Part 1: Create a concept map/mind map that depicts the problem defined in this request for proposals (RFP) from the SLC Municipal Corp. Focus on the information presented in Section I – Objective and Section II – Background.
Submit a PDF file sized no smaller than 8.5″ by 11″ and no larger than 11″ by 17″ AND bring a printed copy of your concept map to class on Thursday, Jan. 31.
Part 2: Outline the elements of a research proposal answering this RFP. We are looking for a topic-level outline that shows what your proposal will address in what order. In other words, you don’t need to develop a detailed research plan (unless you want to)! Just follow the instructions in the RFP.
Submit a PDF file of your outline in standard letter size (8.5″ by 11″ portrait orientation).
| Salt Lake City CorporationRequest for Proposal, RFP No. SLCI19030SUSTAINABLE CITY CODE REVIEWDEPARTMENT OF SUSTAINABILITYSpecification No. ES019, Contract No. 57-1-19-0820, Rev. October 10, 2018/dla |
INFORMATION & REQUIREMENTS
I. OBJECTIVE
Salt Lake City Corporation (the “City”) is soliciting competitive sealed proposals from qualified consultants to assess, analyze, and compare City Codes to other U.S. cities’ best management practices (BMPs) in order to evaluate the City’s progress towards sustainability and green infrastructure goals.
II. BACKGROUND
The City invites qualified consultants to submit a proposal to provide professional services for analysis of the City’s code. The service shall involve a comprehensive analysis of the City’s existing development ordinances (zoning, planning, landscaping, subdivision, etc.) for the purpose of providing progressive and adaptive policy strategies and solutions, in addition to providing well-researched examples of successful BMP’s in U.S. cities with a similar mission of promoting and sustaining quality in the built environment. The analysis should also include costs or savings to City Departments if sustainability parameters are added to the code. Such costs might include employee training, time, and resources, potential additional costs to capital and infrastructure, and any potential increased costs to operations and maintenance.
Specifically, the analysis shall compare the City’s Sustainability and Green Infrastructure Goals to the existing City Codes and identify barriers and opportunities within the Code, including but not limited to the implementation of solar installations and associated permitting processes, urban agriculture, green infrastructure, complete streets principals, green roofs, electric vehicle ready infrastructure, dark skies regulations, bird friendly design, urban forest protection and water wise landscaping approaches, and other related sustainable infrastructure policy. Where applicable, consultant shall discuss national sustainability policies and programs in those areas where barriers and opportunities were identified.
Updating of development regulations with regards to sustainability has been identified as a priority by the Mayor in achieving a sustainable city. In support of this goal and as a means to inform the work program for the development ordinances rewrite, the Mayor signed the Sustainable Infrastructure Executive Order, requiring City staff to implement sustainable infrastructure best practices for all projects proposed by Salt Lake City Corporation and its agencies. Through implementation of this order, the City aims to enhance interdepartmental coordination, preserve existing green infrastructure, better meet state and federal regulatory requirements, test and advance sustainable infrastructure best practices specifically within an arid context, and better ensure the responsible use of City resources. These goals shall be used as the City’s sustainable infrastructure goals which are to be compared to existing City Codes.
To be effective the review process must be comprehensive in scope, evaluate and identify where appropriate, the latest in planning technology/zoning initiatives (sustainability, “green buildings,” form-based codes, Smart Code initiatives, etc.) and provide overall flexibility to address a full range of development opportunities, from “greenfield” to redevelopment of the older parts of the city. The Code Review should emphasize best management practices from other cities –programs and policies—related to these topics that tee up incremental code changes.
III. INSURANCE REQUIREMENTS
Offerors should review the required insurance coverage and notice of policy cancellation requirements that will be part of the resulting contract(s). Such insurance information is provided under Paragraph 5 of the Sample Agreement. Proposed pricing must include associated insurance costs. The selected offeror will be required to provide insurance certificates meeting all requirements at the time of notification of conditional selection.
For policies in Paragraph 5 that require you to list Salt Lake City Corporation as an additional insured, you will be required to have the policy endorsed to provide either 30-days “Notice of Cancellation to a Third Party” or 30-days “Notice of Material Change to a Third Party.” A copy of the endorsement must be provided with the Certificate of Insurance. (Note: Either endorsement may be conditioned to allow 10-days notice if the reason for the cancellation is non-payment of premiums)
IV. PROPOSAL SUBMISSIONSubmission Deadline: 10:00 A.M.,Wednesday, December 19, 2018.Proposals received after this deadline will not be considered. Please do not include all pages of this RFP document with your response. Include only the response sections described below:PROPOSAL CONTENT· Sign and return the Proposal Response Cover Sheet (ATTACHMENT 1). The form must be signed by a company representative authorized to bind the offeror contractually.· Submit all required information as outlined in the Proposal Content & Evaluation Criteria section of ATTACHMENT 1. Please follow the instructions provided there.ELECTRONIC SUBMISSIONUpload your cover sheet and response document as described above, compiled primarily into a *SINGLE PDF file, to the Utah Public Procurement Place website. See Paragraph V below for the UPPP website and registration information. Proposal must be uploaded and the electronic submission completed by the time and date specified. (*Other uploaded documents such as an exceptions document, declarations of confidentiality, or other reference documents related to the primary response criteria are allowed but should be minimal)MORE INFORMATION FOR ELECTRONIC SUBMISSIONS: Responses through the UPPP website require uploading of electronic attachments. The UPPP site will accept a variety of document types such as Word, Excel, and PDF attachments but not all. You MAY NOT submit documents that are embedded (zip files), movies, wmp and mp3 files or password protected files, etc. Such actions may cause your bid to be deemed as “non-responsive”. After uploading your response file, bidders MUST go to “Review and Submit” and click “SUBMIT RESPONSE” to complete the process. Please allow sufficient time to complete your initial registration, any online forms and upload documents. The solicitation will end at the closing time published. If you are in the middle of uploading your documents at the closing time, the system will stop the process and your response will not be received by the system. It is recommended that the submission process be completed the day prior to the due date, with the knowledge that any changes/updates will be accepted through the due date and time.OPTIONAL PAPER RESPONSE Submit an original proposal and one (1) proposal copy (total of 2 hard copies) and one (1) CD or flash drive with the entire proposal response combined into one or more electronic documents, preferably PDF files. Submission shall be in a sealed envelope or other sealed container. Offerors must make sure that the documents on the CD/Flash drive can be opened so that the Procurement Official will be able to download and save the document.· Mark envelope or container with RFP Number and submission deadline date.· Submit to the address shown on the Proposal Response Cover Sheet (ATTACHMENT 1).NOTE: Proposals will be opened in a manner preventing disclosure of proposal respondents and the contents of the submissions. Proposals will then be sent to the City-appointed selection committee for evaluation.Even after an offeror is selected for award, no information regarding the proposals will be made public until contract negotiations have been completed and a formal contract has been awarded. When the formal contract has been awarded, the name of the company awarded the contract will be listed in SciQuest on the Utah Public Procurement Place website (UPPP) website.V. REGISTER FOR NOTIFICATION OF BID OR RFP ADDENDA and ELECTRONIC SUBMISSIONIt is the bidder’s/offeror’s responsibility to register for notification to receive any changes, corrections, question/answer documents, and addendums issued for RFB (bid) or RFP (proposal) documents. Registration is also required for electronic submission.Bidder/offeror must complete a one-time registration by providing their company information through SciQuest. Click this link: Supplier Login/Join SciQuest Supplier Network or go to https://solutions.sciquest.com/apps/Router/SupplierLogin?CustOrg=StateOfUtah.Once registered the bidder/offeror may go to this link: Utah Public Procurement Place(UPPP) or https://bids.sciquest.com/apps/Router/PublicEvent?CustomerOrg=StateOfUtah, search and select any Bid or RFP project listed, log-in, download the project documents, and confirm their intent to respond. Failure to register and log-in with an intent to respond to a Bid or RFP constitutes an automatic waiver of bidder’s/offeror’s right to receive a direct notification of any changes, corrections or addenda for a Bid or RFP.VI. QUESTIONS AND CLARIFICATIONIf offerors have questions, need clarification of provisions, or think the City has omitted anything from this bid request which is necessary to a clear understanding of the work, or should it appear that various instructions are in conflict, then the offeror shall contact and provide the questions or input to the Purchasing & Contracts Management Division in writing by the deadline for questions set forth below.The City’s designated contact person for questions or additional information concerning the services specified in this Request for Proposal, or for additional information concerning Request for Proposal procedures and regulations (i.e., submission deadline, forms required, etc.), or Americans with Disabilities (ADA) accommodations, is Tiffany Rydalch in the Purchasing and Contracts Management Division: telephone (801) 535-6347; TDD (801) 535-6021; e-mail tiffany.rydalch@slcgov.com .No interpretation of the meaning of any provision in this RFP, nor correction of any apparent ambiguity, inconsistency, error, or any other matter pertaining to this RFP shall be made to the offeror orally. All questions requesting clarification or interpretation of any section or sections of this specification must be submitted online through the SciQuest Utah Public Procurement Place website (UPPP) prior to submission deadline. SciQuest website links are shown in Section V above.Questions received after the date above may not be considered or receive a response. If questions prompt the need for changes to the specification, the City will issue a written addendum to the original specification. Any Q & A information and/or written addendums issued by the City shall be available for interested offerors to view and/or download through the SciQuest UPPP website within three (3) working days following the above referenced deadline.Offerors or their agents are instructed not to contact selection committee members, City official or employees, or attempt to externally manipulate or influence the procurement process in any way, other than through the instructions contained herein, from the date of release of this RFP to the date of execution of the Agreement resulting from this solicitation. City, in its sole discretion, may disqualify Offerors who violate this Paragraph.ATTACHMENT 1Proposal Response Cover SheetRFP No. SLCI19030PROPOSAL FOR SUSTAINABLE CITY CODE REVIEWTO: Salt Lake City CorporationChief Procurement OfficerPurchasing & Contracts DivisionThe undersigned, having carefully read and considered the Request for Proposal to provide SUSTAINABLE CITY CODE REVIEW for the Department of Sustainability, does hereby offer to perform such services on behalf of the City in the manner described and subject to the terms and conditions set forth in the attached proposal. Services will be performed at the rates set forth in said proposal. By signing and submitting this proposal, Offeror acknowledges that it has viewed all materials in SciQuest for this solicitation, including any addenda to this RFP.OFFERORCompany Name: _________________________________________________________________Doing business as: [ ] an individual [ ] a partnership [ ] a corporation [ ] a limited liability company (mark appropriate box), duly organized under the laws of the State of _________________.BY: ______________________________________ ____________________________________(Signature of authorized representative) (Please Print or Type Name)PRINCIPAL OFFICE ADDRESS:Street Address _____________________________________________________________________City ________________________________________________ County ______________________State ________________________________________________ Zip Code____________________Telephone ( ) FAX ( ) _Email Address ____________________________________________________________________ALL PROPOSALS MUST INCLUDE THIS COVER SHEET & THE PROPOSAL CONTENT & EVALUATION REQUIREMENTS LISTED ON THE NEXT (4) PAGESPROPOSAL CONTENT & EVALUATION CRITERIASUSTAINABLE CITY CODE REVIEWInstructions: When preparing proposals, reply to each of the following proposal content and evaluation criteria in the order listed. Please restate each numbered point listed below followed by your response in full, narrative sentences and provide any requested materials.I. QUALIFICATIONSA. A statement of the firm’s experience and qualifications to meet the requirements of the City as outlined herein. Include a general overview and history of your company, number of years in business, number of employees, corporate headquarters location, type of business, names of the firm’s chief officers (include an organizational chart if possible), and where you do business. Offerors may include an annual report or statement of finances, if available, but it shall not substitute for the written narrative requested for this item.B. Identify proposed staff members who would be involved in providing the services requested herein and submit statements or resumes detailing their qualifications. Your proposal should include information on levels of training received by each staff member and detailed descriptions of their involvement with projects of similar or identical scopes.If applicable, identify any of the work that you intend to subcontract to others and identify the proposed subcontractors including names, specific assignments, and the qualifications of the subcontracting firm and its key personnel.C. Detail your firm’s experience in providing the services requested herein for similar customers of similar size, with dates of performance and/or completion, customer name, contact person, and telephone number(s). By providing such references you agree that neither the City nor the clients referenced shall have any liability regarding the provision of such references or the City’s use of such references in making selections under this request for proposal.D. Is your company currently involved in arbitration or litigation for any reason? If so, please elaborate.E. Has your company, or any of your proposed sub-contractors, ever filed for reorganization or bankruptcy? If so, please provide dates and resolution.F. In addition to the information and qualifications specified above, identify any special knowledge or skills provided by your firm that may be related or helpful to the services requested herein.
II. PROPOSED APPROACH TO PROJECT
A. A statement of your understanding of the project and a general description of your proposed approach to the project’s scope of services.
B. A description of your general areas of expertise and a detailed description of any specialized areas of expertise. Include two (2) examples of similar projects that your firm has completed.
C. A description of how you would meet service timelines set by the City for standard, critical and emergency service requests and your availability to the City. A tentative schedule for completing the work including key steps and/or milestones.
D. In addition to the specific service proposals specified above, identify and/or recommend any additional or innovative services and products provided by your firm that may be related to or helpful to a comprehensive review of, and/or incorporation of sustainability language into existing code. If there is a better way for the City to package or define the services that it has requested herein in order to obtain better pricing and/or service by making it easier for the selected Consultant, please explain what modifications would be necessary to achieve such better pricing and/or service.
III. PROPOSED FEES
Proposed prices must include all costs associated with the performance of the services specified, including materials, supervision, labor, insurance, transportation, delivery, fuel or other surcharges, demurrage, and related costs. Charges not listed in the RFP response will not be allowed. All prices and fees must be in U.S. dollars.
A. Provide “flat-rate fees” for service(s) proposed.
and/or
B. Provide “hourly-rate fees” (include name and title for each person proposed and itemized services included in the hourly rate) for the service(s) proposed. Include an estimate on the number of hours it will take to complete the project.
Fees shall include all costs associated with the performance of the service(s) specified, including materials, supervision, labor, insurance, transportation/mileage, delivery, fuel or other surcharges, and any other related costs. Charges not listed in the RFP response will not be allowed.
IV. OTHER REQUIRED INFORMATION
A. Exceptions. If you have any exceptions to any of the terms, conditions, or requirements of this Request for Proposal or the attached Sample Agreement they must be identified and included as specified in Section V of Attachment 2, General Proposal Instructions & Information . However, any exceptions submitted may render the submission as non-responsive to the requirements listed.Include a response to this item stating whether you have, or have not, included any exceptions.
B. Interest in sustainability, recycling, and other environmental matters. The City has an interest in doing business with suppliers that have implemented formal sustainability plans and have operations with minimal adverse impact on the environment. Please state whether your firm has a formal sustainability plan, program or policy and, if so, please attach a copy to your proposal. Any sustainability plan, program or policy should address recycling, re-use of materials, and reduction of waste. Please describe any environmentally-friendly measures such as alternative fuel vehicles, recycling measures, and energy reduction measures used by your firm in its operations.
C. Electronic payment. The City is encouraging offerors to accept electronic payments using a process whereby vendors can receive payments and remittance advices electronically. Please provide information relating to: (1) your ability to accept electronic payments and remittance advices; (2) your policy, if any, regarding electronic payments; and (3) your discount, if any, for electronic payments.
D. City Ethics Requirement. Include the following two paragraphs in your proposal and then add your own written acknowledgement that you have read the paragraphs and agree to comply with their terms.
REPRESENTATION REGARDING ETHICAL STANDARDS FOR CITY OFFICERS AND EMPLOYEES AND FORMER CITY OFFICERS AND EMPLOYEES. The offeror represents that it has not: (1) provided an illegal gift or payoff to a City officer or employee or former City officer or employee, or his or her relative or business entity; (2) retained any person to solicit or secure this contract upon an agreement or understanding for a commission, percentage, or brokerage or contingent fee, other than bona fide employees or bona fide commercial selling agencies for the purpose of securing business; (3) knowingly breached any of the ethical standards set forth in the City’s conflict of interest ordinance, Chapter 2.44, Salt Lake City Code; or (4) knowingly influenced, and hereby promises that it will not knowingly influence, a City officer or employee or former City officer or employee to breach any of the ethical standards set forth in the City’s conflict of interest ordinance, Chapter 2.44, Salt Lake City Code.
It is the City’s policy that City employees are prohibited from personally accepting gifts, incentives, or marketing or promotional items from suppliers and that suppliers shall not offer such items to City employees. Such offers from suppliers are inappropriate and may result in suspension or debarment of the supplier from the City’s procurement processes.
E. Suppliers are hereby informed of the City’s requirement to comply with Utah Code Title 63G Chapter 12, which requires a Consultant to register and participate in the federal Status Verification System to enter into a contract for services with a Utah public agency. Please state whether your firm is registered and participating in the federal Status Verification System to verify the work eligibility status of new employees that are, or will be, employed and performing work in Utah. If your firm is not currently registered and participating in the federal Status Verification System, describe how you will meet this requirement if your firm is selected for a conditional award from this solicitation.
F. Interest in Benefit Corporation and Benefit LLC designations. The City has an interest in doing business with suppliers that have received the Benefit Corporation or Benefit LLC designation from the State of Utah. The “Benefit” designation is for corporations and LLCs that want to consider society and the environment in addition to profit in its decision-making process. Benefit Corporations/LLCs are different from traditional Corporations/LLCs in their purpose, accountability and transparency. The purpose of a Benefit Corporation/LLC is to create public benefit, which is defined as a material positive impact on society and the environment. Please state whether your firm has received the “Benefit” designation, and if so, please attach a copy of your annual benefit report to your proposal.
NOTE: Information about these designations may be accessed at:
Benefit Corporation: https://corporations.utah.gov/business/bc.html
Benefit LLC: https://corporations.utah.gov/business/blc.html
ORAL INTERVIEWS AND SITE VISITS MAY BE CONDUCTED WITH ONE OR MORE PROSPECTIVE CONSULTANTS. THE DECISION OF THE CITY’S SELECTION COMMITTEE SHALL BE FINAL AND CONCLUSIVE.
PURSUANT TO REQUIREMENTS OF PARAGRAPH D ABOVE, PLEASE DO NOT SUBMIT ANY GIFTS OR PROMOTIONAL ITEMS WITH YOUR PROPOSAL. CITY EMPLOYEES ARE NOT ALLOWED TO ACCEPT SUCH ITEMS REGARDLESS OF THEIR VALUE.
| ATTACHMENT 2General Proposal Instructions & Information |
An electronic version of this document including all attachments and exhibits is available for download from the SciQuest Utah Public Procurement Place (UPPP) website at:
I. AWARD BY WRITTEN AGREEMENT
The selected offeror shall be required to enter into a written agreement in substantially the form of the attached SAMPLE AGREEMENT( ATTACHMENT 3) which shall be the basic form used to develop the final agreement.
· Signature on the Proposal Cover Sheet acknowledges that the offeror is willing to enter into the agreement if awarded the contract. Offerors are advised to read thoroughly the Sample Agreement as the selected offeror will be required to comply with its requirements.
· If you have questions or concerns about any provision, please contact the City’s contact person as directed in Section VI (Questions and Clarification) of the RFP INFORMATION & REQUIREMENTS.
II. PREPARATION OF PROPOSALS
A. Failure to Read. Failure to read the Request for Proposal and these instructions will be at the offeror’s own risk.
B. Cost Of Developing Proposals. All costs related to the preparation of the proposals and any related activities are the sole responsibility of the offeror. The City assumes no liability for any costs incurred by offerors throughout the entire selection process.
III. SUBMISSION DEEMED AGREEMENT
Submission of a bid, proposal or other offer or submission constitutes the bidder’s or offeror’s agreement to all of the terms, conditions and provisions of the bid or proposal package, or other solicitation documents. In addition, submission of a bid, proposal or other offer or submission by fax or E-mail constitutes a waiver of any claim to confidentiality, or any protest based on such a claim. If you have questions or concerns about any provision, please contact the City’s contact person as directed in Section VI (Questions and Clarification) of the RFP INFORMATION & REQUIREMENTS. By the submission of any bid, proposal or other offer or submission, the bidder or offeror represents that the matters stated therein are true and correct.
IV. PROPOSAL INFORMATION
A. Discussions With Offerors. The City reserves the right to enter into discussions with the offeror(s) determined to be reasonably susceptible of being selected for award, or to enter into exclusive discussions with the offeror whose proposal is deemed most advantageous, whichever is in the City’s best interest, for the purpose of negotiation. In the event that exclusive negotiations are conducted and an agreement is not reached, the City reserves the right to enter into negotiations with the next highest ranked offeror without the need to repeat the formal solicitation process.
B. Equal Opportunity. The City will make every effort to ensure that all offerors are treated fairly and equally throughout the entire advertisement, review, and selection process. The procedures established herein are designed to give all parties reasonable access to the same basic information.
C. Proposal Ownership. All proposals, including attachments, supplementary materials, addenda, etc., shall become the property of the City and will not be returned to the offeror.
D. Rejection Of Proposals.
The City reserves the right to reject any or all proposals received. Furthermore, the City shall have the right to waive any informality or technical defect in proposals received when in the best interest of the City.
No proposal shall be accepted from, or contract awarded to, any person, firm or corporation that is in arrears to the City upon a debt or contract or that is in default, as surety or otherwise, upon any obligation to the City, or that may be deemed irresponsible or unreliable by the City Purchasing & Contracts Division. Offerors may be required to submit satisfactory evidence that they have the necessary financial resources to perform and complete the work outlined in this RFP.
E. Failure To Submit A Proposal. Failure to submit a proposal (or to advise the City Purchasing & Contracts Division that future Requests for Proposal are desired) may result in the removal of your firm from the prospective offerors list.
V. EXCEPTIONS TO PROPOSAL & SAMPLE AGREEMENT
If offeror takes exception to any term, condition, or requirement set forth in this Request for Proposal or the Sample Agreement and any of its Exhibits and Attachments, said exceptions must be clearly identified and included in the response to this RFP. Exceptions or deviations to any of the terms, conditions, or requirements must not be added to the proposal pages but must be submitted in a separate document accompanying offeror’s proposal identified as “Exceptions.” However, any exceptions submitted may render the submission as non-responsive to the requirements listed. The City shall be the sole determiner of the acceptability of any exception. Therefore, we encourage you to contact the City’s contact person with any questions or concerns as described in Section VI (Questions and Clarification) of the RFP INFORMATION & REQUIREMENTS, rather than submitting Exceptions as part of your proposal. Exceptions shall be considered in the evaluation and the award processes. The City shall be the sole determiner of the acceptability of any exception.
VI. CONFIDENTIALITY
All responses, inquiries, and correspondence relating to this RFP and all reports, charts, displays, schedules, exhibits, and other documentation produced by the offeror that are submitted to the City, as part of the proposal or otherwise, shall become the property of the City when received by the City and may be considered public information under applicable law. The City is subject to the disclosure requirements of the Government Records Access and Management Act, Title 63G, Chapter 2, Utah Code Annotated (“GRAMA”). The City generally considers proposals and all accompanying material to be public and subject to disclosure. Any material considered by the offeror to be proprietary must be accompanied by a written claim of business confidentiality containing a concise written statement of reasons supporting the claim. Blanket claims that the entire RFP is confidential will be denied. The City cannot guarantee that any information will be held confidential. If the offeror makes a claim of business confidentiality, the City, upon receipt of a request for disclosure, will determine whether the material should be classified as public or nonpublic, and will notify the offeror of such determination. The offeror is entitled under GRAMA to appeal an adverse determination. The City is not obligated to notify the offeror of a request to see the offeror’s proposal, and will not consider a claim of confidentiality, unless the offeror’s claim of confidentiality is made in a timely basis and in accordance with GRAMA.
VII. GOVERNING CODE AND RULES
The City’s procurement processes, including this competitive solicitation, are governed by Salt Lake City Code 3.24 and Salt Lake City Administrative Rules for Procurement.
| ATTACHMENT 3SAMPLE AGREEMENTThe Sample Agreement will be subject to review and modification by the City Attorney’s Office. |
CONTRACT NO. 57-1-19-0820
Rev. October 10, 2018/dla
SAMPLE AGREEMENT
SUSTAINABLE CITY CODE REVIEW
FOR THE SALT LAKE CITY DEPARTMENT OF SUSTAINABILITY
THIS AGREEMENT is between SALT LAKE CITY CORPORATION, a Utah municipal corporation (“City”), and Ø, a _ (“Consultant”), and is dated as of the date the City Recorder attests the applicable City signature (which date shall be the recordation date).
RECITALS
1. Consultant desires to assess, analyze, and compare City Codes to the City’s Sustainability Goals and prepare diagnosis of results and identify amendments to City Code for City’s Department of Sustainability.
2. City desires to engage Consultant for such services.
AGREEMENT
In consideration of the promises and covenants hereinafter contained, the parties agree as follows:
1. Consultant shall assess, analyze, and compare City Codes to the City’s Sustainability/Infrastructure Goals and prepare diagnosis of results and identify national best practices and solutions for City’s Department of Sustainability as described in Exhibit “A” for a term of one (1) year commencing as of the date of this Agreement. City shall have the right to extend this Agreement for an additional term of up to four (4) months by giving Consultant written notice at least ten (10) days before the expiration of the original term, provided, however, that City may terminate such additional term by giving Consultant at least five (5) days prior written notice of such termination. This is a non-exclusive contract and City reserves the right to acquire the services or equipment, at its discretion, from other sources during the term of this Agreement. All financial commitments by City shall be subject to the appropriation of funds approved by the City Council and the limitations on future budget commitments provided under applicable Utah law, including the Utah Constitution.
2. For services provided to City, Consultant shall be paid as specified under Exhibit “B” (Price Schedule).
3. For such consideration, Consultant shall furnish all materials, supervision, labor, and equipment to complete the requirements of this Agreement.
4. The following indemnification requirements apply to this Agreement:
A. Consultant shall indemnify, save harmless, and defend City, its officers and employees, from and against all losses, claims, demands, actions, damages, costs, charges, and causes of action of every kind or character, including attorney’s fees, arising out of Consultant’s intentional, reckless, or negligent performance hereunder. Consultant’s duty to defend City shall exist regardless of whether City or Consultant may ultimately be found to be liable for anyone’s negligence or other conduct. If City’s tender of defense, based upon this indemnity provision, is rejected by Consultant, and Consultant is later found by a court of competent jurisdiction to have been required to indemnify City, then in addition to any other remedies City may have, Consultant shall pay City’s reasonable costs, expenses, and attorney’s fees incurred in proving such indemnification, defending itself, or enforcing this provision. Nothing herein shall be construed to require Consultant to indemnify the indemnitee against the indemnitee’s own negligence. The provisions of this section 4 shall survive the termination of this Agreement.
B. City assumes no responsibility for any damage or loss that may occur to Consultant’s property, except the obligation City assumes that it will not willfully or intentionally damage the property of Consultant. City has no responsibility for any equipment maintenance, or for Consultant’s employees. Nothing in this Agreement shall be construed to create a partnership, joint venture, or employment relationship.
5. The following insurance requirements apply to this Agreement:
A. GENERAL INSURANCE REQUIREMENTS FOR ALL POLICIES.
(1) Any insurance coverage required herein that is written on a “claims made” form rather than on an “occurrence” form shall (i) provide full prior acts coverage or have a retroactive date effective before the date of this Agreement, and (ii) be maintained for a period of at least three (3) years following the end of the term of this Agreement or contain a comparable “extended discovery” clause. Evidence of current extended discovery coverage and the purchase options available upon policy termination shall be provided to City.
(2) All policies of insurance shall be issued by insurance companies licensed to do business in the state of Utah and either:
(a) Currently rated A- or better by A.M. Best Company;
—OR—
(b) Listed in the United States Treasury Department’s current Listing of Approved Sureties (Department Circular 570), as amended.
(3) Consultant shall furnish certificates of insurance, acceptable to City, verifying the foregoing matters concurrent with the execution hereof and thereafter as required.
(4) In the event any work is subcontracted, Consultant shall require its subcontractor, at no cost to City, to secure and maintain all minimum insurance coverages required of Consultant hereunder.
(5) All required certificates and policies shall be endorsed as needed to provide that coverage thereunder shall not be canceled or modified without providing, in a manner approved by the City Attorney, 30 days’ prior written notice to City or 10 days’ prior written notice for cancellation due to non-payment of premiums.
B. REQUIRED INSURANCE POLICIES. Consultant, at its own cost, shall secure and maintain during the term of this Agreement, including all renewal terms, the following minimum insurance coverage:
(Note: Unless other limits, types of insurance, or terms are agreed to by the City Attorney’s Office, the following are the insurance requirements that will be required for this Agreement.)
(1) Workers’ compensation and employer’s liability insurance sufficient to cover all of Consultant’s employees pursuant to Utah law, unless a waiver of coverage is allowed and acquired pursuant to Utah law. In the event any work is subcontracted, Consultant shall require its subcontractor(s) similarly to provide workers’ compensation insurance for all of the latter’s employees, unless a waiver of coverage is allowed and acquired pursuant to Utah law.
(2) Commercial general liability (CGL) insurance with a policy endorsement naming Salt Lake City Corporation as an additional insured on a primary and non-contributory basis in comparison to all other insurance including City’s own policy or policies of insurance, in the minimum amount of $500,000 per occurrence with a $1,000,000 general aggregate and $1,000,000 products-completed operations aggregate. The policy shall include contractual liability insurance for the indemnity provided under this Agreement. These limits can be covered either under a CGL insurance policy alone, or a combination of a CGL insurance policy and an umbrella insurance policy and/or a CGL insurance policy and an excess insurance policy. The policy shall protect City, Consultant, and any subcontractor from claims for damages for bodily injury, including accidental death, and property damage that may arise from Consultant’s operations under this Agreement, whether performed by Consultant itself, any subcontractor, or anyone directly or indirectly employed by either of them. Such insurance shall provide coverage for premises operations, acts of independent Consultants, products and completed operations.
(3) Commercial automobile liability insurance that provides coverage for owned, hired, and non-owned automobiles used in connection with this Agreement in the minimum amount of a combined single limit of $500,000 per occurrence or $100,000 liability per person, $300,000 liability per occurrence, and $50,000 property damage. These limits can be reached either with a commercial automobile liability insurance policy alone, or with a combination of a commercial automobile liability insurance policy and an umbrella insurance policy and/or a commercial automobile liability insurance policy and an excess insurance policy. If the policy only covers certain vehicles or types of vehicles, such as scheduled autos or only hired and non-owned autos, Consultant shall only use those vehicles that are covered by its policy in connection with any work performed under this Agreement.
—OR IF THERE WILL NOT BE ANY VEHICLE OPERATIONS—
(3) Consultant shall not operate a vehicle in connection with any services rendered under this Agreement. Inasmuch as Consultant agrees not to operate a vehicle in connection with services rendered under this Agreement, City shall not require Consultant to provide commercial automobile liability insurance.
(4) Professional liability insurance in the minimum amount of $1,000,000 per occurrence with a $1,000,000 annual aggregate limit.
6. Consultant shall obey all federal, state, county, and municipal laws, ordinances, regulations, and rules applicable to its operations. Said laws include, but are not limited to, the Equal Employment Opportunity laws, the Fair Labor Standards Act, Occupational Safety & Health Administration (OSHA) laws, Family Medical Leave Act (FMLA), the Americans with Disabilities Act (ADA), and the Utah Immigration Accountability and Enforcement Act. Any violation of applicable law shall constitute a breach of this Agreement and Consultant shall hold City harmless from any and all liability arising out of, or in connection with, said violations including any attorney’s fees and costs incurred by City as a result of such violation.
7. City may terminate this Agreement for any reason, and without any liability therefor, upon giving Consultant 30 days prior written notice. Such notice shall be sent to the last known address of Consultant.
8. City may, without prejudice to any right or remedy, and without the necessity of giving the 30 day notice provided in paragraph 7 above, terminate this Agreement for cause in the event Consultant fails to fulfill, in a timely or satisfactory manner, any of the terms and conditions set forth in this Agreement and fails to cure such failure within seven days after written notice from City of such failure.
9. If this Agreement is terminated as provided herein, City shall pay Consultant on the basis of actual services satisfactorily performed as calculated by City.
10. Consultant, for itself, its successors and assigns, as part of the consideration herefore, covenants that no person, solely on the grounds of race, color, national origin, age, sex, religion, or non-job related disability, shall be excluded from participation in, denied the benefits of, or be otherwise subject to discrimination in the furnishing of services hereunder, unless the characteristic is a bona fide occupational qualification.
11. REPRESENTATION REGARDING ETHICAL STANDARDS FOR CITY OFFICERS AND EMPLOYEES AND FORMER CITY OFFICERS AND EMPLOYEES. Consultant represents that it has not: (1) provided an illegal gift or payoff to a City officer or employee or former City officer or employee, or his or her relative or business entity; (2) retained any person to solicit or secure this contract upon an agreement or understanding for a commission, percentage, or brokerage or contingent fee, other than bona fide employees or bona fide commercial selling agencies for the purpose of securing business; (3) knowingly breached any of the ethical standards set forth in City’s conflict of interest ordinance, Chapter 2.44, Salt Lake City Code; or (4) knowingly influenced, and hereby promises that it will not knowingly influence, a City officer or employee or former City officer or employee to breach any of the ethical standards set forth in City’s conflict of interest ordinance, Chapter 2.44, Salt Lake City Code.
12. GOVERNMENT RECORDS ACCESS AND MANAGEMENT ACT. City is subject to the requirements of the Government Records Access and Management Act, Chapter 2, Title 63G, Utah Code Annotated or its successor (“GRAMA”). All materials submitted by Consultant pursuant to this Agreement are subject to disclosure unless such materials are exempt from disclosure pursuant to GRAMA. The burden of claiming an exemption from disclosure shall rest solely with Consultant. Any materials for which Consultant claims a privilege from disclosure shall be submitted marked as “Business Confidential” and accompanied by a concise statement of reasons supporting Consultant’s claim of business confidentiality. City will make reasonable efforts to notify Consultant of any requests made for disclosure of documents submitted under a claim of business confidentiality. Consultant may, at Consultant’s sole expense, take any appropriate actions to prevent disclosure of such material. Consultant specifically waives any claims against City related to disclosure of any materials required by GRAMA.
13. Consultant is not an employee of City for any purpose whatsoever. Consultant is an independent Consultant at all times during the performance of the services specified herein.
14. All notices shall be directed to the following addresses:
City: Salt Lake City Corporation
Attn.: City Contracts Administrator, Purchasing
(For U.S. Postal Service delivery)
P.O. Box 145455
Salt Lake City, UT 84114-5455
-OR-
(For hand delivery or express courier delivery)
451 South State Street, Room 235
Salt Lake City, UT 84111
With a copy to:
City: Salt Lake City Corporation
Director of Department of Sustainability
(For U.S. Postal Service delivery)
P.O. Box 145467
Salt Lake City, UT 84114-5467
-OR-
(For hand delivery or express courier delivery)
451 South State Street, Room 145
Salt Lake City, UT 84111
Consultant: Ø
Attention:
_
_
15. This Agreement may be assigned by either party but only with the prior written consent of the other party.
16. Consultant’s obligations are solely to City and City’s obligations are solely to Consultant. This Agreement shall confer no third party rights whatsoever.
17. Consultant certifies that it is not presently nor has ever been debarred, suspended, proposed for debarment, or declared ineligible by any governmental department or agency, whether international, national, state, or local. Consultant must notify City’s Contracts Administrator within thirty (30) days if Consultant has been debarred, suspended, proposed for debarment, declared ineligible, or involuntarily excluded from participation in any contract by any governmental entity during this Agreement.
18. This Agreement embodies the entire Agreement between the parties relating to the subject matter of this Agreement and shall not be altered except in writing signed by both an authorized representative of Consultant and by City’s Mayor or the Mayor’s designee. The terms of this Agreement shall supersede any additional or conflicting terms or provisions that may be set forth or printed on Consultant’s work plans, cost estimate forms, receiving tickets, invoices, or any other related standard forms or documents of Consultant that may subsequently be used to implement, record, or invoice services hereunder from time to time, even if such standard forms or documents have been signed or initialed by a representative of City. The intent of the parties is that the terms of this Agreement shall prevail in any dispute between the terms of this Agreement and the terms printed on any such standard forms or documents, and such standard forms or documents shall not be considered written amendments of this Agreement.
19. This Agreement shall be enforced in and governed by the laws of the state of Utah.
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(Signature page follows)
The parties are signing this Agreement as of the date stated in the introductory clause.
SALT LAKE CITY CORPORATION
By _______________________________
Title ______________________________
ATTEST AND COUNTERSIGN:
_______________________ _______________
City Recorder Recordation Date
APPROVED AS TO FORM
Salt Lake City Attorney’s Office
Date _______________________________
Sign _______________________________
Megan J. DePaulis, Sr. City Attorney
Ø
By ________________________________
Title _______________________________
ACKNOWLEDGMENT
State of _____________________ )
:ss
County of ___________________ )
The foregoing Agreement was acknowledged before me this _________ day of
__________________, 2018, by ________________________________, the
(Name of person signing Agreement)
__________________________ of Ø, a (state) (type of entity).
(Title of person signing Agreement)
______________________________________________
NOTARY PUBLIC, residing in
_______________________________________ County
My Commission Expires:_________________________
CONTRACT NO. 57-1-19-0820
EXHIBIT “A”
SCOPE OF WORK
SUSTAINABLE CITY CODE REVIEW
I. GENERAL
A. Consultant, if doing business under an assumed name, i.e. an individual, association, partnership, corporation, or otherwise, shall be registered with the Utah State Division of Corporations and Commercial Code.
B. Consultant shall assume full responsibility for damage to City property caused by Consultant’s employees or equipment as determined by designated City personnel.
C. Consultant shall be solely responsible for the safety of Consultant’s employees and others relative to Consultant’s work, work procedures, material, equipment, transportation, signage, and related activities and equipment.
D. Consultant shall possess and keep in force all licenses and permits required to perform services under this Agreement.
E. No guarantee of the actual service requirement is implied or expressed by this Agreement. Service requirements shall be determined by actual need.
II. RESPONSIBILITIES OF CONSULTANT
The responsibilities of Consultant include, but shall not be limited to, the following.