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2015-29 SUPPLIER AGREEMENT FOR AUTOMATED REFUSE CARTS THIS AGREEMENT, made and entered into this /cof day of A ie1 / 2015, A.D., by and between the City of Clermont 685 West Montrose Street, Clermont, Florida (hereinafter referred to as "CITY"), and Otto Environmental Systems (NC), LLC.., 12700 General Drive, Charlotte,NC, 28273 (hereinafter referred to as "SUPPLIER"). WHEREAS, SUPPLIER has through the public procurement process entered into an agreement with the County of Roanoke, Virginia to furnish and provide automated refuse carts; WHEREAS, based on SUPPLIER's response, Roanoke County awarded a contract to SUPPLIER under the terms of Bid #2014-065; WHEREAS, CITY desires to utilize the SUPPLIER's approved bid with Roanoke County in accordance with CITY's procurement policy; and WHEREAS, SUPPLIER desires to enter into a contract with CITY based on the terms and conditions of Roanoke County contract 2014-065. WITNESSETH: That the parties hereto, for the consideration hereinafter set forth, mutually agree as follows: ARTICLE I - SCOPE OF WORK The SUPPLIER shall furnish automated refuse carts as described in the Roanoke County contract 2014-065 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 SUPPLIER. To the extent of a conflict between this Agreement and Exhibit "A", the terms and conditions of this Agreement shall prevail and govern. 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 an amount in accordance with the compensation schedule 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 January 13, 2016, unless renewed as set forth above or terminated as provided for the Roanoke County contractual agreement. 1 2. Notwithstanding any other provision of this Agreement, CITY may, upon written notice to SUPPLIER, terminate this Agreement if: a) without cause and for convenience upon thirty (30) days written notice to SUPPLIER b) SUPPLIER is adjudged to be bankrupt; c) SUPPLIER makes a general assignment for the benefit of its creditors; d) SUPPLIER fails to comply with any of the conditions of provisions of this Agreement; or e) SUPPLIER 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. ARTICLE IV - COMMENCEMENT AND COMPLETION OF WORK The SUPPLIER shall provide all items in the timeframe as set forth in the applicable purchase order. ARTICLE V - PAYMENTS In accordance with the provisions fully set forth in the General Conditions, SUPPLIER shall submit a payment request by the third (3rd) day of each calendar month for items provided during the preceding calendar month. CITY shall make payment to the SUPPLIER, within thirty(30) calendar days, on the basis of a duly certified and approved payment invoice by the CITY for items provided and accepted by the CITY. 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 SUPPLIER 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 junsdiction thereof. ARTICLE VII—INSURANCE AND INDEMNIFICATION RIDER 1. Worker's Compensation Insurance - The SUPPLIER 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 SUPPLIER shall require the subSUPPLIER similarly to provide Worker's Compensation 2 Insurance for all of the latter's employees unless such employees are covered by the protection afforded by the SUPPLIER. Such insurance shall comply with the Flonda 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 SUPPLIER shall provide adequate insurance, satisfactory to the CITY, for the protection of employees not otherwise protected. 2. SUPPLIER's Public Liability and Property Damage Insurance - The Contactor shall take out and maintain dunng 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) SUPPLIER'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) Excess Liability, Umbrella Form $2,000,000 Each Occurrence, Combined Single Limit Insurance clause for both BODILY INJURY AND PROPERTY DAMAGE shall be amended to provide coverage on an occurrence basis. 3. SubSUPPLIER's Public Liability and Property Damage Insurance - The SUPPLIER shall require each of his subSUPPLIERs to procure and maintain during the life of this subcontract, insurance of the type specified above or insure the activities of his subSUPPLIERs in his policy, as specified above. 4. Indemnification Rider (a) To cover to the fullest extent permitted by law, the SUPPLIER 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 attorney's 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, 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 SUPPLIER, any subSUPPLIER, 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 3 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 SUPPLIER, any subSUPPLIER, 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 SUPPLIER or any subSUPPLIER under workers' or workmen's compensation acts, disability benefit acts or other employee benefit acts. (c) The SUPPLIER 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. SUPPLIER: Otto Environmental Services (NC), LLC. 12700 General Drive Charlotte, NC 28273 Robert Engle, cC 6 0 CITY: City of Clermont Attn: Darren Gray, City Manager 685 W. Montrose Street Clermont, FL 34711 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. 4 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 wnting 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 pnor and contemporaneous agreements between the parties with respect to the performance of services by SUPPLIER. 6. Assignment. This agreement is personal to the parties hereto and may not be assigned by SUPPLIER, 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. Records. SUPPLIER expressly understands and acknowledges that any and all documents related to the services provided herein, may be considered records that are subject to examination and production in accordance with Florida's Public Records Law. SUPPLIER expressly agrees that it will comply with all requirements related to said law and that it will hold CITY harmless, including attorney fees and litigation costs, for any such disclosure related to Florida's Public Records Law. 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. Notice to Proceed or Purchase Order 5 3. CITY's Purchasing Policy 4. All documents contained in Roanoke County contract no. 2014-065. IN WITNESS� IWHEREOF, the parties hereto have executed this Agreement on this ) Li day of I pit ` ,2015. , City of ),47 ont �R ^"1', Gail L: Ash, Mayor ; Attest \' I LazI. -Tracy Ackroys' ity Clerk . � Otto Environmental Systems (NC), LLC. 4By: Gc /l f e'e , b11- 7 r`/ L.- / (0 7/0/ Printed Name and Title Attest: Corporate Secretary ‘e /6 (Name Printed or Typed) 6 EXHIBIT A t>fAZT v:t 4 r � County of Roanoke FINANCE DEPARTMENT-PURCHASING D VISI N I O November 12,2014 Mr. Robert Engle Otto Environmental Systems(NC), LLC 12700 General Drive Charlotte, NC 28273 Re: Contract No.: 2014-085 Automated Carts Dear Mr.Engle, The County of Roanoke would like to renew the referenced current contract with you. We would like the renewal period to be FROM: January 14,2015 to January 13,2018. To renew this contract.check the annrooriate line.akin within 7 calendar days of the letter date.and email to swells@roanokecountv_va.00v orfaxto 040)561-2857. If you are In agreement with this renewal, prices &terms remain firm please check the line below, make a copy of this notice for your records and e-mail andlor fax a copy of the original. This will serve as a renewal confirmation. X Agree with this renewal, the price terms and conditions would remain firm during the renewal period (Include all pricing even though it remains unchanged from last renewal period). If you do not agree with the renewal or request changes, please check the appropriate line and return with your attached explanation. We will review your response and advise you of our decision regarding the renewal. Do not wish to renew contract,per attached explanation. Request changes in contract, per attached explanation (include all pricing, even those items which remain unchanged). Questions,comments,concerns or suggestions regarding this contract are always welcome. Sincerely, WQ.Q.Q-d, Stanley Wells Buyer VENDOR w Robert Engle CEO December 9, 2014 o -• Signa; re - Printed Name Title Date P.O.BOX 29800 • ROANOKE.VIRGINIA 24018.0798 • (540)772-2081 • (540)581-2857 4 , COUNTY OF ROANOKE Finance Department Purchasing Division CONTRACTUAL AGREEMENT#2014-065 AUTOMATED CARTS ARTICLES OF AGREEMENT made this fourteenth (14th) day of January, 2014, by and between Otto Environmental Systems (NC), LLC, 12700 General Drive, Charlotte, NC 28273, party to the first part, and the County of Roanoke, Virginia, party of the second part, also referred to as the OWNER WHEREAS, the party of the first part has made a bid in writing to the OWNER, to furnish and provide automated carts as specified in Invitation for Bid # 2014-065 hereby mentioned and identified herein for the OWNER, as the WORK, for the price, on the terms and within the time set forth herein, all pursuant to the Invitation for Bid, the specifications, and the Bidder's response, as if each of the documents were attached hereto, and are thereby made a part of this Contract. The OWNER has accepted the bid of the said party of the first part, according to law. NOW, THEREFORE, the said party of the first part, for and in consideration of the payment as set forth in Exhibit A, for itself, its heirs, executors, administrator, successors and assigns, as the case may be, hereby covenants and agrees to and with the OWNER to perform the said WORK for the said price, upon the said terms, within the said time, and according to the said specifications, the WORK being more specifically identified as follows: 1. Bid Form Completed by Otto Environmental Systems (NC), LLC (Exhibit A) 2. Invitation for Bid No. 2014-065, which is incorporated herein by reference. The term of this Contract will be for one (1) year, from January 14, 2014, through January 13, 2015, at which time it will terminate unless sooner terminated pursuant to the terms of the Contract or by law or unless renewed as set forth in such Contract. Upon the mutual agreement of the parties, the Contract may be renewed for up to four (4) additional one (1) year periods or any combination thereof. All terms and conditions shall remain in force for the term of this Contract and for any renewal period unless modified by mutual agreement of both parties. Prices shall not be increased during the initial term of this Contract. Prices for any renewal periods will be subject to the mutual agreement of both parties It is understood that if the party of the first part does not perform the WORK as specified, then the Contract may be canceled by the OWNER. Otto11. •rime Al •tems (NC), LLC- Roanoke County Al 1 1 Alt Autho ized --Sure Diana Thomas, CFO Authorized Signature 9yr EXHIBIT A TO CONTRACTUAL AGREEMENT#2014-065 AUTOMATED CARTS BID FORM COMPLETED BY OTTO ENVIRONMENTAL SYSTEMS INC). LLC V,�4• l� 1 V..-.1r%} COUNTY OF ROAN-OKE FINANCE DEPARTMENT PURCHASING DIVISION Stanley Wells Buyer P 0 Box 29800 5204 Bernard Drive SW, Suite 300F Roanoke, VA 24018 Phone: (540) 772-2061, Ext 308 Fax (540) 561-2857 swells@roanokecountvva.gov October 1, 2013 INVITATION FOR BID #2014-065 Automated Carts One (1) Original, two (2) Complete Copies, and One Electronic Copy (CD/DVD) Preferred of Sealed Bids Due: October 15, 2013 3:00 PM (Local Prevailing Time) INVITATION FOR BID #2014-065 Automated Carts PURPOSE The purpose of this invitation for Bid (IFB) is the procurement of automated carts for the residents of the County of Roanoke, Virginia The County of Roanoke invites qualified Bidders to submit a bid, The County will review each response and may elect to issue separate awards to the lowest responsive and responsible Bidders for such items on a per item basis or any combination thereof that might be in the best interest of the County. A Bidder may submit a bid for one or both items listed on the Bid Form. The County reserves the right to award to multiple Bidders, The County of Roanoke invites any qualified Bidder to respond to this IFB by submitting a response for such work, service, and/or items consistent with the terms and conditions herein set forth. SPECIFICATIONS A description and/or listing of the services and/or items that the Successful Bidder [the term "Successful Bidder" includes all Bidders to whom an award may be made to] will be required to provide to the County under this IFB are those that are set forth below and/or referred to in any way in any terms and conditions, and/or any attachments referred to in this IFB Each Bidder should carefully read and review all such documents A Automated Carts 1 Cart Type: a The County will only accept carts that are black. b All carts furnished shall be new and unused Carts shall conform to the best practices in design, quality of material and workmanship Assemblies, sub- assemblies, and component parts shall be standard and interchangeable throughout the entire quantity of carts as specified c. Carts shall be manufactured by Cascade Engineering (Universal model), Shaffer Systems International (model USD), or Toter(model EVR II) or approved equal 2 The following items are to be submitted with the Bidder's bid response. a A reference list of no less than five (5) localities that have used Bidder's carts for five years and have at least 10,000 carts in use b Provide disclosure for any manufacturer legal or administrative settlements during the past five (5) years. c Provide certified copies of test results for those tests mentioned in ANSI Z245,30 Appendix A from an independent testing laboratory. These tests include the volumetric loading capacity, slope stability, durability during pulling, loading, and unloading, center of balance point, force to tip carts, and lid test Where required by ANSI, the load test shall state the load placed in the cart for the test 2 d Provide product literature of carts being bid, including manufacturing process for carts, manufacturer name and brand, lid assembly description, axle and wheel assembly description, and cart physical dimensions including wall and lid thickness information. e. Submit technical data sheets from the resin producer, which verify the resin to be used in the cart body. These include density, melt index, tensile strength, ultimate elongation, flexural, modulus, and environmental stress crack resistance. Include percentage of recycled material used in manufacturing f Provide copies of the original manufacturers warrantee terms and conditions g Submit a list of replacement parts required for each cart h Bidder's inspection and quality control policies and procedures 3 Design Requirements a Carts, when empty shall be capable of maintaining an upright position in sustained or gusting winds of up to 40 miles per hour as applied from any direction b Containers must be fully compatible with all semi-automated and fully automated dumping units currently available c Carts shall remain durable, maintain their original shape and appearance, be resistant to kicks and blows, and require no scheduled maintenance d. Unassembled cart bodies must be stackable(one cart stacked inside another cart) Necessary hardware components for assembly are to be included with each truckload e Carts shall be manufactured of ultra violet stabilized polyethylene by the injection molding or rotational molding process. The container body shall be manufactured so that the inside is free of pockets or handle recesses which could trap refuse f Carts shall have a minimum rated load capacity of 300 pounds g. Cart wheels shall be black, blow molded polyethylene and shall remain attached to the axle of the cart during normal use and dumping with automated or semi- automated collection systems Wheels shall have a 200 pound rated capacity each. h The container shall be equipped with two (2) handles, each a minimum of 1" in 3 diameter For safe handling control, the handle mounts must be an integrally molded part of the container body The handles shall be designed to afford the user positive control of the loaded cart at all times The handles must not have the ability to rotate on their own axis at any time Handles which are molded as part of the lid are unacceptable Bolted-on handle mounts or bolted-on handles are unacceptable Cart lids shall open 270 degrees and the cart shall be designed to remain upright when the lid is dropped from the vertical to the full open position j. The lid shall not warp, bend, slump, or distort The lid shall be hinged to the car and designed to be easily repaired in event of damage or failure Metal hinges, piano hinges, lid latches, and lids integrally molded with the cart are not acceptable k The cart and lid color shall be colorfast and non-fading because of weathering or ultraviolet degradation Color must be uniform and shall not be streaked in the finished product I Minor damage to the wheels, axle, hardware and other component parts shall be readily repairable by County maintenance personnel Carts must be field repairable by one person with little training or supervision. All repairs must restore the cart to its design and performance requirements as set forth herein Cart components shall be attainable by the County without having to purchase or obtain a complete new cart m Carts shall include a white, hot stamped, 1" minimum height, 10 character, alphanumeric serial number located on the front of the cart or a location approved by the County. All serial numbers will begin with the date of manufacture, MMYY {i e 0913 for a September 2013, manufacture date) The final six characters shall be sequential without duplicate numbers n The manufacturer shall mold into the lid County approved manufacturer's "User's Instructions" in '/4-inch minimum height letters regarding normal contents and cleaning Lids shall have "Property of Roanoke County" in 144 inch letters. "Point Arrows to Street"and two arrows pointing towards the front of the cart shall also be white, hot stamped into the lid indicating proper cart placement at curbside. o The Successful Bidder shall hot-stamp "Roanoke County"on each side of the cart body. p Successful Bidder shall maintain copies of all material,process,and final inspection and testing which it performs and agrees to furnish copies at no cost when requested by the County. 4 4. Delivery Schedule a All carts shall be delivered no later than eight (8) weeks after an order is placed, unless the County agrees to an alternate schedule b County of Roanoke shall be notified three (3) business days before delivery Containers shall be delivered to Attn: Nancy Duval, Solid Waste Manager 1216 Kessler Mill Road Salem, Virginia 24153 5 Warranty a During the warrantee period • Carts shall not warp, crack, rust, discolor, or otherwise deteriorate and be free of holes or penetrations which will cause leakage • Carts shall resist degradation from ultraviolet radiation • Lids shall prevent rainwater from entering the container when closed on the container's body. • Carts shall be incapable of penetration by biting or clawing of common household pets. • Carts must not be damaged by repeated contact with gravel, concrete, asphalt, or any other rough surface during handling and dumping. • All wheel and axle assemblies are to provide continuous maneuverability and mobility as originally designed and intended • All component parts and sub-assemblies must provide adequate strength and durability commensurate with their intended purposes • Carts shall resist damage from common household or residential products and chemicals • Carts shall also resist damage from excrement and typical household garbage b Carts are to be a fully functional unit including the lid, wheels, and hardware. All carts furnished shall be fully (100%) warrantied for a minimum of ten (10) years from the date of acceptance against defects, including but not limited to. cracking, chipping, peeling, and distortion; failures at attachment points for lids, hinges, wheels, or other points of attachment, degradation due to weathering or ultraviolet radiation, defective or insufficient material; and poor workmanship The minimum service life is from the date of delivery to the County c Successful Bidder shall provide a minimum of ten (10) years or greater non- prorated warranty d Warrantee claims exceeding 0 50% of the carts in service during any calendar year is an unacceptably high warrantee failure rate. e. The Successful Bidder shall at no cost or obligation (including shipping, handling, and other fees) to the County replace defects occurring at any time during the warrantee period 5 f Defective cart bodies are to be replaced under the warranty as complete carts, i.e , with lids and wheels provided However, if only the lid and/or wheels should fail, then only the lid and/or wheels shall be replaced g The Successful Bidder shall not be responsible for damage or destruction caused by fire, vandalism, abuse, neglect, or acts of God after the carts have been delivered and accepted h. Successful Bidder shall maintain an inventory of subassembly warrantee parts including wheels, lids, lifter bars, hardware, and other consumable warrantee parts at the County's facility. County will maintain broken subassembly components that they repair for Successful Bidder to review at the County's facility. Warrantee breakage components will be kept for 30 days following a claim or Successful Bidder may request they be shipped postage paid to their facility for inspection. After 30 days, the failed parts will be discarded unless Successful Bidder directs the County otherwise i Carts and hardware that the Successful Bidder is obligated to replace under the warranty provisions shall be replaced within thirty (30) calendar days Failure by the Successful Bidder to replace defective carts, lids, or hardware within thirty (30) calendar days after notice from the County shall be sufficient cause for action to be taken by the County against the Successful Bidder in amounts as determined by multiplying the number of defective carts by the unit bid price. j In addition to any warranty implied by fact or law, Successful Bidder expressly warrants all items to be new, free from defects in design, materials, and workmanship, and to be fit and sufficient for their intended purposes k Warrantee failures exceeding 0.50% per year of the carts in use will be assessed $30.00 labor and handling fee per cart for each cart above 0.50% of the carts in use. This fee is to cover the cost and inconvenience to the County for collecting and repairing the damaged cart This fee may be taken as a credit against future cart orders. County may also elect to charge the Successful Bidder for the actual cost to dispose of failed carts(inclusive of handling, shipping, and disposal or recycling charges)for failures above 0.50% per year Alternately, Successful Bidder may arrange for disposal on their own If Successful Bidder arranges for disposal, the carts shall be removed from County's property within 30 days TERM OF CONTRACT 1 The term of any resultant Contract will be for one (1) year, at which time it will terminate, unless sooner terminated pursuant to the terms of the Contract or by law or unless renewed as set forth in such Contract Upon the mutual agreement of the parties,the Contract may be renewed for up to four (4) additional one (1) year periods or any combination thereof 6 2. All terms and conditions shall remain in force for the term of any resultant Contract and for any renewal period unless modified by mutual agreement of both parties. Prices shall not be increased during the initial term of any resultant Contract Prices for any renewal periods will be subject to the mutual agreement of both parties. SUBMISSION OF THE BID One (1)original, two (2) complete copies and one (1) electronic copy (CD preferred), of the sealed bid will be received at and until 3:00 P.M. (local prevailing time), on October 15, 2013, only in the Roanoke County Purchasing Office at 5204 Bernard Drive, Suite 300-F, Roanoke VA 24018, at which time they will be opened and publicly read aloud. Any response received after that time and/or date will be returned to the bidder unopened Your response and pricing should be submitted in a sealed envelope/package, clearly marked as follows "IFB #2014-065 Automated Carts". Once bids are received, a committee will review the responses As this is a formal request for bid, no faxed bid will be accepted Once an award has been made,all bids will become public information If your bid contains proprietary information, please list that information on the Notice of Proprietary Information section contained in this bid document. EVALUATION OF THE BID The County of Roanoke shall provide the mechanism for the evaluation of all information received, the final determination of responsible Offerors, and reserves the right to waive informalities and irregulanties and to accept or reject any or all bids Roanoke County reserves the right to procure from State Contracts when it is in our opinion that the State Contract is in the best interest of Roanoke County. Roanoke County retains the right to split items to multiple suppliers. Individuals with disabilities, who require assistance or special arrangements in order to participate in bidding, please contact us. We require that you provide at least 48 hours notice so that reasonable efforts may be made to provide the proper arrangements You may be requested to specify the nature of any accommodation or assistance, which may be required for your participation. FOR QUESTIONS REGARDING THE BID, PLEASE CONTACT: Stanley Wells, Buyer 5204 Bernard Dr, SW, Suite 300F, Roanoke, VA 24018 Telephone: 540-772-2061, Ext. 308 Fax. 540-561-2857 Email swells a@roanokecountvva qov GENERAL TERMS, CONDITIONS, AND INSTRUCTIONS—IFB (Revised 3/2011) READ CAREFULLY - FAILURE TO COMPLY WITH'EACH AND EVERY PROVISION OF THIS INVITATION AND THE SPECIFICATIONS ARE GROUNDS TO DISQUALIFY A BIDDER Wherever the term Roanoke County, County or Roanoke County Board of Supervisors is used it is understood to include the Roanoke County School Board, in addition, any contract awarded from this solicitation may be used by Roanoke County Public Schools and any other public entity for which the County of Roanoke acts as a fiscal or purchasing agent Individuals with disabilities, who require assistance or special arrangements in order to participate in bidding, please contact (540) 772-2061 We require that you provide at least 48 hours notice so that 7 reasonable efforts may be made to provide the proper arrangements. You may be requested to specify the nature of any accommodations or assistance, which may be required for your participation SUBMISSION AND RECEIPT OF BIDS (a) To be considered,all bids must be delivered in a sealed envelope, clearly marked with the words "BID DOCUMENTS", bid number and the name of the item being bid and received in the Roanoke County Finance Department/Purchasing Division no later than the specified date and time for the bid opening. Failure to timely submit such bid shall disqualify the bidder and such bid will be returned to the bidder unopened NO FAXED BIDS WILL BE ACCEPTED (b) Unless otherwise specified, bidders must use the invitation for Bid form furnished by the County. Failure to do so shall be grounds for rejection of the bid (c) Bids having any erasures or corrections must be initialed in ink by the Bidder. An authorized officer of the company must sign bids in ink Such authorization shall be a part of the bid document. All bids must either be typewritten or printed in ink (d) The original copy of the bid must not be permanently bound. two (2) copies, and one (1) electronic copy (CD) is preferred IMPORTANT NOTICE EFFECTIVE 3/14/2011 - ADDENDUMS, BIDS, RFPs, TABULATIONS AND NOTICES OF AWARD: Effective March 14, 2011, the Purchasing Division of Finance, in conjunction with the County of Roanoke, has a new and improved website. With this new website, Purchasing has gained a new bid module which will provide more information and faster downloads for the vendors interested in doing business with the County There is a new advanced Email/Text Message notification system where vendors can sign up to receive emails or text message notices about bids, proposals, addendums, bid tabulation and awards Vendors can sign up to receive notification in selected commodity/service categories The current Vendor Registration tb receive notices of bids and proposals will soon be phased out completely All vendors interested in receiving these automatic electronic notifications will need to sign up in the new"Notify Me"and it is their responsibility to keep information current in the system in order to receive the notifications The sign up only requires an email address and/or a cell phone number for receiving text messages (if your phone is capable) and your choice of categories The address for this new website is www.RoanokeCountyVA.00v/purchasinq. Although Notify Me will be the only way to receive automatic notification, all BIDS/RFP Information will continue to be posted on our website, bulletin board, published in the local newspaper, and can be picked up at the Purchasing Division, 5204 Bernard Drive, Suite 300F, Roanoke, VA 24018. Phone# (540) 772-2061, Ext. 311 PRICES TO BE FIRM. The bidder warrants, by virtue of bidding, that the prices, terms and conditions quoted in his bid will be firm for a period of 60 days from the date of the bid opening. NET 30 after receipt of invoice Price should include shipping 8 INVOICES The contractor must send all invoices directly to the payment address shown on the purchase order/contract and must submit invoices for items ordered, delivered and accepted by Roanoke County All invoices must show the purchase order/contract number All contractors need to be properly registered as a payment vendor for the County An on-line Vendor Payment Registration is found on the Purchasing website. All vendors previously registered are still in the system as a payment vendor. This system will no longer be used for notification of bids/rfps PERFORMANCE BOND At the time of or prior to the execution of the contract,the County reserves the right to require the bidder or contractor to furnish a performance and/or labor and material payment bond with corporate surety, satisfactory to the County of Roanoke, in the amount of the contract price DELIVERY POINT: Unless otherwise indicated, all items shall be delivered F 0 B with destination and delivery charges included in the bid price F 0 B destination is interpreted to mean unloading and placing in the building or area as directed by the County. CASH DISCOUNTS: In determining the award of a bid, cash discounts for prompt payment will be considered Discount time period computation shall commence from and after complete delivery, in satisfactory condition, and receipt of a properly documented invoice BRAND NAMES: When a brand name appears in the specifications, it is solely for the purpose of establishing a grade or quality of material The County does not wish to rule out other brands or manufacturers; therefore, the words"EQUIVALENT TO"are automatically included However, if a product other than that specified is bid, it is the vendor's responsibility to prove to the County that said product is equivalent to that specified in the bid QUALITY- All materials used for the manufacture or construction of any supplies, materials, or equipment covered by this bid shall be of the best quality available ACCEPTANCE OF MATERIAL Until such time as all the conditions in the contract are fulfilled, the County reserves the right to refuse and return material, at the seller's expense. WARRANTY/RETURNS Clearly specify your warranty of product and handling of returns, including turnaround time on faulty equipment. Warranties and other technical data are to be included. DELIVERY. Time is of the essence for delivery of any items, products or service procured as a result of this bid If delivery is not made at the time specified on the Invitation for Bid form, the County reserves the right to call in any and all bonds or other security given for performance,to cancel the order, or any part thereof, 9 without obligation, to declare the seller in default, and to disqualify the seller from bidding on future County contracts DEFAULT PROVISION In case of default by the contractor, the County shall have the sole discretion to procure the articles or services from other sources The defaulting contractor shall be liable for any and all costs in excess of the contract price occasioned by or resulting from such default whether directly or indirectly,which sums may be paid or credited from any forfeited bond or other security PRICING In the event of discrepancy between the total pricing and unit prices, the County in its sole discretion, shall determine the bid price Negotiation with lowest responsible Bidder. The County of Roanoke reserves the right to negotiate with the lowest responsible bidder if the low bid exceeds available funds. This provision will be used in accordance with County Code Chapter 17 (Ord No 3350, S2-30, 12-14-82) State Code 2 2 4318 COPYRIGHTS OR PATENT RIGHTS. The bidder warrants that there have been no violations of copyrights or patent rights in the manufacture, production or sale of the goods shipped or ordered as a result of this bid The bidder agrees that the County of Roanoke shall be indemnified and held harmless from any and all liability or expense occasioned by any such violations. FEES INCLUDED IN BID PRICE: Submitted bids shall include in the price,the cost of any Business and/or Professional licenses, permits or fees as required by law TAX EXEMPTION The County of Roanoke is exempt from any taxes imposed by State and/or Federal Government. Upon notification, the County will furnish a certificate of tax exemption CERTIFICATION AND ABILITY The County of Roanoke reserves the right to request from the bidder, a separate manufacturer's certification of all statements made in the bid The County may request any or all bidders to furnish proof of experience, ability and financial standing. SIGNED BID CONSIDERED AN OFFER THIS INVITATION FOR BID MUST BE SIGNED AS HEREIN PROVIDED Submission of this signed invitation shall be considered an offer by the bidder or contractor to sell the items or services as required in the specifications All bids are subject to approval by the County Board of Supervisors In the case of default by the bidder or contractor after acceptance of a bid, the County of Roanoke may take such action, as it deems appropriate, including forfeiture of any and all bonds or other security and legal action for damages or specific performance 10 NO BID. To insure that your name remains on our bid listing, should you desire not to bid on a particular project, return the completed bid package marked with the words"NO BID" Failure to return to the County a bid or"NO BID" may cause your name to be removed from our listing COMPLIANCE WITH LAWS. The bidder is responsible for compliance with all Local, State and/or Federal laws and regulations The County of Roanoke shall be held harmless from any liability AUTHORITY TO TRANSACT BUSINESS IN VIRGINIA A Contractor organized as a stock or non-stock corporation, limited liability company, business trust, or limited partnership or registered as a registered limited liability partnership shall be authorized to transact business in the Commonwealth as a domestic or foreign business entity if so required by Title 13.1 or Title 50 of the Code of Virginia oras otherwise required by law Any business entity described herein that enters into a Contract with the County pursuant to the Virginia Public Procurement Act 2 2- 4300 et seq shall not allow its existence to lapse or its certificate of authority or registration to transact business in the Commonwealth, if so required under Title 13 1 or Title 50 of the Code of Virginia, to be revoked or cancelled at any time during the term of the Contract The County may void any Contract with a business entity if the business entity fails to remain in compliance with the provisions of this section. All corporations, LLC's and LLP's shall be registered with the State Corporation Commission To determine whether your firm should register, please contact the SCC By my signature on this solicitation, I certify compliance with federal, state, and local laws and regulations applicable to the performance of the services described herein ACCEPTANCE OR REJECTION OF BIDS The County of Roanoke reserves the right to accept or reject any or all bids/offers. The County also reserves the right to award the contract for any such materials, goods or services the County deems will best serve its interests It further reserves the right to award the contract on a split order basis, lump sum or individual basis, or such combinations as shall best serve the interest of the County. Roanoke County reserves the right to make a site visit to the facility prior to bid award EVALUATION CRITERIA Several factors, in addition to costs, will be taken into account when evaluating bids. Roanoke County shall provide the mechanism for the evaluation of all information received, the final determination of responsible Offerors, and reserves the right to waive informalities and to accept or reject any or all bids (a) Company background, staffing and experience The character, integrity, reputation, judgment, experience and efficiency of the bidder. (b) References Provide five (5) references with contact names, companies and phone numbers These references must be for firms who have purchased the same types of products and/or services 11 (c) The quality of performance of previous contracts, products and/or services (d) Reporting capabilities (e) Company financial status: The sufficiency of the financial resources and the ability of the bidder to perform the contract. (f) Bid Submission completeness and compliance with the specifications (g) Service and support offering. The ability, capacity and skill of the bidder to perform or provide the service The ability of the bidder to provide future maintenance and/or service (h) Price Pricing shall be a factor in evaluating the bids, however, Roanoke County reserves the right to purchase other than low bid (i) The previous and existing compliance by the bidder with laws and policies relating to the contract. 0) The quality, availability and adaptability of the goods and services. (k) All samples are subject to product testing (I) Whether the bidder can perform the contract and provide service promptly (m) The ability of the bidder to respond to problems and concerns (n) Delivery RULING LAW: This Invitation for Bid and any contract executed pursuant hereto of which this invitation shall be an internal part, shall be governed, controlled and interpreted in accordance with the laws of the Commonwealth of Virginia without reference to its conflict of law principles. Each party to such contract shall there by submit to the exclusive jurisdiction of the Circuit Court of the County of Roanoke or, in the event that jurisdiction is authorized,to the United States District Court for the Western District of Virginia, sitting at Roanoke, Virginia. NONDISCRIMINATION PROVISIONS During the performance of this contract, the contractor will not discriminate against any employee or applicant for employment because of age, race, religion, color, sex or national origin, except where religion, sex or national origin is a bona fide occupational qualification reasonably necessary to the normal operation of the contractor. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause. The contractor, in all solicitations or advertisements for employees placed by or on behalf of the contractor, will state that such contractor is an equal opportunity employer 12 INSURANCE The CONTRACTOR shall purchase and maintain such insurance as will protect him from claims set forth below which may arise out of or result from the CONTRACTOR'S execution of the WORK,whether such execution be by himself or by any SUBCONTRACTOR or by anyone directly or indirectly employed by any of them, or by anyone for whose acts any of them may be liable: Claims under worker's compensation, disability benefit and other similar employee benefit acts, and Claims for damages because of bodily injury, occupational sickness or disease, or death of his employees, and Claims for damages because of bodily injury, sickness liability coverage which are sustained (1) by any person as a result of an offense directly or indirectly related to the employment of such person by the CONTRACTOR, or (2) by any other person, and Claims for damages because of bodily injury, sickness, or disease, or death of any person other than his-employees; and Claims for damages because of injury in or destruction of tangible property, including loss of use resulting there from Certificates of insurance acceptable to the OWNER shall be filed with the OWNER prior to coverage's afforded under the policies will not be canceled unless at least fifteen (15)days prior WRITTEN-NOTICE has been given to the OWNER. The CONTRACTOR shall procure and maintain, at his own expense, during the CONTRACT TIME, liability insurance as hereinafter specified CONTRACTOR'S General Public Liability and Property Damage Insurance including vehicle coverage issued to the CONTRACTOR and protecting him from all claims for personal injury, including death,and all claims for destruction of or damage to property, arising out of or in connection with any operations under the CONTRACT `DOCUMENTS, whether such operations be by himself or by any SUBCONTRACTOR under him, or anyone directly or indirectly employed by the CONTRACTOR or by a SUBCONTRACTOR under him. Insurance shall be written with a limit of liability of not less than $1,000,000 for all damages arising out of bodily injury, including death, at any time resulting there from, sustained by any one person in any one accident; and a limit of liability of not less than $1,000,000 aggregate for any such damages sustained by two or more persons in any one accident. Insurance shall be written with a limit of liability of not less than $1,000,000 for all property damage sustained by any one person in any one accident, and a limit of liability of not less than$1,000,000 aggregate for any such damage sustained by two or more persons in any one accident 13 The CONTRACTOR shall procure and maintain, at his own expense, during the CONTRACT TIME,in accordance with the provisions of the laws of the state in which the WORK is performed Workmen's Compensation Insurance, including occupational disease provisions,for all of his employees at the site of the PROJECT and in case any WORK is sublet, the CONTRACTOR shall require each SUBCONTRACTOR similarly to provide Workmen's Compensation Insurance, including occupational disease provisions for all of the latter's employees unless such employees are covered by the protection afforded by the CONTRACTOR. In case any class of employees engaged in hazardous WORK under this CONTRACT at the site of the PROJECT is not protected under Workmen's Compensation statute, the CONTRACTOR shall provide, and shall cause each SUBCONTRACTOR to provide, adequate and suitable insurance for the protection of his employees not otherwise protected. QUESTIONS REGARDING THE BID Stanley Wells, Buyer 5204 Bernard Dr, SW, Suite 300F; Roanoke VA 24018 Telephone 540-772-2020, Ext 308 Fax 540-561-2857 Email: swells@roanokecountvva oov SPECIAL INSTRUCTIONS ANTITRUST By entering into a contract, the bidder conveys, sells, assigns, and transfers to Roanoke County all rights, title, and interest in and to all causes of the action it may now or hereafter acquire under the antitrust laws of the United States and the Commonwealth of Virginia,relating to the particular goods or services purchased or acquired by Roanoke County under said contract ASSIGNMENT OF CONTRACT A contract shall not be assignable by the contractor in whole or in part without the written consent of Roanoke County. AVAILABILITY OF FUNDS It is understood and agreed between the parties herein that Roanoke County shall be bound hereunder only to the extent of the funds available or which may hereafter become available for the purpose of this contract. IMMIGRATION REFORM AND CONTROL ACT OF 1986. By signing this bid, the bidder certifies that the firm does not and will not during the performance of this contract employ illegal alien workers or otherwise violate the Federal Immigration Reform and Control Act of 1986. ANTI-COLLUSION CERTIFICATION: By my signature on the face of this bid, I certify that this bid is made without prior understanding, agreement, or connection with any corporation, firm or person submitting a bid for the same materials, supplies, equipment, or services, and is in all respects fair and without collusion or fraud I understand collusive bidding is a violation of the Virginia Governmental Frauds Act and Federal Law and can result in fines, prison sentences, and civil damage awards I agree to abide by all conditions of this bid and certify that I am authorized to sign this bid for the bidder 14 KICKBACKS I certify and warrant that by my signature on this solicitation, neither I nor the bidder for whom I am authorized to act has offered or received any kickback from any other bidder, supplier, manufacturer,or subcontractor in connection with bid on this contract, subcontractor in order, in the form of any payment, loan, subscription, advance, deposit of money, services or anything, present or promised, unless consideration of substantially equal or greater value is exchanged Further, no person shall demand or receive any payment, loan, subscription, advance and deposit of money, service, or anything of more than nominal value, present or promised, unless consideration of substantially equal or greater value is exchanged DEBARMENT By my signature on this solicitation, I certify that this person/firm/corporation is not currently barred from bidding on contracts by any agency of the Commonwealth of Virginia or the federal government of the United States of America, nor is this person/firm/corporation a part of any firm/corporation that is currently barred from bidding oh contracts by any agency of the Commonwealth of Virginia or the federal government of the United States of America. I have attached an explanation of the previous debarment(s) and copies of notice(s) of reinstatement(s). INDEMNIFICATION• To the fullest extent permitted by law, the Vendor shall indemnify and hold harmless the County of Roanoke and their 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, disease or death, or to injury to or destruction of tangible property(other than the Work itself) including the loss of use resulting there from, and (2)is caused in whole or in part by any negligent act or omission of the Vendor, 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 or obligation of indemnity which would otherwise exist as to any party or person described in this Paragraph The County cannot legally agree to any clause indemnifying the contractor from any damages arising out of the contract or holding the contractor harmless. The submission of a bid or proposal means that the contractor agrees not to request such language in the resulting contract CONTRACT. Any contract resulting from his bid shall consist of the following documents: the General Terms and Conditions and the Specifications, both of which are contained in the Invitation for Bid, together with the bidders response, which consists of this document, the Price Schedule and other bid documents attached hereto or submitted with this document DRUG-FREE WORKPLACE During the performance of this contract, the contractor agrees to (i)provide a drug-free workplace for the contractor's employees; (ii) post in conspicuous places, available to employees and applicants for employment, a statement notifying employees that the unlawful manufacture, sale distribution, dispensation, possession, or use of a controlled substance or marijuana is prohibited in violation of such prohibition; (in) state in all solicitations or advertisements for employees placed by or on behalf of the contractor that the contractor maintains a drug-free workplace, and (iv) include the provisions of the 15 foregoing clauses in every subcontract or purchase order of over$10,000, so that the provisions will be binding upon each subcontractor or vendor For the purposes of this section, "drug-free workplace"means a site for the performance of work done in connection with a specific contract awarded to a contractor in accordance with this chapter, the employees of whom are prohibited from engaging in the unlawful manufacture, sale, distribution, dispensation, possession or use of any controlled substance or marijuana during the performance of the contract DATA ON CONVICTIONS FOR CERTAIN CRIMES AND CHILD ABUSE AND NEGLECT: Prior to awarding a contract for the provision of services that require the contractor or his employees to have direct contact with students,the school board shall require the contractor and,when relevant, any employee who will have direct contact with students, to provide certification that (i) he has not been convicted of a felony or any offense involving the sexual molestation or physical or sexual abuse or rape of a child, and (ii)whether he has been convicted of a crime of moral turpitude (§22.1-296.1 (C)) PROPRIETARY INFORMATION: Ownership of all data, materials, and documentation originated and prepared for the County of Roanoke pursuant to the Invitation for Bid shall belong exclusively to the County and be subject to public inspection in accordance with the Virginia Freedom of Information Act Trade secrets or proprietary information submitted by a bidder shall not be subject to public disclosure under the Virginia Freedom of Information Act; however, the bidder must invoke the protections of Section 2 2-4342F of the Code of Virginia, in writing, either before or at the time the data or other material is submitted The bidder must specifically identify the data or materials to be protected and state the reasons why protection is necessary on the "Notice of Proprietary Information Form" below In addition, the proprietary or trade secret material submitted must be identified by some distinct method such as highlighting or underlining in the Bid and must indicate only the specific words, figures, or paragraphs that constitute trade secret or proprietary information The classification of an entire bid document, line item prices, and/or total bid prices as proprietary or trade secrets is not acceptable and may result in rejection of the bid. 16 r INVITATION FOR BID#2014-065 Automated Carts NOTICE OF PROPRIETARY INFORMATION FORM Confidentiality References Protection in Accordance with the Code of Virginia, Section 2 2-4342 Section Title Page# Reason(s)for Withholding from Disclosure INSTRUCTIONS Identify the data or other materials to be protected and state the reasons by using the codes listed below Indicate the specific words, figures, or paragraphs that constitute trade secrets or proprietary materials. The classification of an entire bid or proposal document, line item prices, and/or total bid or proposal prices as proprietary or trade secret is not acceptable and will result in rejection of the bid or proposal A) This page contains information relating to "trade secrets", and "proprietary information" including processes Operations, style of work, or apparatus. Identify confidential statistical data Amount or source of any income of any person(or)partnership. See Virginia Public Procurement Act.Section 2 2-4342. Unauthorized disclosure of such information would violate the Trade Secrets Act 18 U S C 1905. B) This page contains proprietary information including confidential, commercial or financial information, which was provided to the Government on a voluntary basis and is of the type that would not customarily release to the public. See Virginia Public Procurement Act, Section 2.2-4342, 5 U S C 552 (b) (4), 12 C.F R 309.5(c) (4) C) This page contains proprietary information including confidential, commercial or financial information The disclosure of such information would cause substantial harm to competitive position and impair the Government's ability to obtain necessary information from contractors in the future 5 U.S.C.See Virginia Public Procurement Act. Section 2 2-4342, 552 (b) (4), 12 C.F.R 309 5(c) (4) 17 EXHIBIT B INVITATION FOR BID#2014-065 Automated Carts BID/SIGNATURE FORM Description Unit of **Estimated "Unit Price Extended Price Measure Quantity 65 Gallon Cart in accordance with the Specifications listed in IFB Each 100 $44.00 $4,400.00 #2014-065. Minimum of 95 Gallon Cart in accordance with the Specifications listed in IFB Each 1044 $46.33 $48,368.52 # 2014-065. TOTAL $52,768.52 PROMPT PAYMENT DISCOUNT: 1.5%, 10 DAYS - NET 30 *Unit Price shall include all shipping and handling charges.All items, identified in this IFB,are to be quoted and provided F.O.B. Destination-Inside Delivery, unless otherwise stated In this IFB. **Please note that the estimated quantity in this IFB is an estimate only and is given for the information of Bidders and for the purpose of bid evaluation.This estimated quantity does not indicate the actual number of carts that may be requested during the resultant contract period. There is no guarantee of any minimum number of carts that may be requested. The County will review each response and may elect to issue separate awards to the lowest responsive and responsible Bidders for such items on a per item basis or any combination thereof that might be in the best interest of the County.A Bidder may submit a bid for one or both items listed on the Bid Form. The County reserves the right to award to multiple Bidders. My signature certifies that the bid as submitted complies with all Terms and Conditions as set forth in IFB # 2014-065. My signature also certifies that the accompanying bid is not the result of,or affected by, any unlawful act of collusion with another person or company engaged in the same line of business or commerce,or any act of fraud punishable under Title 18.2, Chapter 12, Article 1.1 of the Code of Virginia, 1950 as amended Furthermore, I understand that fraud and unlawful collusion are crimes under the Virginia Governmental Frauds Act, the Virginia Government Bid Rigging Act, and Virginia Antitrust Act and Federal Law, and can result in fines, prison sentences, and civil damage awards My signature also certifies that this firm has no business or personal relationships with any other companies or persons that could be considered as a conflict of interest or potential conflict of interest to the County of Roanoke,and that there are no principals,officers, agents,employees,or representatives 18)i\i' of this firm that have any business or personal relationships with any other companies or persons that could be considered as a conflict of interest or a potential conflict of interest to the County of Roanoke, pertaining to any and all work or services to be performed as a result of this request and any resulting contract with the County of Roanoke I hereby certify that I am authorized to sign as a Representative for the Firm Firm Name Otto Environmental Systems (NC), LLC Address 12700 General Drive, Charlotte, NC 28273 FEIN 76-0721498 PHONE 800-795-6886 FAX 704-588-6899 EMAIL sbowlingc otto-usa.com VA Contractor License#(if applicable) N/A State Corporation Commission# Roanoke County Business License# • Authorized Signature eit. Name/Title (please type or print) Robert Engle, CFO DATE October 11, 2013 PAYMENT TERMS NET 30 COMPANY NAME Otto Environmental S i�stems (NC), LLC ADDRESS 12700 General Drive PHONE# $00.796-6886 Charlotte, NC 28273 FAX# 704-588-6899 EMAIL sbowling@otto-usa.com FEIN 76-0721498 VA BUSINESS LICENSE NO STATE CONTRACTOR'S NUMBER(IF APPLICABLE) N/A 19 r7 VIRGINIA SCC#OR STATEMENT DESCRIBING WHY FIRM IS NOT REQUIRED TO BE SO AUTHORIZED PER VA CODE §2:2-4311.2 Otto will comply if required once bid has been awarded. � SIGNATURE/TITLE r. +� NAME/TITLE (please print) Rob: ! e, CEO 20 91/ 4! COUNTY OF ROANOKE, VIRGINIA NOTICE TO PROCEED DATE: January 14, 2014 COMMODITY: Automated Carts IN RESPONSE TO: IFB # 2014-065, dated October 1, 2013 Otto Environmental Systems (NC), LLC 12700 General Drive Charlotte, NC 28273 This letter serves as your official Authorization to Proceed on the subject services upon immediate contact from County staff. The contract document is currently in the routing process and will be finalized shortly. However, since time is of the essence on this procurement, it is in the best interest of the County to commence the work immediately. This Notice to Proceed does not replace any language in the upcoming contract. In all instances the signed contract governs. Waa. Stanley Well Buyer