall be made available upon written request. 29. For purposes of this Invitation and evaluation of responses hereto the following shall apply: unit prices shall prevail over extended prices;written matter shall prevail over typed matter; 17. SILENCE OF SPECIFICATIONS: The apparent silence of these specifications or numbers spelled in word form shall prevail over Arabic numerals("one"over"I"). When any supplemental specifications as to details or the omission from same of any detailed not inconsistent with context words used in the present tense include the future,words in the description concerning any point, shall be regarded as meaning that only the best plural number include the singular number,and words in the singular number include the commercial practices are to prevail and that only materials of first quality and correct plural number. The word"shall"is always mandatory and not merely directory. type,size,and design are to be used. All workmanship shall be first quality. All interpretations of specifications shall be made upon the basis of this statement. 30. DEFINITIONS: COUNTY—The term"County"herein refers to the County of Volusia,Florida,and its 18. GOVERNING LAWS: Any Agreement to purchase resulting from this invitation shall duly authorised representatives and any jurisdiction within Volusia County. be governed by the laws,regulations,and ordinances of the State of Florida and the County of Volusia,Florida. Venue shall be non-jury in the Circuit Court of Volusia OFFEROR — The term "offeror' used herein refers to any dealer, manufacturer, County,Florida. representative,distributor,or business organization submitting an offer to the County in response to this invitation. 19. ASSIGNMENT: Any agreement to purchase issued pursuant to this invitation and award thereof and the monies which may become due hereunder are not assignable BIDDER — The term "Bidder" used herein refers to any dealer, manufacturer, except with the prior written approval of the County. representative,distributor,or business organization that will be or has been awarded a contract and/or purchase order pursuant to the terms and conditions of the invitation and 20. CONTENT OF INVITATION/RESPONSE: The contents of this invitation,all terms, accepted offer. conditions, specifications, and requirements included herein and the accepted and awarded response thereto may be incorporated into an agreement to purchase and USING AGENCY—The term"using agency"used herein refers to any department, become legally binding. Any terms, conditions, specifications, and/or requirements division,agency,commission,board,committee,authority,or another unit in the County specific to the item or service requested herein shall supersede the requirements of the government using supplies or procuring contractual services as provided for in the "GENERAL CONDITIONS AND INSTRUCTIONS." Purchasing Ordinance of the County of Voltaire.Florida. 21. LIABILITY: The supplier/provider shall hold and save the County of Volusia, its HEAVY DUTY- The item(s)to which the term"Heavy Duty"is applied shall exceed officers,agents,and employees harmless against claims by third parties resulting from the usual quality and/or capacity supplied with standard production equipment and shall be breach of contract or negligence by the supplier/provider. able to withstand unusual strain,exposure,temperature,wear and use. 22. PATENTS, COPYRIGHT, AND ROYALTIES: The supplier/provider, without exception,shall indemnify and save harmless the County of Volusia,its officers,agents and THE COUNTY OF VOLUSIA RESERVES THE RIGHT TO REJECT ANY OR ALL OFFERS, TO WAIVE INFORMALITIES,AND TO ACCEPT ALL OR ANY PART OF ANY OFFER AS MAY BE DEEMED TO BE IN THE BEST INTEREST OF THE COUNTY TABLE OF CONTENTS 1.0 Scope of Work 5 2.0 GENERAL TERMS & CONDITIONS 5 2.1 Bid Closing Date 5 2.2 Proposed Schedule 6 2.3 Delivery of Bids 6 2.4 Pre-bid Conference 6 2.5 Public Bid Opening 7 2.6 Public Records 7 2.7 Bid Submittal Form 8 2.8 Questions, Exceptions, and Addenda Concerning ITB #15-B-154AK 9 2.9 Award 10 2.10 Local Bid Preference 10 2. 1 Definition of Responsive and Responsible for this Bid 11 2.12 Other Agencies 11 2.13 F.O.B. Point 11 2.14 Use of County Logo 11 2.15 Assignment 12 2.16 Agreement 12 2.17 Disclosure of Bid Content 12 2.I8 Disqualification of Bidders 13 2.19 Bidder's Responsibility 13 2.20 Payment Terms 13 2.21 Special Conditions 14 2.22 Minor Irregularities 14 2.23 Licenses, Certificates, and Permits 14 2.24 Insurance 14 2.25 Safety 19 2.26 Governing Law and Venue 19 2.27 Additional Terms 20 2.28 Award Term 20 2.29 Price Redeterminations 20 2.30 Unusual Costs 22 2.31 Waiver of Claims 23 2.32 Termination 23 2.33 Incurred Expenses 25 2.34 Minimum Specifications 25 2.35 Compliance with Laws and Regulations 25 2.36 Limitation of Liability and Indemnification of County )6 2.37 Records & Right to Audit 26 2.38 Change in Scope of Work/Service 26 2.39 Modifications Due to Public Welfare or Change in Law 27 2.40 Right to Require Performance 27 2.41 Force Majeure 28 2.42 Bidder's Personnel 28 2.43 Claim Notice 29 2.44 Disadvantaged Business Enterprise Program 30 2.45 County/Bidder Relationship 30 2.46 New Material 30 2.47 Damages 31 2.48 Conflict of Interest Form 31 2.49 Definitions 31 3.0 SUBMITTAL REQUIREMENTS (Submit in the following order) 33 4.0 BID SUBMITTAL FORM 35 5.0 REFERENCES 37 6.0 NOTIFICATION REGARDING PUBLIC ENTITY CRIME& DISCRIMINATORY VENDOR LIST REQUIREMENTS & DISQUALIFICATION PROVISION 38 7.0 PROOF OF EXEMPTION 39 8.0 HOLD HARMLESS AGREEMENT 40 9.0 CONFLICT OF INTEREST FORM 42 10.0 CERTIFICATION AFFIDAVIT BY PRIME CONTRACTOR AS LOCAL BUSINESS 43 11.0 CERTIFICATION AFFIDAVIT BY SUB CONTRACTOR AS LOCAL BUSINESS 44 12.0 DRUG-FREE WORK PLACE 45 13.0 CERTIFICATION REGARDING DEBARMENT(PRIME) 46 14.0 CERTIFICATION REGARDING DEBARMENT(SUB) 47 The purpose of this Invitation to Bid (ITB) is to solicit competitive sealed Bids to furnish Materials for Water and Sewer Operations for the County of Volusia, Florida. 1.0 Scope of Work A. All materials shall be "first use", free of dents, cracks, breaks, corrosion, wear, cross threads, and all other defects. B. All metal items required shall be American made, and meet all American Water Works Association (AWWA) specifications. C. Any defective item received shall be returned to Awarded Vendor at Awarded Vendor's expense. D. All items shall be purchased in lots of box, package, bag, fill length, roll, etc., where applicable. E. Awarded Vendor shall be able to supply all materials quoted. F. Awarded Vendor shall deliver materials requested to central utility locations (DeBary, Orange City, DeLand, and Spruce Creek) within forty-eight (48) hours from time of placed order. G. Delivery charges shall be included in submitted bid prices. Volusia County will only pay shipping charges for special order items or expedited shipping. In such cases, the vendor shall provide documentation, from third party carrier, of delivery charges. H. Vendors shall submit pricing for all items on Attachment A. Those prices shall be held until such time as a price redetermination is requested and approved. Vendor shall enter a percentage discount for related items not specifically listed on Attachment A, but carried in inventory. The percentage discount shall be applied to pricing that would be paid by the general public. Quantities listed on Attachment A are estimates only and in no way represent a guarantee of future expenditures by the County. I. Vendors shall bid on only those brand names specified. Any other brand shall require prior approval from Volusia County, by contacting the Procurement Analyst handling this bid, no later than 14 days prior to bid closing date. J. The Vendor shall have an on-line ordering system. 2.0 GENERAL TERMS & CONDITIONS 2.1 Bid Closing Date Bids must be received by the Volusia County Purchasing and Contracts Office, Room 302, Third Floor, 123 West Indiana Avenue, DeLand, FL, 32720-4608, no later than ITB 15-B-154AK Page 5 of 47 3:00 p.m., ET, on Tuesday, September 17, 2015. Bids received after this time will not be considered. 2.2 Proposed Schedule August 13, 2015 Invitation to Bid Available August 27, 2015 Pre-bid Conference September 3, 2015 Last Day to Receive Written Questions September 17, 2015 Bid Closing Date 2.3 Delivery of Bids DO NOT RESPOND TO THIS SOLICITATION ON LINE All Bids shall be sealed and delivered or mailed to (faxes/e-mails will not be accepted): County of Volusia, Florida Purchasing and Contracts Office, Room 302 123 West Indiana Avenue, 3rd floor DeLand, Florida 32720-4608 Mark package(s) Bid #15-B-154AK, Materials for Water and Sewer Operations Note: Please ensure that if a third party carrier (Federal Express, UPS, USPS, etc.) is used, that the third party is properly instructed to deliver the Bid Submittal only to Room 302, in the Purchasing and Contracts Office on the third (3rd) floor at the above address. To be considered, a Bid must be received and accepted in the Purchasing and Contracts Office before the Bid closing date and time. 2.4 Pre-bid Conference A. A pre-bid conference will be held in the West Volusia Transfer Station Conference Room, 3151 E New York Avenue, DeLand, FL, 32724 at 11:00 a.m., ET, Thursday, August 27, 2015. While this is not mandatory, all interested parties are encouraged to attend and participate. B. In accordance with the American Disabilities Act and Section 286.26, Florida Statutes, persons with disabilities needing a special accommodation to participate in the proceedings, or an interpreter to participate in any proceedings, should contact the County's ADA Coordinator at 386-248-1760 for assistance, at least two (2) business days before any meeting date. Assisted listening system receivers are available for the hearing impaired, and can be obtained from the Deputy Clerk by contacting the County's ADA Coordinator at 386-248-1760. Read the full ADA Notice under The American with Disabilities Act (Title II), at http://www.volusia.org/core/fileparse.php/4175/urlt/ADANotice.pdf. Read the County of Volusia Grievance Procedure under The Americans with Disabilities Act(Title II). ITB 15-B-154AK Page 6 of 47 2.5 Public Bid Opening K. Pursuant to Section 119.071, Florida Statutes,Bids or proposals ("responses")and the completed tabulation will be available for inspection within thirty(30)days of response opening. Contact the Purchasing and Contracts Office during regular business hours to inspect responses and the completed tabulation or go to http://vcservices.vcgov.org/bidlistnetl/for inspection of the completed tabulation. The foregoing notwithstanding, if, prior to the County's making responses available for inspection, the County rejects all responses and concurrently provides notice of the County's intent to reissue the solicitation, then the County may avail itself of the exemption for rejected responses set forth in Section 119.071, Florida Statutes,to the extent such Section may apply. L. In accordance with the American Disabilities Act and Section 286.26, Florida Statutes, persons with disabilities needing a special accommodation to participate in the proceedings, or an interpreter to participate in any proceedings, should contact the County's ADA Coordinator at 386-248-1760 for assistance at least two(2)business days before any meeting date. Assisted listening system receivers are available for the hearing impaired, and can be obtained from the Deputy Clerk by contacting the County's ADA Coordinator at 386-248-1760. Read the full ADA Notice under The American with Disabilities Act (Title II), at http://www.volusia.org/core/fileparse.php/4175/urlt/ADANotice.pdf. Read the County of Volusia Grievance Procedure under The Americans with Disabilities Act(Title II). 2.6 Public Records Public Records - § 119.0701, Florida Statutes. Contractor acknowledges that the services and work to be performed pursuant to this Agreement may be performed by the County itself as a political subdivision of the State of Florida, which is subject to the public records requirements of Chapter 119, Florida Statutes and Article I, § 24 of the Florida Constitution. Given the foregoing,the Contractor hereby agrees to: A. Keep and maintain public records that ordinarily and necessarily would be required by the County to perform the services and work provided pursuant to this Agreement; B. Provide the public with access to public records on the same terms and conditions that the County would provide the records and at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise may be provided by law; C. Ensure that public records that are statutorily exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law; ITB 15-B-154AK Page 7 of 47 D. Meet all requirements for retaining public records and transfer, at no cost, to the County all public records in the possession of the Contractor upon termination of the Agreement and destroy any duplicate public records that are statutorily exempt or confidential and exempt from statutory public records disclosure requirements. For the purposes of complying with this paragraph, all records stored electronically must be provided to the County in a format that is compatible with the information technology systems of the public agency; E. In responding to any public records request, Contractor shall (i) notify the County of the request and the Contractor's intentions with regard to such request and (ii) provide the County with copies of all records requested and produced, as well as copies of all correspondence between the Contractor and the requestor. Contractor further agrees not to release any records that are statutorily exempt from disclosure or statutorily confidential and exempt without first receiving prior written authorization from the County, it being understood that the legislature has designated such records exempt or otherwise confidential based upon important public policy or safety reasons. Contractor shall indemnify the County for and hold the County harmless against any and all claims, damage awards, and causes of action arising from the Contractor's failure to perform or otherwise adhere to the requirements of this Section, including, but not limited to, any third party claims or awards for attorneys fees and costs arising therefrom, claims for negligent disclosure of confidential or exempt records,and claims for failure to produce or otherwise timely produce records subject to disclosure. County shall further be authorized to seek declaratory, injunctive, or other appropriate relief from a court of competent jurisdiction on an expedited basis to enforce the requirements of this Section, it being understood that the maintenance and production of public records is of paramount public importance under Florida law. Regardless of the foregoing, the enumeration of the remedies recited herein shall not be interpreted to limit or otherwise restrict the County from seeking any other appropriate cause of action against or remedy from the Contractor, whether in law or in equity, in the County's enforcement of the requirements of this Section. 2.7 Bid Submittal Form A. See Submittal Requirements for complete details. B. Each Bidder shall submit three(3)complete sets of the Bid Submittal: • One(1)hard copy marked"ORIGINAL" • One(1)hard copies marked"COPY" Note: It is not necessary to return every page of the original solicitation document with the hard copies of the Bid Submittal ORIGINAL and COPY(ies); return only the pages that require signatures or information as detailed in Section 3.0. • One (1) COMPLETE electronic copy on a CD or USB drive in PDF format (Excel spreadsheets shall not be recorded in PDF). The electronic copy of the Bid Submittal shall include all submittal requirements as detailed in Section 3.0. Note the solicitation number and name of company on the CD or USB drive. ITB 15-B-154AK Pale 8 of 47 Do not send confidential information, proprietary information, or trade secrets. C. Terms and conditions differing from those in this Bid shall be cause for disqualification of the Bid Submittal. D. The Invitation to Bid page and the Bid Submittal Form must be signed by an official authorized to legally bind the Bidder to all Bid provisions. The Bid Submittal Form (Section 4.0) shall be signed by an authorized agent of the firm with documentation, such as a Memorandum of Authority, that the individual is authorized to commit the firm to a contract. 2.8 Questions, Exceptions,and Addenda Concerning ITB#15-B-154AK A. It is incumbent upon each Bidder to carefully examine this solicitation's specifications, scope of work/service, terms, and conditions. Questions and exceptions concerning any Section of this Bid shall be directed by letter, facsimile transmission or by e-mail to the Procurement Analyst named in 2.8, B, below, who shall be the official point of contact for this Bid. Questions and exceptions shall be submitted no later than fourteen (14) days before the closing date. Thereafter, no further questions or exceptions will be accepted or reviewed by the County and Bidders' right to submit questions or exceptions will terminate and any questions or exceptions not previously made shall be deemed waived. The issuance of a written addendum is the only official method by which interpretation, clarification, or additional information can be given and oral representations will not be binding on the County. B. Mark cover page or envelope(s) "Questions, Exceptions and Addenda Concerning ITB #15-B-154AK, Materials for Water and Sewer Operations. Submit questions to: Andrew G. Kokitus, Procurement Analyst Telephone. 386-943-7009 Fax: 386-740-5158 E-mail akokitus(a,volusia.org C. If it becomes necessary for the County to revise any part of this ITB, an addendum will be posted on the County's web site. It is each Bidder's responsibility to check the Volusia County web site for any addenda at http://vcservices.vcgov.org/bidlistnetl. Each Bidder should ensure that they have received all addenda to this ITB before submitting their proposal. In their proposals, Bidders must provide proof of receipt of each addendum by signing and returning each addendum to the County. Failure to provide this proof may cause Bidder's proposal to be rendered non-responsive. D. Each addendum issued by the County shall become a material part of this solicitation. The resulting Agreement shall be the final decision on the subject of the addendum. ITB 15-B-154AK Page 9 of 47 2.9 Award The County reserves the right to award the Agreement to the Bidder(s) that the County deems to offer the lowest responsive and responsible Bid(s), as defined elsewhere in this solicitation. The County is therefore not bound to accept a Bid based only on lowest price. In addition, the County has the sole discretion and reserves the right to cancel this ITB, to reject any/all Bids, to waive any/all informalities and/or irregularities, or to re-advertise with either the identical or revised specifications, if it is deemed to be in the best interest of the County to do so. Nothing prohibits the County from rejecting / rebidding when responses exceed budget and the County must change the solicitation to lower costs. The County also reserves the right to make multiple awards based on experience and qualifications or to award only a portion of the items and/or services specified, if deemed to be in the County's best interest or award only a portion of the solicitation. 2.10 Local Bid Preference Effective January 1, 2012, Volusia County adopted a local Bid preference. A Bidder or prime contractor which has a permanent location at least six (6) months prior to the Bid closing, as proven by a business tax receipt, as stated in Volusia County Ordinance 2- 269.5 in Lake, Orange, Osceola, Seminole or Volusia County ("Local"), shall be granted a preference of three percent (3%) of the total Bid price or quote. A Bidder which is a prime contractor and is utilizing subcontractors, and the Bid price or quote of the work to be performed by all subcontractors, that qualify as a local business, constitutes fifty-one percent (51%) or greater of the total work to be performed through subcontracting a two percent (2%) Bid preference will apply. In the event that a prime contractor qualifies for a preference and subcontractor qualifies for a preference, the preference shall not exceed a total of five percent(5%). Preference shall not be given to Bids where the difference of the total Bid price or quote exceeds twenty-five thousand dollars ($25,000.00) from the nearest competing Bid price or quote for that solicitation or if a county listed in 2-269.5 does not reciprocate, as stated in 2-269.5, the County will not offer a preference to this County. This Section does not apply to any purchase that is funded, in whole or in part, by an entity prohibiting local preference by grant agreement or applicable federal, state,or local law. Solicitations for emergency purchases subject to Section 2-275 of the Code are additionally exempt. All Bidders, including prime and subcontractors, awarded an Agreement as a part of this process must maintain its status as a local business through the term of the Agreement. Any Bidder, including prime and subcontractors, awarded an Agreement as a result of this preference will be required to post any job openings for this project with the Center for Business Excellence (CBE). Noncompliance with the requirements of this Section will be deemed as a material breach and may be subject to Agreement termination or disqualification from bidding on future projects. This Bid is not funded by monies that prohibit this provision and local preference does apply. ITB 15-B-154AK Page 10 of 47 2.11 Definition of Responsive and Responsible for this Bid Each Bid submittal shall be evaluated for conformance as responsive and responsible using the following criteria: A. Proper submittal of ALL documentation as required by this Bid. (Responsive) B. The greatest benefits to Volusia County as it pertains to: (Responsible) 1. Total Cost, as per attachment A; 2. Delivery; 3. Past Performance. In order to evaluate past performance, all Bidders are required to submit a list of three (3) references / relevant projects completed within the last three (3) years that are the same or similar in magnitude to this ITB. The County of Volusia shall not be listed as a reference; 4. On-line ordering system; 5. All technical specifications associated with this Bid; Bidders are reminded that award may not necessarily be made to the lowest Bid. Rather, award will be made to the lowest responsive, responsible, Bidder whose Bid represents the best overall value to the County when considering all evaluation factors. 2.12 Other Agencies A. All Bidders awarded Agreements from this Bid may, upon mutual agreement, permit any municipality or other governmental agency to participate in the Agreement under the same prices, terms, and conditions, if agreed to by both parties. B. It is understood that at no time will any city, municipality, or other agency be obligated for placing an order for any other city, municipality, or agency; nor will any city, municipality, or agency be obligated for any bills incurred by any other city, municipality, or agency. Further, it is understood that each agency will issue its own purchase order to the awarded Bidder(s). 2.13 F.O.B.Point The F.O.B. point for this Agreement and for all purchases made under it shall be as specified by the using department (in accordance with the Bid Submittal Form), in Volusia County, Florida. Delivery will not be complete until the using department has accepted each item. Delivery to a common carrier shall not constitute delivery to the ordering agency. All disputes shall be between the Contractor and the carrier. 2.14 Use of County Logo The County owns and retains all proprietary rights in its logos, trademarks, trade names, and copyrighted images (Intellectual Property). As such, nothing in this solicitation permits or shall be construed as authorizing Bidder to use or display County's Intellectual Property on Bidder's submittal documents or proposal (including any exhibits attached thereto) submitted to County by or on behalf of Bidder in response to this solicitation. The County has the right to redact the County Logo displayed on any proposal submitted. ITB 15-B-154AK Page 11 of 47 2.15 Assignment Contractor may not assign or otherwise convey Contractor's rights and/or obligations under this Contract without obtaining County's prior written consent, which consent County may withhold, limit and/or condition in County's sole discretion, including, but not limited to posting a performance bond. Any consent by the County under this Section shall be by written amendment to the Contract in a form and substance specified by the County in its sole discretion. If Contractor desires to assign or otherwise convey its rights and/or obligations under this Contract, Contractor no less than thirty (30) days prior to the assignment's proposed effective date, provide County with a written request for County's consent. Failure to provide such notice may result in the County assessing a processing fee of Five Hundred Dollars(US $500.00). Failure by the Contractor to obtain the County's consent in accordance with this Section prior to assignment or other conveyance shall: 1) constitute a material breach of the Contract;and 2)entitle the County to retain any and all legal rights,claims and defense to enforce this Section, including, but not limited to, injunctive, declaratory, damages and attorney's fees and costs. Payment of any sum by the County in accordance with the Contract to the Contractor or any person or entity prior to the Contractor obtaining the County's consent to the assignment shall not constitute a waiver of the rights of the County under this Section 2.15. Nothing herein shall preclude the right of the County to waive its rights under this Section but no waiver shall be granted by the County without amendment to the Contract. 2.16 Agreement A. The contents of this Bid, any subsequent addenda, and all provisions of the successful proposal deemed pertinent by the County shall be considered as contractual documents and shall become legally binding. A separate Agreement document,other than a Purchase Order or Master Agreement,will not be issued. B. The Director of Purchasing and Contracts, County Manager, and County Chair are the sole Contracting Officers for the County of Volusia, Florida, and only they or their designee are authorized to make changes to any Agreement. C. The County shall be responsible for only those orders placed by the County on an authorized signed Purchase Order or Master Agreement. The County shall not be responsible for any order, change, substitution, or any other discrepancy from the Purchase Order or Master Agreement. If there is any question about the authenticity of a Purchase Order, Master Agreement, or change order, the Bidder should promptly contact the Purchasing and Contracts Office at 386-736-5935. 2.17 Disclosure of Bid Content A. All material submitted becomes the property of the County and may be returned only at the County's option. The County has the right to use any or all ideas presented in any reply to this Bid. Selection or rejection of any Bid Submittal does not affect this right. ITB 15-B-154AK Page 12 of 47 B. The County of Volusia, Florida, is governed by the Public Record Law, Chapter 119, Florida Statutes(F.S.). 2.18 Disqualification of Bidders A. One (1) Bid: Only one (1) Bid submittal from an individual firm, partnership or corporation under the same or under different name will be considered. If a Bidder submitted more than one (1) Bid for the work involved, all Bids submitted from such Bidder will be rejected. B. Collusion Among Bidders: If it is believed that collusion exists among the Bidders, the Bids of all participants in such collusion shall be rejected and no participants in such collusion will be considered in future proposals for the same work. 2.19 Bidder's Responsibility The Bidder, by submitting a Bid, represents that: A. The Bidder has read and understands the Invitation to Bid in its entirety and that the Bid is made in accordance therewith; B. The Bidder possesses the capabilities, resources, and personnel necessary to provide efficient and successful service to the County; C. The Bidder has made all investigations and examinations necessary to ascertain site and/or local conditions and requirements affecting the full performance of the Agreement and to verify any representations made by the County of Volusia, Florida, upon which the Bidder will rely. If the Bidder receives an award because of its Bid Submittal, failure to have made such investigations and examinations will in no way relieve the Bidder from its obligations to comply in every detail with all provisions and requirements of the Agreement, nor will a plea of ignorance of such conditions and requirements be accepted as a basis for any claim by the Bidder for additional compensation or relief; and D. The Bidder will be held responsible for any and all discrepancies, errors, etc., in discounts or rebates which are discovered during the Agreement term or up to and including three (3) fiscal years following the County's annual audit. 2.20 Payment Terms A. The County will remit full payment on all undisputed invoices within forty-five (45) days from receipt by the appropriate person(s) (to be designated at time of Agreement)of the invoice(s)or receipt of all products or services ordered. B. Pursuant to Chapter 218, Florida Statutes, the County will pay interest not to exceed one percent (1%) per month on all undisputed invoices not paid within thirty(30) days after the due date. 1TB 15-B-154AK Page 13 of 47 C. The County has the capability of Electronic Funds Transfer (EFT). List any discounts for prompt payment and/or willingness to accept Electronic Funds Transfer (EFT) and the discount to be applied to such payments. Vendors offering prompt payment discounts, for example 1%-net 10,the discount shall be taken if the check issue date is within specified time period from date of invoice. D. By submitting a Bid (offer) to the County of Volusia, Florida, the Bidder expressly agrees that, if awarded an Agreement, the County may withhold from any payment monies owed by the Bidder to the County for any legal obligation between the Bidder and the County including, but not limited to, real property taxes,personal property taxes,fees,and commissions. 2.21 Special Conditions These County facilities are administrative facilities that provide services to the Volusia County public and any agencies that it serves. As such, activities in all buildings are critical to the provisioning of services to the public and shall not be interrupted by the Bidder's work activities. 2.22 Minor Irregularities The County reserves the right to waive minor irregularities in Bid Submittals, providing such action is in the best interest of the County. Minor irregularities are defined as those that have no adverse effect on the County's best interests,and will not affect the outcome of the selection process by giving the Bidder an advantage or benefit not enjoyed by other Bidders. 2.23 Licenses,Certificates,and Permits A. The County reserves the right to require proof that the Bidder is an established business and is abiding by the ordinances, regulations, and laws of their community and the state of Florida, such as but not limited to: Business Tax Receipts, business licenses, Florida sales tax registration, Federal Employers Identification Number, Registration with the Florida Department of State, Division of Corporations' Sunbiz at www.sunbiz.org,AND; B. The Bidder shall be required, upon notification of recommendation of award, to register with the Florida Department of State Division of Corporations at www.sunbiz.org in order to provide services under the resulting Agreement. C. If a license is required, the Bidder shall be licensed to perform the required work in accordance with the laws of the State of Florida and local ordinances. Bidder shall also verify that his/her subcontractors are licensed to perform the work in accordance with the laws of the State of Florida and local ordinances. 2.24 Insurance 0 A. Required Types of Insurance ITB 15-B-154AK Page 14 of47 The Contractor shall purchase and maintain at its own expense,during the term of this Agreement the following types and amounts of insurance with limits no less than those shown below, in the form and from companies satisfactory to the County: SCHEDULE LIMITS Workers' Compensation Florida Statutory Coverage Commercial General Liability $2,000,000. General Aggregate Premises-Operations $2,000,000. Products/CompOps Aggregate Products-Completed Operation $1,000,000. Personal/Advertising Injury (The County of Volusia shall be named as an additional insured under all of the above Commercial General Liability coverage.) Auto Liability $1,000,000. CSL All autos-owned,hired or no-owned (Symbol 1 Coverage) 1. Minimum underlying coverages shall include Commercial General Liability, Automobile Liability and Workers' Compensation/Employer's Liability. (Umbrella liability limit will not be required to be carried by subcontractors.) (If the services provided require the disposal of any hazardous or non- hazardous materials off the job site,the disposal site operator must furnish a certificate of insurance for Pollution Legal Liability with coverage for bodily injury and property damage for losses that arise from the facility that is accepting the waste under this Agreement). 2. Umbrella or Excess Liability policies may be used to obtain the total limits of liability required to meet the required limits of coverage stated above. Evidence of such coverage should clearly demonstrate the underlying coverages/policies that are included. 3. Workers' Compensation Insurance. Per Section 2.24, A, Workers' Compensation insurance is required for all employees of the Contractor, employed or hired to perform or provide work or services under this Agreement or that is in any way connected with work or services performed under this Agreement, without exclusion for any class of employee, and shall comply fully with the Florida Workers' Compensation Law (Chapter 440, Florida Statutes, Workers' Compensation Insurance)and include Employers' Liability Insurance with limits no less than the statutory amount shown above per occurrence. a. Contractor and its Subcontractors, or any associated or subsidiary company doing work on County property or under this Agreement must be named in the Workers' Compensation coverage or provide proof of their own Workers' Compensation coverage, without ITB 15-B-154AK Page 15 of 47 exclusion of any class of employee, and with a minimum of the statutory limits per occurrence for Employer's liability coverage. Further, if the Contractor's Subcontractors fail to obtain Workers' Compensation insurance and a claim is made against the County by the uncovered employee of said Subcontractor of the Contractor, the Contractor shall indemnify, defend, and hold harmless the County from all claims for all costs including attorney's fees and costs arising under said employee(s) Workers' Compensation insurance claim(s). 4. Commercial General Liability Insurance. Per Section 2.24, A, Commercial General Liability insurance, with a limit of not less than the amounts shown above with an aggregate limit and per occurrence basis, including coverage for the Contractor's operations, independent Contractors, Subcontractors and "broad form" property damage coverages protecting itself, its employees, agents, Contractors or subsidiaries, and their employees or agents for claims for damages caused by bodily injury, property damage, or personal or advertising injury, products liability/completed operations including what is commonly known as groups A, B, and C (libel, false arrest, slander). Such policies shall include coverage for claims by any person as a result of actions directly or indirectly related to the employment of such person or entity by the Contractor or by any of its Subcontractors arising from work or services performed under this Agreement. Public liability coverage shall include either blanket contractual insurance or a designated contract contractual liability coverage endorsement, indicating expressly the Contractor's Agreement to indemnify, defend and hold harmless the County as provided in this Agreement. The commercial general liability policy shall be endorsed to include the County as an additional insured. The commercial general liability policy shall provide exclusive coverage for the location or project site where the work or services are to be performed under this Agreement. In the alternative, the commercial general liability policy shall be endorsed to provide the designated aggregate per location endorsement or equivalent on a form approved or requested by the County Risk Manager. 5. Excess/Umbrella Liability. Per Section 2.24, A, the Contractor shall obtain an excess liability policy in addition to the scheduled underlying policies(commercial general liability, business auto liability, professional, and employers' liability) with a limit of no less than the amount shown above. This insurance shall name the County as an additional insured and include either blanket contractual or a designated contract contractual coverage endorsement, indicating expressly the Contractor's agreement to hold the County harmless. The excess/umbrella liability policy shall provide exclusive coverage for the location or project site where the work or services are to be performed under this Agreement. In the alternative, the excess/umbrella liability policy shall be endorsed to provide the designated aggregate per location endorsement or equivalent on a form approved or requested by the County Risk Manager. ITB 15-B-154AK Page 16of47 6. Motor Vehicle Liability. Per Section 2.24, A, the Contractor shall secure and maintain during the term of this Agreement, motor vehicle coverage in the split limit amounts of no less than the amounts shown above per person, per occurrence for bodily injury and for property damage or a combined single limit of the amount shown above with "Any Auto", Coverage Symbol 1, providing coverage for all autos operated regardless of ownership, and protecting itself, its employees, agents or lessees, or subsidiaries and their employees or agents against claims arising from the ownership,maintenance,or use of a motor vehicle. 7. Primary and Excess Coverage. Any insurance required may be provided by primary and excess insurance policies. B. General Insurance Requirements 1. All insurance policies shall be issued by insurers licensed and/or duly authorized under Florida Law to do business in the State of Florida and all insuring companies are required to have a minimum rating of A- in the "Best Key Rating Guide" published by A.M. Best& Company, Inc. 2. Approval by County of any policy of insurance shall not relieve Contractor from its responsibility to maintain the insurance coverage required herein for the performance of work or services by the Contractor or its Subcontractors for the entire term of this Agreement and for such longer periods of time as may be required under other clauses of this Agreement. 3. Waiver of Subrogation. The Contractor hereby waives all rights against the County and its Subcontractors to the extent of the risk coverage by any insurance policy required hereunder for damages by reason of any claim, demand, suit or settlement (including workers' compensation) for any claim for injuries or illness of anyone, or perils arising out of this Agreement. The Contractor shall require similar waivers from all its Subcontractors. This provision applies to all policies of insurance required under this Agreement (including Workers' Compensation, and general liability). 4. County Not Liable for Paying Deductibles. For all insurance required by Contractor, the County shall not be responsible or liable for paying deductibles for any claim arising out of or related to the Contractor's business or any Subcontractor performing work or services on behalf of the Contractor or for the Contractor's benefit under this Agreement. 5. Cancellation Notices. During the term of this Agreement, Contractor shall be responsible for promptly advising and providing the County's Risk Management and the Purchasing and Contracts divisions with copies of notices of cancellation or any other changes in the terms and conditions of the original insurance policies approved by the County under this Agreement within two (2) business days of receipt of such notice or change. ITB 15-B-154AK Page 17of47 6. For any on-site work performed by or on behalf of Contractor on County property, the County shall be named as an additional insured or additional named insured subject to review and determination by County's Risk Manager on all policies required under this Agreement except professional liability and workers compensation. 7. Deductibles Contractors that maintain and administer a self-insured retention or a large deductible program exceeding the insurance requirements listed in this solicitation using a formal program to fund either program may submit an exception in accordance with Section 2.8, Questions, Exceptions, and Addenda Concerning ITB #15-B-154AK, to be considered for this solicitation. The request must include a summary of the program's design, funding method, and the program's supporting financial information. If additional information is necessary, the County will request more specific information, which must be provided by the Contractor. The County's Risk Manager will review the information submitted and determine whether the program is acceptable to the County. Contractors with no formal risk management program in place to manage and fund deductibles or self-insured retentions may not be considered. Subject to County approval, Contractor may obtain a letter of credit in the amount equivalent to the deductible, which shall remain in effect during the term of the Agreement at no additional cost to the County. C. Proof of Insurance 1. The Contractor shall be required to furnish evidence of all required insurance in the form of certificates of insurance, which shall clearly outline all hazards covered as itemized herein, the amounts of insurance applicable to each hazard and the expiration dates. 2. The Contractor shall furnish proof of insurance acceptable to the County prior to or at the time of execution of this Agreement and the Contractor shall not commence work or provide any service until the Contractor has obtained all the insurance required under this Agreement and such insurance has been filed with and approved by the County. Upon request from the County, the Contractor shall furnish copies of the following types of insurance policies and any changes or amendments thereto, immediately, to the County and County's Risk Management and Purchasing and Contracts Divisions, prior to the commencement of any contractual obligations. This Agreement may be terminated by the County, without penalty or expense to County, if at any time during the term of this Agreement proof of any insurance required hereunder is not provided to the County. 3. All certificates of insurance shall clearly indicate that the Contractor has obtained insurance of the type, amount and classification required by this ITB 15-B-154AK Page 18 of 47 Section. No work or services by Contractor or its Subcontractors shall be commenced until County has approved these policies or certificates of insurance. Further, the Contractor agrees that the County shall make no payments pursuant to the terms of this Agreement until all required proof or evidence of insurance has been provided to the County. This Agreement may be terminated by the County, without penalty or expense, if proof of any insurance required hereunder is not provided to the County. 4. The Contractor shall file replacement certificates with the County at the time of expiration or termination of the required insurance occurring during the term of this Agreement. In the event such insurance lapses,the County expressly reserves the right to renew the insurance policies at the Contractor's expense or terminate this Agreement but County has no obligation to renew any policies. D. The provisions of this Section 2.24, shall survive the cancellation or termination of this Agreement. 2.25 Safety The Bidder shall take the necessary precautions and bear the sole responsibility for the safety of the methods employed by the Bidder in performing the work. The Bidder shall at all times comply with the regulations set forth by federal, state, and local laws, rules, and regulations concerning "OSHA" and all applicable state labor laws, regulations, and standards. The Bidder shall indemnify and hold harmless the County from and against all liabilities, suits, damages, costs, and expenses (including attorney's fees and court costs) which may be imposed on the County because of the Bidder, Subcontractor, or supplier's failure to comply with the regulations. 2.26 Governing Law and Venue All legal proceedings brought in connection with this Agreement shall only be brought in a state or federal court located in the State of Florida. Venue in state court shall be in Volusia County, Florida. Venue in federal court shall be in the United States District Court, Middle District of Florida, Orlando division. Each party hereby agrees to submit to the personal jurisdiction of these courts for any lawsuits filed there against such party arising under or in connection with this Agreement. In the event that a legal proceeding is brought for the enforcement of any term of the Agreement, or any right arising therefrom, the parties expressly waive their respective rights to have such action tried by jury trial and hereby consent to the use of non jury trial for the adjudication of such suit. All questions concerning the validity, operation, interpretation, construction and enforcement of any terms, covenants or conditions of this Agreement shall in all respects be governed by and determined in accordance with the laws of the State of Florida without giving effect to the choice of law principles thereof and unless otherwise preempted by federal law. ITB 15-B-I54AK Page 19 of 47 mi 2.27 Additional Terms The attached Invitation to Bid cover pages contains additional terms and conditions. These written specifications within this solicitation will take precedence over terms and conditions on the Invitation to Bid cover pages. 2.28 Award Term The County is looking to promote partnership relationships within the policies and procedures of public procurement. Pursuant toward that end,the successful Contractor(s) shall be awarded an Agreement for an initial three (3) year term with the option for two (2) subsequent one (1) year renewals. All renewals will be contingent upon mutual written agreement and,when applicable, approval of County Council. 2.29 Price Redeterminations Once each year during the term of the Contract, including any extension or renewal periods thereof, the Contractor may, but is not obligated to, petition the Director of Purchasing and Contracts for one or more price redeterminations where such price redetermination(s) is/are necessitated by documented increases in the cost of wages, fuel, or materials. Petitions for price redeterminations shall be made within thirty(30)days of the anniversary date of the Contract (i.e., the calendar day and month when the Contract became effective)and only after the Contract has been in effect for at least one year. Any such petition shall be made pursuant to the provisions of this section and only for those price redetermination categories specified herein. Unless otherwise expressly set forth in this Agreement, no other price redeterminations shall be allowed. All price redeterminations, once issued, shall be prospective from the date of approval unless otherwise approved by a duly executed amendment to this Contract. A. Basis for Price Redeterminations. The Contractor may petition the Director of Purchasing and Contracts for price redetermination based on the increased costs of wages, fuel, or materials. Price redeterminations will be based solely upon changes in pricing or costs documented by either the Employment Cost Index (ECI) or Producer Price Index (PPI), whichever is applicable, as published by the Bureau of Labor Statistics. The base index number for the ECI will be for the quarter in which the RFP opens. The base index number for the PPI will be for the month the RFP opens. Any subsequent price redeterminations will use the last price redetermination approved for that price redetermination category as the "base index number." The County shall have the right to audit the Contractor's records, including, but not limited to, payroll, materials, and fuel cost records, to verify or otherwise investigate the validity of any price redetermination request. B. Wage Price Redetermination. When requesting a price redetermination based upon an increase in wage costs, the Contractor shall refer to and utilize the Employment Cost Index, Total Compensation, Private Industry, Index Number and Occupational Group at http://data.b1s.gov/PDO/outsidejsp?surverci, as prepared by the Bureau of Labor Statistics in the U.S. Department of Labor. The base figure will be tied to Trade, transportation, and utilities under the heading Service Providing Industries. Wage price redetermination increases shall be ITB 15-B-154AK Page 20 of 47 granted only by reason of wage increases associated with the Contractor's employees or subcontractors performing work or services pursuant to the Contract. C. Minimum Wage Price Redetermination. If the minimum wage increases during the term of the Contract, including any renewal or extension period thereunder, the Contractor may petition the Director of Purchasing and Contracts for price redetermination for those job categories where the pay to the Contractor's employee(s) is the current minimum wage. Upon verification of the information provided,the County will grant an increase of exactly the amount of the minimum wage increase 0not the percentage increase). The Contractor must increase the pay to the employee(s) by the amount the Contractor has requested, which shall not exceed the amount of the minimum wage increase. The amount paid to the Contractor will be the increase plus any written and documented increase in FICA, Medicare, and Workers' Compensation insurance. The Contractor must supply written documentation of any other increase that is beyond the scope and control of the Contractor. All written documentation must satisfy the reasonable expectations of the Director of Purchasing and Contracts and Internal Auditor. i) Example: Minimum wage increases from $7.31 to $7.56 per hour. The Contractor may petition for an increase of$0.25 per hour to be paid to the affected employee(s) and shall provide written and documented cost increases for FICA, Medicare and Workers' Compensation. The resulting increase in costs shall be incorporated into fees/rates billed to the County. If the Contractor bills the County at a higher price according to any price redetermination granted by the County, and the Contractor fails to increase the hourly rate paid to the employee for the same period, the Contractor will be considered in Contract default and the Contract will be immediately terminated. D. Fuel Price Redetermination. If/when the price of fuel increases by a minimum of ten (10%) percent, the Contractor may petition the Director of Purchasing and Contracts for a fuel price redetermination. As a condition of petitioning for a fuel price increase, the Contractor shall be required to petition for a fuel price redetermination decrease if/when the price of fuel decreases by a minimum of ten (10%) percent. Failure to make such petition may be grounds for Contract termination and shall entitle the County to a refund of the cumulative increase in pay to the Contractor due to any prior fuel price redetermination increase(s). Fuel price redetermination must be based solely upon changes as documented by the Producer Price Index (PPI) for the commodities "Unleaded Gasoline - WPU057104"or "#2 diesel fuel- WPU057303," as such may be applicable to the Contractor's operations in connection with the Contractor's performance of the Contract. E. Materials Price Redetermination. At the anniversary date of the Agreement, the Contractor may petition the Director of Purchasing and Contracts for a materials price redetermination. As a condition of petitioning for a materials price increase, the Contractor shall be required to petition for a materials price redetermination decrease if/when the price of materials used by the Contractor in connection with ITB 15-B-154AK Page 21 of 47 the Contract decreases. Failure to make such petition may be grounds for Contract termination and shall entitle the County to a refund of the cumulative increase in pay to the Contractor due to any prior materials price redetermination increase(s). Materials price redetermination must be based solely upon changes as documented by the Producer Price Index (PPI) for the commodity PCU32612232612216Z Plastics pipe and pipe fitting manufacturing (all other plastics pipe)as published by the Bureau of Labor Statistics. F. Price Redetermination Calculation. All Price Redeterminations shall be calculated as follows: Example: Contractor indicated on the Submittal Form that thirty percent(30%)of the cost to provide the product/service is directly attributed to the redetermination category(wages,fuel,or materials). Base index PPI = $179.20 Current applicable PPI = $200.50 PPI increased by$10.30($200.5—$179.2=$21.30) or(21.3 _$179.2= .1188) 11.9% Unit cost of the service is $100.00 30%of$100.00 is directly attributed to the redetermination category $30.00 $30.00 X 11.9% _ $3.57 New unit price for the product/service is($100 + $3.57) $103.57 G. Expiration Upon Failure to Agree to Price Redetermination. If the County and the Contractor cannot agree to a price redetermination pursuant to the terms and conditions of this section, then the Contract will automatically expire without penalty or further expense to either party after a period of six (6) months following the Contractor's initial request for such price redetermination. Requests for price redeterminations not made in accordance with the provisions of this section shall be deemed null and void and shall not be a valid reason or pretext for expiration or termination of the Contract. If the contract expires pursuant to the terms and conditions of this section, the County reserves the right, at no expense, penalty, or consequence to the County, to award any remaining tasks thereunder to the next available most responsive and responsible Contractor. 2.30 Unusual Costs The Bidder may petition the County at any time for an additional rate adjustment on the basis of extraordinary and unusual changes in the costs of operation that could not reasonably be foreseen by a prudent operator and which, by all reasonable expectations, will continue for at least one (1) year. If the Bidder petitions for such an increase, the Bidder shall also petition for a rate reduction on the basis of extraordinary and unusual changes in the costs of operation that could not reasonably be foreseen by a prudent operator and which,by all reasonable expectations, will continue for at least one(1) year; failure to make such petition may be grounds for Agreement termination. The Bidder's request shall contain substantial proof and justification to support the need for the rate adjustment. The County may request from the Bidder, and the Bidder shall ITB 15-B-154AK Page 22 of 47 provide, such further information as may be reasonably necessary in making its determination. The County shall approve or deny the request, in whole or in part, within sixty (60) days of receipt of the request and all other additional information required by the County. Any price redetermination shall be solely based upon the documentation provided and the County reserves the right to rescind any price relief granted should the circumstances change and prices go down. 2.31 Waiver of Claims Once this Agreement expires, or final payment has been requested and made, the awarded Bidder shall have no more than thirty (30) calendar days to present or file any claims against the County concerning this Agreement. After that period, the County will consider the Bidder to have waived any right to claims against the County concerning this Agreement. 2.32 Termination A. The resulting Agreement may be terminated by either party upon the material breach by the other party if such breach is not cured within thirty (30) days written notice from the non-breaching party. B. County may terminate the resulting Agreement for convenience or non- appropriation upon at least thirty (30) calendar days' prior written notice to Contractor. C. The Contractor may cancel the resulting Agreement with one-hundred eighty (180) days written notice to the Director of Purchasing and Contracts. Failure to provide proper notice to the County may result in the Bidder being barred from future business with the County. D. After Contractor's receipt of a notice of termination pursuant to Paragraph A above (or to the extent Contractor has not cured a material breach within thirty (30) days notice from County), and except as otherwise directed by the County, the Contractor shall: 1. Stop work under the Agreement or applicable statement of work on the date specified in the notice of termination; 2. Place no further orders or subcontracts for materials, services or facilities; 3. Terminate all orders and subcontracts to the extent that they relate to the performance of work or services terminated by the notice of termination; and 4. With the approval of the County and to the extent required by the County, settle all outstanding liabilities and all claims arising out of such termination of orders and subcontracts. County's approval of such settlements shall be final for all the purposes of this Section 2.32, Termination. ITB 15-B-154AK Page 23 of 47 E. After receipt of a notice of termination,the Contractor shall submit to the County its termination claim for amounts owed by County (which shall include, without limitation, all amounts due for work or services performed through the date of termination), in the form and with a certification as prescribed by the County. Such claim shall be submitted promptly but in no event later than thirty (30) days from the effective date of termination, unless one or more extensions in writing are granted by the County, upon request of the Contractor made in writing within such thirty (30) days period or authorized extension thereof. Upon failure of the Contractor to submit its termination claim within the time allowed, the County may determine on the basis of information available to it, the amount, if any, due to the Contractor by reason of the termination and shall thereupon pay to the Contractor the amount so determined. In the event County terminates for convenience or non-appropriation, Contractor shall not be obligated to refund to County any prepaid fees. F. Non-Appropriation. The resulting Agreement may be terminated by the County or Contractor if the County does not appropriate the funding in any fiscal year necessary to pay the compensation set forth in the resulting Agreement. G. In the event that the resulting Agreement is terminated by the County or Contractor for non-appropriation, Contractor shall be paid in accordance with terms of the resulting Agreement. Contractor shall be paid for any work that has been completed but not yet been paid. County's obligation to pay Contractor under this Section 2.32, Termination, and the resulting Agreement is limited to the budgeted amount for the fiscal year approved by the Volusia County Council for the then current fiscal year of the resulting Agreement. Contractor shall have no right to compel the Volusia County Council to appropriate funds for any fiscal year to pay the compensation. H. Upon being notified of County's election to terminate for default of Contractor, non-appropriation or convenience, Contractor and its Subcontractors shall refrain from performing further work or incurring additional expenses under the terms of the resulting Agreement, which is not specifically authorized in the notice of termination. If termination of the resulting Agreement occurs for any reason: 1. Except as otherwise provided in the resulting Agreement, Contractor shall return to the County, or destroy, all County confidential information in Contractor' possession and shall certify the destruction or return of said information in a written document signed by the duly authorized representative of the Contractor that all such information has been destroyed or returned, provided that Contractor shall be permitted to retain an archival copy of any such confidential information (provided it continues to maintain the confidentiality of such as prescribed herein) to the extent necessary to have a record of the Service performed hereunder. 2. For all undisputed outstanding invoices submitted to the County for work completed or deliverables delivered prior to the effective date of the termination, the County shall cause payments to be made to Contractor ITB 15-B-154AK Page 24 of 47 within forty-five (45) days of receipt of invoice. Contractor shall invoice the County for any sums Contractor claims to be owed by County under the resulting Agreement for work performed from the last invoice to the effective date of termination. County shall review such invoice for payment within fifteen (15) days of receipt and County shall pay any undisputed amount within forty-five(45)days. J. In the event of termination by the County for non-appropriation, for all items or products ordered by Contractor before receipt by Contractor of the notice of termination which Contractor could not cancel without imposition of a fee, the County shall cause payments to be made to Contractor within forty-five (45)days of receipt of an undisputed invoice for all cancellation, restocking or residual fees resulting from the cancellation or return of third party products ordered from or shipped by the vendor thereof prior to the effective date of the termination. 2.33 Incurred Expenses This ITB does not commit the County of Volusia to award an Agreement, nor shall the County of Volusia be responsible for any cost or expense which may be incurred by the Bidder in preparing and submitting the submittal called for in this ITB, or any cost or expense incurred by the Bidder prior to the execution of an Agreement. 2.34 Minimum Specifications The specifications listed in the scope of service are the minimum required performance specifications for this ITB; they are not intended to limit competition nor specify any particular Bidder, but to ensure that the County receives quality services. 2.35 Compliance with Laws and Regulations The Bidder shall be responsible to know and to apply all applicable federal and state laws, all local laws, ordinances, rules, regulations, and all orders and decrees of bodies or tribunals having jurisdiction or authority which in any manner affect the work, or which in any way affect the conduct of the work. Bidder shall observe and comply with all such laws, ordinances, rules, regulations, orders, and decrees for all work or services performed under this Agreement. The Bidder shall protect and indemnify County and all its officers, agents, servants, or employees against any liability or claim made against the County arising from or based on the violation of any such law, ordinance, rule, regulation, order, or decree caused or committed by Bidder, its representatives, Subcontractors, sub-consultants,professional associates,agents, servants,or employees. At time of Bid submittal, Bidder shall hold the required licensure to be the prime Contractor for all work to be performed under the Bid Agreement. If Bidder proposes to use a Subcontractor or sub-consultant to perform any work under the Bid Agreement such subcontractor and/or sub-consultant shall, at the time of Bid submittal, hold the required licensure for all work to be performed under this Bid Agreement as a subcontractor and shall maintain such license(s) in full force and effect during the term of this Bid Agreement. All licenses and permits required to perform Bidder's duties under this Bid Agreement whether such license or permit is required by the federal government, State of Florida, Volusia County, or any municipality, shall be at Bidder's sole cost and 1TB 15-B-154AK Page 25 of 47 expense, and shall not be a cost of the County. All required licenses and permits shall be maintained in full force and effect during the term of this Bid Agreement. 2.36 Limitation of Liability and Indemnification of County A. The Contractor shall, at its own expense, indemnify, defend, and hold harmless the County and its public officials (elected and appointed), successors and assigns, agents,officers, and employees, from and against all claims of every kind and nature (including losses incurred or suffered in consequences either of bodily injury to a person or damage to property), damages, losses and expenses, including, but not limited to attorney's fees, arising out of or resulting from the performance of this Agreement provided that the claim,damage, loss and expense is caused by any negligent act or omission of the Contractor,or anyone directly or indirectly employed by Contractor, except that the Contractor will not be required to indemnify, defend and hold harmless the County if such claim, damage, loss and expense is the result of the sole negligence of the County, or of anyone directly or indirectly employed by the County or anyone for whose acts the County may be liable. B. Sovereign Immunity.. County expressly retains all rights, benefits and immunities of sovereign immunity in accordance with section 768.28, Florida Statutes (as amended).Notwithstanding anything set forth in any section of this Agreement to the contrary, nothing in this Agreement shall be deemed as a waiver of immunity or limits of liability of the County beyond any statutory limited waiver of immunity or limits of liability which may have been or may be adopted by the Florida Legislature and the cap on the amount and liability of the County for damages, regardless of the number or nature of claims in tort, equity, or contract, shall not exceed the dollar amount set by the legislature for tort. Nothing in this Agreement shall inure to the benefit of any third party for the purpose of allowing any claim against the County, which claim would otherwise be barred under the doctrine of sovereign immunity or by operation of law. 2.37 Records& Right to Audit The Bidder shall maintain such financial records and other records as may be prescribed by the County or by applicable federal and state laws, rules, and regulations. The Bidder shall retain these records for a period of three (3) years after final payment, or until the County audits them, whichever event occurs first. These records shall be made available during the term of the Agreement and the subsequent three (3) year period for examination, transcription, and audit by the County, its designees, or other entities authorized by law. 2.38 Change in Scope of Work/Service A. The County may order changes in the work/service consisting of additions, deletions, or other revisions within the general scope of the Agreement. No claims may be made by the Bidder that the scope of the project or of the Bidder's services has been changed, requiring changes to the amount of compensation to the Bidder or other adjustments to the Agreement, unless such changes or adjustments have been made by written amendment or change order to the ITB 15-B-154AK Page 26 of 47 Agreement signed by the County Representative, County Director of Purchasing and Contracts, and the Bidder. B. If the Bidder believes that any particular work/service is not within the scope of work/service of the Agreement, is a material change, or will otherwise require more compensation to the Bidder, the Bidder must immediately notify the County's Representative in writing of this belief. The Bidder and County shall negotiate modifications to the Agreement in good faith and agree upon equitable adjustment for any changes in services or other obligations required of the Bidder due to such modifications. The Bidder must assert its right to an adjustment under this clause within thirty (30) days from the date of receipt of the written order. C. The County reserves the right to negotiate with the awarded Bidder(s) without completing the competitive bidding process for materials, products, and/or services similar in nature to those specified within this ITB for which requirements were not known when the ITB was released. 2.39 Modifications Due to Public Welfare or Change in Law The County shall have the power to make changes in the Agreement as the result of changes in law and/or ordinances of Volusia County to impose new rules and regulations on the Bidder under the Agreement relative to the scope and methods of providing services as shall, from time to time, be necessary and desirable for the public welfare. The County shall give the Bidder notice of any proposed change and an opportunity to be heard concerning those matters. The scope and method of providing services as referenced herein shall also be liberally construed to include, but is not limited to, the manner, procedures, operations and obligations, financial or otherwise, of the Bidder. In the event any future change in Federal, State or County law or the ordinances of Volusia County materially alters the obligations of the Bidder, or the benefits to the County, then the Agreement shall be amended consistent therewith. Should these amendments materially alter the obligations of the Bidder, then the Bidder or the County shall be entitled to an adjustment in the rates and charges established under the Agreement. Nothing contained in the Agreement shall require any party to perform any act or function contrary to law. The County and Bidder agree to enter into good faith negotiations regarding modifications to the Agreement, which may be required in order to implement changes in the interest of the public welfare or due to change in law. When such modifications are made to the Agreement, the County and the Bidder shall negotiate in good faith, a reasonable and appropriate adjustment for any changes in services or other obligations required of the Bidder directly and demonstrably due to any modification in the Agreement under this clause. 2.40 Right to Require Performance A. The failure of the County or Bidder at any time to require performance by the other of any provision hereof shall in no way affect the right of the County or Bidder thereafter to enforce same, nor shall waiver by the County of any breach of any provision hereof be taken or held to be a waiver of any succeeding breach of such provision or as a waiver of any provision itself. ITB 15-B-154AK Page 27 of 47 B. In the event of failure of the Bidder to deliver services in accordance with the Agreement terms and conditions, the County, after due written notice, may procure the services from other sources and hold the Bidder responsible for any resulting additional purchase and administrative costs. This remedy shall be in addition to any other remedies that the County may have. 2.41 Force Majeure Neither party shall be liable for any failure or delay in the performance of its obligations under the Agreement to the extent such failure or delay necessarily results from the occurrence of a Force Majeure Event beyond the control or reasonable anticipation of either party, including, but not limited to, compliance with any unanticipated government law or regulation not otherwise in effect at the time of execution of this Agreement, acts of God, unforeseeable governmental acts or omissions, fires, strikes, natural disasters, wars, riots, transportation problems, and/or any other unforeseeable cause whatsoever beyond the reasonable control of the parties (and such cause being referred to as a"Force Majeure Event"). Accordingly,the parties further agree that: A. Upon the occurrence of Force Majeure Event, the non-performing party shall be excused from any further performance of those obligations under this Agreement that are affected by the Force Majeure Event for as long as (a) the Force Majeure Event continues; and (b) the non-performing party continues to use commercially reasonable efforts to recommence performance whenever and to whatever extent possible without delay. B. Upon the occurrence of a Force Majeure Event, the non-performing party shall notify the other party of the occurrence of such event and describe in reasonable detail the effect(s) of such event upon the party's performance of its obligations and duties pursuant to this Agreement. Such notice shall be delivered or otherwise communicated to the other party within two(2)business days following the failure or delay caused by the Force Majeure Event, or as soon as possible after such failure or delay if the Force Majeure Event precludes the non- performing party from providing notice within such time period. C. In the event of a Force Majeure Event, the time for performance by the parties under the applicable statement of work shall be extended for a period of time equal to the time lost by reason of such cause through execution of a Change Order pursuant to the terms of the Agreement. 2.42 Bidder's Personnel During the performance of the Agreement,the Bidder agrees to the following: A. The Bidder shall not discriminate against any employee or applicant for employment because of race, religion, color, sex, age, handicap, or national origin, except when such condition is a bona fide occupational qualification reasonably necessary for the normal operations of the Bidder. The Bidder agrees to post in conspicuous places, visible to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause. ITB 15-B-154AK Page 28 of 47 The Bidder, in all solicitations or advertisements for employees placed by or on behalf of the Bidder, shall state that such Bidder is an Equal Opportunity Employer; B. The Bidder shall be responsible for ensuring that its employees, agents, and subcontractors comply with all applicable laws and regulations and meet federal, state, and local requirements related to their employment and position; C. The Bidder certifies that it does not and will not during the performance of the Agreement employ illegal alien workers or otherwise violate the provisions of the federal Immigration Reform and Control Act of 1986, as amended; D. Notices, advertisements, and solicitations placed in accordance with federal law, rule, or regulation shall be deemed sufficient for the purpose of meeting the requirements of this Section 2.42; E. The Bidder shall include the provisions of the foregoing paragraphs A, B, C, and D, above, in every subcontract or purchase order so that the provisions will be binding upon each Bidder; F. The Bidder and any Subcontractor shall pay all employees working on this Agreement not less than minimum wage specified in the Fair Labor Standards Act (29 CFR 510-794)as amended; G. Any information concerning the County, its products, services, personnel, policies, or any other aspect of its business learned by the Bidder or personnel furnished by the Bidder in the course of providing services pursuant to the Agreement and exempt from disclosure pursuant to Section 119.01, F.S., shall be held in confidence and shall not be disclosed by the Bidder or any employee or agents of the Bidder or personnel furnished by the Bidder, without the prior written consent of the County; and H. Both Bidder and Subcontractors awarded an Agreement as a result of Section 2.10, Local Preference, shall register all open positions related to this Agreement with the Center for Business Excellence (CBE), and submit appropriate affidavit (Sections 10.0 and 11.0 of this document) showing compliance. 2.43 Claim Notice The Bidder shall immediately report in writing to the County's designated representative or agent any incident that might reasonably be expected to result in any claim under any of the coverage mentioned herein. The Bidder agrees to cooperate with the County in promptly releasing reasonable information periodically as to the disposition of any claims, including a résumé of claims experience relating to all Bidder operations at the County project site. The designated representative for the County shall be: Name: County of Volusia, Florida Personnel/Risk Management Division Address: 230 North Woodland Boulevard, Suite 250 DeLand, Florida 32720 ITB 15-B-154AK Page 29 of 47 Telephone: 386-736-5963 Fax: 386-822-5006 2.44 Disadvantaged Business Enterprise Program The County Council has adopted policies, which assure and encourage the full participation of Disadvantaged Business Enterprises (DBE) in the provision of goods and services. The County encourages joint ventures between majority-owned firms and qualified disadvantaged/minority/women-owned firms. 2.45 County/Bidder Relationship The County of Volusia reserves the right to award one or more Agreements to provide the required services as deemed to be in the best interest of the County. Any awarded Bidder shall provide the services required herein strictly under a contractual relationship with the County and is not, nor shall be, construed to be an agent or employee of the County. As an independent Bidder the awarded Bidder shall pay any and all applicable taxes required by law; shall comply with all pertinent Federal, State, and local statutes including, but not limited to, the Fair Labor Standards Act, The Americans with Disabilities Act, the Federal Civil Rights Act, and any and all relevant employment laws. The Bidder shall be responsible for all income tax, FICA, and any other withholdings from its employees'or Subcontractor's wages or salaries. Benefits for same shall be the responsibility of the Bidder including, but not limited to, health and life insurance, mandatory Social Security, retirement, liability/risk coverage, and workers' and unemployment compensation. The independent Bidder shall hire, compensate, supervise, and terminate members of its work force; shall direct and control the manner in which work is performed including conditions under which individuals will be assigned duties, how individuals will report, and the hours individuals will perform. The independent Bidder shall not be provided special space, facilities, or equipment by the County to perform any of the duties required by the Agreement, nor shall the County pay for any business, travel, or training expenses or any other Agreement performance expenses not explicitly set forth in the specifications. The independent Bidder, except as expressly set forth herein, shall not be exclusively bound to the County and may provide professional services to other private and public entities as long as it is not in direct conflict and does not provide a conflict of interest with the services to be performed for the County. 2.46 New Material Unless otherwise provided for in this specification, the Bidder represents and warrants that the goods, materials, supplies, or components offered to the County under this Agreement are new, not used or reconditioned, and are not of such age or so deteriorated as to impair their usefulness or safety and that the goods, materials, supplies, or components offered are current production models of the respective manufacturer. If the ITB 15-B-154AK Page 30 of 47 Bidder believes that furnishing used or reconditioned goods, materials, supplies, or components will be in the County's interest, the Bidder shall so notify the County Procurement Analyst in writing no later than ten (10) working days prior to the date set for opening of Bids. The notice shall include the reasons for the request and any benefits that may accrue if the County authorizes the bidding of used or reconditioned goods, materials, supplies,or components. 2.47 Damages Due to the nature of the services to be provided and the potential impact to the County for loss, the Contractor cannot disclaim consequential or special damages related to the performance of this Agreement. The Contractor shall be responsible and accountable for any and all damages, directly or indirectly, caused by the actions or inaction of its employees, staff,or Subcontractors. There are no limitations to this liability. 2.48 Conflict of Interest Form All Bidders shall properly complete, have notarized, and include with their Bid Submittal the attached form disclosing any potential conflict of interest that the Bidder may have due to ownership,other clients,contracts,or interests associated with this project. 2.49 Definitions As used in this Bid,the following terms shall have the meanings set forth below: Agreement: The document resulting from this solicitation between the County and the Contractor, including this Bid, along with any written addenda and other written documents,which are expressly incorporated by reference. Agreement Administrator: The Director of Purchasing and Contracts or designee shall serve as Agreement Administrator. The Agreement Administrator shall be responsible for addressing any concerns within the scope of the Agreement. Any changes to the resulting Agreement shall be made in writing and authorized by the Director of Purchasing and Contracts. Bid: A Contractor's offer to the County in response to an invitation to bid (ITB) issued by a purchasing authority. Bidder: That person or entity, including employees, servants,partners,principals, agents, and assignees of the person or entity that has submitted a Bid proposal for the purpose of obtaining business with the County to provide the product and/or services set forth herein. (Used interchangeably with Respondent) Construction Services: Means all labor, services, and materials provided in connection with the construction, alteration, repair, demolition, reconstruction, or any other improvements to real property. The term "construction services" does not include contracts or work performed for the Department of Transportation. 1TB 15-B-154AK Page 31 of 47 Contractor: That person or entity duly authorized to submit a Bid proposal for the purpose of obtaining business with the County to provide the product and/or services set forth herein and incurring liability for the same. Contractor's Project Manager: The Project Manager has responsibility for administering this Agreement for the successful Bidder(s) and will be designated prior to the issue of the resulting Master Agreement or Purchase Order. County: The word County refers to the County of Volusia, Florida. County's Project Manager(s): The Project Manager(s) have responsibility for the day- to-day administration of the resulting Agreement for the County and will be designated prior to award of the resulting Master Agreement or Purchase Order. Day: The word "day" means each calendar day or accumulation of calendar days. Director: The Director of Purchasing and Contracts for the County of Volusia, FL. Master Agreement: The payment vehicle through with the successful Bidder(s) shall be compensated. This Agreement will be issued in accordance with the specifications, terms, and conditions of this Bid document and shall be valid for a specified period of time with a specific dollar value, which shall not be exceeded annually. Person or Persons: An individual, firm, partnership, corporation, association, executor, administrator, trustee, or other legal entity, whether singular or plural, masculine or feminine, as the context may require. Preference: The method of the reducing the proposed Bid or quote price by a designated percentage for the sole purpose of determining the lowest price when compared to other prices submitted during a competitive solicitation. Protest: See process at www.volusia.org/purchasing. Respondent: That person or entity, including employees, servants, partners, principals, agents, and assignees of the person or entity that has submitted a Bid proposal for the purpose of obtaining business with the County to provide the product and/or services set forth herein. (Used interchangeably with Bidder) Subcontractor: A person other than a materialman or laborer who enters into a contract with a Contractor for the performance of any part of the Agreement documents. Sub-subcontractor: A person other than a materialman or laborer who enters into a contract with a Subcontractor for the performance of any part of such Subcontractor's Agreement. Turnkey Solution: A complete solution that is supplied, installed, or purchased in a condition ready for immediate use, occupation, or operation within a specified time frame. 1TB 15-B-154AK Page 32 of 47 3.0 SUBMITTAL REQUIREMENTS (Submit in the following order) It is not necessary to return every page of this document with the Proposal; return only the pages that require signatures or information requested below. 3.1 Completed Invitation To Bid Cover Pages (includes two pages) signed by an authorized agent of the firm, as listed on the Florida Department of State, Division of Corporations' Sunbiz report available at www.sunbiz.org (Sunbiz), shall be required. If anyone other than the officers listed on the Sunbiz website will be signing this ITB, a memorandum of authority signed by an officer of the firm allocating authorization shall be required. If firm is not currently registered as a vendor in the State of Florida (Sunbiz), include documentation designation of contracting authority. The memorandum of authority shall be on the firm's letterhead and shall clearly state the name, title and contact information for the individual designated by the firm. 3.2 Provide a Florida Department of State, Division of Corporations' Sunbiz report available at www.sunbiz.org. 3.3 Completed Bid Submittal Form (use attached form Section 4.0). 3.4 References - List at least three (3) recent references where the proposed product has been provided within the past three (3) years. Use of the attached form (Section 5.0) will aid in evaluation. Unless specifically asked by the County, the County of Volusia shall not be listed as a reference. 3.5 Business Tax Receipt(BTR) To be responsive to this solicitation, each Bidder who is currently required to have a Business Tax Receipt (BTR) at the time of submittal shall provide a copy of their current BTR in their response to this solicitation. There are two exceptions to this Bid submission requirement: 1. If Bidder's business does not have a physical location in Lake, Orange, Osceola, Seminole, or Volusia County, no submission is required, OR 2. If Bidder's business type is exempt, submit with proposal a Proof of Exemption approved by the Volusia County Revenue Director(see Section 7.0). See http://www.volusia.org/services/financial-and-administrative-services/revenue- services/local-business-tax/business-tax-frequently-asked-questions.stml for more information and to access Ch. 114, Article I, Sect. 114-1 of the Volusia County Code of Ordinances. 3.6 Insurance - Evidence of required insurance coverage or proof of insurability in the amounts indicated. If available, a properly completed ACORD Form is preferable. Final forms must contain the correct solicitation and/or project number and Volusia County contact person. Firms that have owner/operators that have filed a "Notice of Election to be Exempt" shall submit a copy with the proposal. ITB 15-B-I 54AK Page 33 of 47 Incorporated and unincorporated firms that qualify for an exemption under the Florida Workers' Compensation law in Chapter 440, Florida Statutes, shall submit an executed Hold Harmless Agreement (see Section 8.0) relieving the County of liability in the event they and/or their employees are injured while providing goods and/or services to the County. 3.7 Conflict of Interest Form (use attached form Section 9.0) All Bidders shall properly complete, have notarized, and include with their Bid Submittal the attached statement disclosing any potential conflict of interest that the Bidder may have due to ownership, other clients, contracts, or interests associated with this project. 3.8 Addenda issued subsequent to the release of this solicitation must be signed and returned with the firm's Bid. Failure to return signed addenda may be cause for the Bid to be considered non-responsive. 3.9 Taxpayer Identification Number(TIN) and Certification Form— Include a completed TIN form. If the firm is not registered with Volusia County, on-line registration is available at www.volusia.org/purchasing under Vendor Self Service, which links to the registration site and the TIN form can be accessed through this site as well. 3.10 Certification Affidavit by Local Business (use attached forms Section 10.0 and 11.0) All Bidders shall complete, have notarized, and include with their Bid Submittal the attached statement(s)confirming Local Preference Eligibility. 3.11 Drug-Free Work Place form (use attached form Section 12.0). 3.12 Certification Regarding Debarment—Prime (use attached form Section 13.0). 3.13 Certification Regarding Debarment—Sub if applicable(use attached form Section 14.0). All Bidders shall be prepared to supply a financial statement upon request, preferably a certified audit, but a third party prepared financial statement and the latest D & B report will be accepted. [THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] 1TB 15-B-154AK Page 34 of 47 S C P l _, 2015 4.0 BID SUBMITTAL FORM TO: County of Volusia, Florida Office of Director of Purchasing and Contracts 123 W. Indiana Avenue, Room 302 DeLand,FL 2720-4608 The undersi: d hereby declare(s) that [firm name] I- e.`3.so,. W„it rw.rks ,V.A1 has carefully examined the specifications to furnish Materials i r Water and Sewer Operations, for which Bid Submittals were advertised to be received no later than 3:00 p.m., ET,on September 17,2015,and further declares that the firm will furnish the Materials for Water and Sewer Operations according to specifications. Complete Attachment A—Price Sheet (Open Attachment from website, perform"file save as"and save spreadsheet to your computer. Fill in pricing,preferably electronically.) Include Attachment,in excel format(not pdf),on CD/USB drive with the rest of your submittal documents. The County reserves the right to negotiate with the awarded vendor for additional services similar in nature not known at the time of Bid closing. Sole Proprietor 0 Yes El No Total number employees 16, 0 0 0 F.O.B. Destination Do you have an on-line ordering system? LYES ❑ NO The following information is required in order to be granted a price redetermination. Assuming that the prices quoted include costs for vehicles, maintenance, repair, insurance, fuel, wages, insurances and other employee benefits, materials, overhead, operating expenses, etc., what percentage of the rate is directly attributed to the cost of-fuel? 15 % I.d Which does the firm use: i Diesel fuel or ❑ Gasoline? Assuming that the prices quoted include costs for vehicles, maintenance, repair, insurance, fuel, wages, materials, overhead, operating expenses, etc., what percentage of the rate is directly attributed to the cost of wages? 15 0/0 Assuming that the prices quoted include costs for vehicles, maintenance, repair, insurance, fuel, wages, insurances and other employee benefits, materials, overhead, operating expenses, etc., what percentage of the rate is directly attributed to the cost of materials? 70 Prompt payment discount, if applicable: na %, na Days;Net 45 Days Do you accept electronic funds transfer(EFT)? YES 0 NO Do you offer a discount for electronic funds transfer(EFT)? ❑YES, % ®NO ITB 15-B-154AK Page 35 of 47 Have you supplied all the Submittal Requirements outlined below? L1 Invitation to Bid cover pages. (Includes two pages) El Florida Department of State,Division of Corporations' Sunbiz Report for your firm C3 Completed and executed Bid Submittal form Gt References, in accordance with Section 2.11,Definition of Responsive and Responsible ® If you have a physical location in Lake, Orange, Osceola, Seminole or Volusia County, submit one of these: t Current Business Tax Receipt, OR LI Proof of Exemption Form Li Proof of Insurance,per Section 2.24 ® Hold Harmless Agreement and/or Notice of Election to be Exempt, if required IA Conflict of Interest form Ut Any addenda pertaining to this ITB GI Taxpayer Identification Number and Certification Fonn GI Certification Affidavit confirming Local Preference Eligibility, if applicable • Licenses, per Section 2.23 ® Drug-Free Work Place Form CA Certification Regarding Debarment—Prime Form Certification Regarding Debarment—Sub Form 1 Did you include a CD or USB drive,as required in the Section 2.7, Bid Submittal Form? The County of Volusia reserves the right to reject any or all proposals, to waive informalities, and to accept all or any part of any proposal as may be deemed to be in the best interest of the County. I hereby certify that I have read and understand the requirements of this Invitation to Bid No. 15-B-154AK, Materials for Water and Sewer Operations, and that I, as the Bidder, will comply with all requirements, and that I am duly authorized to execute this proposal/offer document and any Agreement(s)and/or other transactions required by award of this ITB. Further, as attested to by below signature, I will provide the required insurance, per §2.24, Insurance,upon notification of recommendation of award. The vendor acknowledges that rmation provided in this Bid is true and correct: Author! d Signature Ju in Montandon Printed Name Municipal Sales 9/8/2015 Title Date Ferguson Waterworks Company Nano 1470 Bobby Lee Point Full Address 407-859-7473 (407) 302-3327 justin.montandon@ferguson.com Telephone Fax E-mail Address 00-895-5171 54-1211771 Dunn&Buadstrccl# Federal l.D.# ITB 15-B-154AK Page 36 of 47 EXHIBIT B ITB 15-B-154AK Materials for Water and Sewer Operations Attachment A-REVISED `, - Volusla CCAounty r l4M Every yellow shaded box must be filled out-all others will be automatically calculated Percentage discount shall apply to all items not specifically listed for each category Vendor: Ferguson Waterworks DescriptionEstimated Item Price Unit Cost Extension •uantit EXTERIORBLUE 1 1 . 30.00% 100' . . 200 PSI,SODR . .. Pure n $ 32.10 ..r • $706.20 1 . . 200 PSI,SODR• Endot Endo Pure 10 $ 1 19.2 0 .er roll11 PURPLE POLYETHYLENE REUSE Percenta_c Discount: 30.00% 1"x 100'tubin_CTS,200 PSI,SODR 9,Endot Endo l'ure 10 $ 32.10 .cr roll $321.00 BRASS FOR!)NIF FER BOX PRODUCT ONLY Percenta_e Discount: 51.00% 1"male of•ada•ter C84-44 50 $ 11.98 er $599.00 2" )of cou lin_,C44-77 15 S 64.30 i•- •. 2"cou lin_ C44-77 G 19 $ 64.30 er $1 221.70 1"curb sto ,B41-444-W 10 $ 62.00 each $620.00 1"co •.ration sto. CC trea F1000-4 72 $ 32.64 350.08 assembly, • $ 31.00 each 36-7.5 whri.)(lint $2 232.00 $ 6.79 each $169.75 close1 $ 1.15 • 1 Stainless Steel Wrap Repair Clamp for Schedule 40,C900,C905,and Percentage Discount: DIP • CI 62.00% 1 1 S 59.00 each $236.00 1 6 $ 88.00 $528.00 Re air Cou lin: Percenta:c Discount: 10%i 4"Dresser st le,repair con. 11 HYMAX 21 $ 129.00 each $2,709.00 Stainless Steel Full Circle Wra Percenta:c Discount: 3/4"X 6"Redi clam.,2 bolt t .c,FI),FSC 3/4"X 6 R 15 $ 24.75 each $371.25 Sewer Cott lin: 11 6"re.air couplin PVC/PVC,Fenno $ 7.40 . '. , 00 Meter Box - Discount: •• 11'. Double meter,CI reader lid,black 600 $ 26.75 $16,050.00 Saddles (to use with PVC Class I 'II , and DIP. Stainless steel Percentage Discount: cxpoy coated .. 11 6"X 1"CC Smith/Blair,JCM or FD 317 10 $ 38.00 $380.00 l'vle:a Lu Is 1 111 • 60.00% 1 5 17.25 each. 1 1 6"Flan.e con lin:ada ter for 1 .. $ 171.00 026.00 Discount: 80.00% PVC SDR 21 Class 200, blue, . 11 $ 2.92 .•• :4111 PVC,Sch 1 Solvent Weld Joint 20' 111 $ 0.53 •er foot $530.00 PVC Sch 1 Solvent1 1 $ 0.52 ler foot $104.00 PVC Sewer l'i• 1 1 1 $ 0.87 ler •.t $113.10 11 Blue Brute,Class 100, . t 11 $ 4.20 per Foot 0 1 11 US Ductile Iron Pi e Push . 1 . 1 $ 11.40 ••r foot $456.00 Discount: 80.00% 6"tn. .v.resilient scat e•ox coat AWWA 1• . . $ 349.00 each $4,188.00 Valve Boxes Manhole.Rin: &Cover Percenta_e Discount: 60.00% Valve •. 1 $ 6.25 each $62.50 Fire hydrants and extensions Percenta:e Discount: 11', • . $0.00 Baekflow Preventcr Whin(no alternate;wee•ted • Percentage Discount: 50,00% 3/4"backtlow reventer,reduce pressure with ball valve,Wilkins 975X1, 1 $ 142.00 ; 1 11 Total bid price $45,395.08 Average percentage discount 57.00%