HomeMy WebLinkAbout2019 AgreementBaldrige Group
The Posstonola Pursuit of Excellence
Agreement for Professional Services
This agreement is for services is between the City of Sebastian and Baldrige Group, LLC or
the following professional services.
• Develop organizational wide strategic plan and department level business plans.
• Identification of performance measures and targets for each.
• Assist in process improvement activities to close performance gaps.
• Participate in strategic plan performance reviews.
• Conference calls between site visits to assist leaders as necessary.
Additional services, such as community engagement and resident transactional satisfaction
surveys, and team and employee engagement surveys can be provided in a separate
agreement upon request.
Professional Services Fees
• One Day On -Site - $3,500 (Complete within 45 days)
• Two to Nine Days On -Site - $3,000 (Complete within 9 months)
• Ten or more Days On -Site - $2,500 (Complete within 12 months)
All professional fees quoted above include all travel related expenses and unlimited
conference calls in pre and post on-site meetings. Professional services will be invoiced
after each day on-site with terms of net 30.
Agreement for Services
This proposal for professional services is good for 30 days.
Signature: /l� DaV-l& Ho-rraW.00&
Name: a H� ` ('ci David Harrawood
Title: President & CEO
Organization: p Baldrige Group, LLC
Date: 6 A? 4 May 7, 2019
5020 Clark Road, Suite 503 Sarasota Florida 34233 • 1.888351,7778 • david@baldrigegroup.com
Procurement Department
T: (703) 335-8925 / F: (703) 335-7954 Service Authority
•.,... will[.. c.....
REQUEST FOR PROPOSALS (RFP)
Date: March 22, 2017
SOLICITATION NUMBER: SA 1617
TITLE: Strategic Planning, Baldrige, Human Resources and
Other Business Consulting Services
RFP CLOSING DATE/TIME: April 11, 2017 at 2:00 P.M. (EDT)
PRE -PROPOSAL CONFERENCE: N/A
QUESTION DEADLINE: March 31, 2017 at 12:00 Noon (EDT)
SUBMIT ONE (1) ORIGINAL, THREE (3) COPIES & ONE (1) DIGITAL COPY OF YOUR
PROPOSAL TO:
MAILING ADDRESS:
Prince William County Service Authority
Procurement Department
Attn: Lyle Beefelt, SA 1617
4 County Complex Court
Woodbridge, VA 22192
STREET ADDRESS:
Prince William County Service Authority
Procurement Department
Attn: Lyle Beefelt, SA 1617
4 County Complex Court
Woodbridge, VA 22192
In compliance with this RFP and to all the conditions imposed therein and hereby incorporated by
reference, the undersigned offers and agrees to furnish the services in accordance with the attached
signed Proposal or as mutually agreed upon by subsequent negotiation.
Company Name
Authorized Signature Date Name Printed
Phone Number Fax Number
Note: Prince William County Service Authority does not discriminate against faith based
organizations in accordance with the Code of Virginia § 2.2-4343.1 or against an Offeror because of
race, religion, color, sex, national origin, age, disability, or any other basis prohibited by state law
relating to discrimination in employment.
Strategic Planning, Baldrige, Human Resources and Other Business Consulting Services SA 17111617 Page 1
130.iY113uI6Y."Wff�i
Name of RFP: Strategic Planning, Baldrige, Human Resources and Other Business
Consulting Services
RFP Number: SA 1617
Closing Daterrime: April 11, 2017 at 2:00 P.M. (EDT)
SECTION I - COMPANY IDENTIFICATION AND OWNERSHIP DISCLOSURE
Company: Contact Person:
Title:
Address: Telephone No:
FAX No:
Remittance
Address: Email:
Indicate Which: Corporation [ ] Partnership [ ] Sole Prop. [ ]
Minority Owned/Controlled Bus. Yes [ ] No[ ] Small Bus. Yes[ ] No[ j
Organized under the laws of the State of
Principal place of business at
FEIN:
Following are the names and address of all persons having an ownership interest of 3% or more in
the Company: (Attach more sheets if necessary)
Name
Address
Strategic Planning, Baldrige, Human Resources and Ofher Business Consulting Services SA 17111617 Page 2
SECTION II - CONFLICT OF INTERESTS
This solicitation is subject to the provisions of Section 2.2-3100 et. seq., Virginia Code Annotated
and the State and Local Government Conflict of Interests Act.
The Offeror [ ] is [ ] is not aware of any information bearing on the existence of any potential
organizational conflict of interest.
SECTION III — COLLUSION
I certify that this submission is made without prior understanding, agreement, or connection with
any corporation, firm, or person submitting an offer for the same services, materials, supplies, or
equipment, and is in all respects fair and without collusion or fraud. I understand collusive bidding
is a violation of the State and Federal law and may result in fines, prison sentences, and civil
damage awards.
I hereby certify that the responses to the above representations, certifications, and other statements
are accurate and complete. I agree to abide by all conditions of this RFP and certify that I am
authorized to sign for the Offeror.
Signature Date
Name (Printed) Title
OFFEROR MUST COMPLETE AND RETURN THIS FORM WITH ITS PROPOSAL
PACKAGE
Strategic Planning, Baldrige, Human Resources and Other Business Consulting Services SA 17111617 Page 3
Table of Contents
SECTION 1 INTRODUCTION....................................................................................................6
SECTION 2 BACKGROUND INFORMATION........................................................................6
SECTION 3 PROCUREMENT RULES AND RFP DEFINITIONS........................................6
SECTION 4 SCOPE OF WORK/ PROJECT OBJECTIVES AND DELIVERABLES
........ 9
4.1
Scope of Work / Project Objectives..................................................................................9
4.2
Ordering Procedures and Project Deliverables................................................................10
SECTION 5 RFP ADMINISTRATIVE REQUIREMENTS AND INSTRUCTIONS ..........
11
5.1
Proposed Schedule...........................................................................................................
11
5.2
Delivery of Proposal Package..........................................................................................1
l
5.3
Late Proposal Packages...................................................................................................12
5.4
Preproposal Conference - Non -Mandatory ......................................................................12
5.5
Questions Concerning RFP.............................................................................................
12
5.6
Offeror's Representative..................................................................................................
13
5.7
Offeror's Responsibility / Clarification and Addenda .....................................................
13
5.8
Restricted Discussions.....................................................................................................
13
5.9
Proposal Correction or Withdrawal.................................................................................14
5.10
No Obligation to Make Selection....................................................................................15
5.11
Consultant Key Personnel...............................................................................................
15
5.12
Minimum Offeror Requirements.....................................................................................
16
5.13
Anticipated Selection Process.........................................................................................16
5.14
Evaluation Criteria...........................................................................................................
18
5.15
Minor Irregularities..........................................................................................................
18
5.16
Incurred Expenses............................................................................................................19
5.17
Exceptions.......................................................................................................................
19
5.18
Pre -Award Submittals......................................................................................................19
5.19
Conflict of Interest Disclosure .........................................................................................19
5.20
Contract Type..................................................................................................................20
5.21
Tenn of Basic Ordering Agreement (BOA)....................................................................
20
5.22
Limited Confidentiality of Information...........................................................................20
Strategic Planning, Baldrige, Human Resources and Other Business Consulting Services SA 17111617 Page 4
C
5.23 Competency of Offeror....................................................................................................20
5.24 Protesting the Requirements or Selection Recommendation..........................................21
SECTION 6 SUBMITTAL REQUIREMENTS........................................................................23
6.1 Submittal Requirements..................................................................................................23
6.2 Economy of Presentation.................................................................................................23
6.3 Proposal Package Guidelines............................................................................................23
6.4 Proposal Package Sections..............................................................................................
25
SECTION 7 INSURANCE REQUIREMENTS........................................................................28
SECTION8 FORMS...................................................................................................................29
Form A — Offeror Reference Form ..............................................................................................30
Form B — Subconsultant Reference Form....................................................................................32
'
Form C — Subconsultant No -Conflict of Interest Form ...............................................................33
Form D — Proposal Package Checklist.........................................................................................
34
SECTION 9 SAMPLE CONTRACT TERMS & CONDITIONS...........................................36
Strategic Planning, Baldrige, Human Resources and Other Business Consulting Services SA 17111617 Page 5
Request For Proposals —SA 1617
Strategic Planning, Baldrige, Human Resources and Other Business Consulting Services
SECTION I INTRODUCTION
The Prince William County Service Authority (`Service Authority") is a public utility created in
1983 under the Virginia Water and Sewer Authorities Act and chartered by the Prince William
Board of County Supervisors. The Service Authority is an independent body responsible For
providing comprehensive water and sewer services in Prince William County. The Service
Authority has approximately 90,000 customers and provides wastewater treatment for the eastern
portion of the county via the H. L. Mooney Advanced Water Reclamation Facility, a 24.0 mgd
facility. Wastewater service for the western portion of the county is provided by the Upper
Occoquan Service Authority, a 54.0 mgd regional facility that is jointly owned by Fairfax
County, Prince William County, the City of Manassas, and the City of Manassas Park. Water is
supplied via wholesale water purchase agreements with Fairfax Water and the City of Manassas,
as well as Service Authority -owned wells. The water and sewer system is composed of
approximately 1,230 miles of water main and 1,100 miles of sewer mains.
SECTION BACKGROUND INFORMATION
The Service Authority is seeking to enter into multiple Basic Ordering Agreements to provide
consulting services on an as -needed basis in the area of strategic planning, performance
measurement and management, program evaluation, and quality improvement.
The Service Authority's Board of Directors has established as its vision, becoming the regional
leader in supplying clean water and superior service to Prince William County's growing
population. The Service Authority is a nationally recognized model for excellence, sustainability,
industry best practices and environmental stewardship.
To continue to improve the Authority's quality of service, the Service Authority is updating its
Strategic Plan, first adopted in 2010; improving performance measurement and reporting; and,
adopting the Malcolm Baldrige Framework for quality improvement. This is a multi-year effort.
ultimately resulting in the applications for the Virginia Senate Productivity and Quality Award
and the Malcolm Baldrige National Quality Award.
SECTION 3 PROCUREMENT RULES AND RFP DEFINITIONS
This RFP, the resulting Proposal document and Contract document shall be consistent with and
governed by the Prince William County Service Authority Purchasing Regulations. In the event
of an inconsistency between the solicitation and selection requirements set forth in this RFP
versus those set forth in the Purchasing Regulations, the inconsistency shall be resolved by
giving precedence to the solicitation and selection requirements of the Purchasing Regulations.
Strategic Planning, Baldrige, Human Resources and Other Business Consulting Services SA 17111617 Page 6
A. IMPORTANT NOTICE TO POTENTIAL OFFERORS: Receipt of this document does
not indicate that the Service Authority has pre -determined Your organization's
qualifications to receive a contract or be selected for any work or project. Such
determination will be made after the opening and will be based on the Service
Authority's evaluation of Your Proposal Package compared to the specific requirements
and qualifications contained in this RFP.
B. The Service Authority has established for purposes of this RFP that the words "shall",
"must", or "will" are equivalent in this RFP and indicate a mandatory requirement or
condition which will not be waived by the Service Authority. Failure to comply with any
mandatory requirement will render the Proposal Package non-responsive, and therefore it
will not be considered for selection. To be considered for selection, the Offeror must
agree to abide by each mandatory requirement included in this RFP.
C. The Service Authority has established for purposes of this RFP that the words "should"
or "may" are equivalent in this RFP and indicate very desirable conditions or
requirements that are permissive in nature. Deviation from, or omission of, such a
desirable condition or requirement will not cause rejection of a Proposal Package, but
will be considered in the evaluation process.
D. General RFP Definitions:
1. Addendum: A written or graphic instrument issued prior to the due date and time of
Proposals that clarify, correct or change the bidding documents.
2. Basic Ordering Agreement (BOA): A written instrument of understanding
negotiated between the Service Authority and the Consultant that contains (1) terms
and clauses applying to anticipatory contracts (orders) between the parties during its
term, (2) a description of the commodities and /or services to be provided, and (3)
methods for pricing, issuing, and delivering future orders under the Basic Ordering
Agreement. A Basic Ordering Agreement is not a contract.
3. Change Order: A written order to the Consultant or executed by the Service
Authority, issued after execution of a Contract or PO, authorizing and directing an
addition, deletion or revision of any nature or an adjustment in the price, schedule,
quality or quantity of the Work. Any positive or negative change in the Contract
constitutes a Change Order.
4. Consultant: The successful Offeror with whom a contract is executed pursuant to
this RFP.
5. Contract or Agreement: When used as a proper noun and capitalized the term
"Contract" shall mean: The solicitation's ensuing agreement obligating the
Consultant to famish the goods and/or services promised in exchange for payment
from the Service Authority. (When used as a common noun with lower case the term
"contract" shall mean: a mutually binding legal agreement between two or more
parties.).
Strategic Planning, Baldrige, Human Resources and Other Business Consulting Services SA 17111617 Page 7
6. Contract Administrator: The Service Authority representative who manages actions
that must be taken to assure full compliance with all of the terms and conditions
contained within the resulting Contract Document, including price.
7. Contract Document(s): Documents which establish the rights and obligations of the
Consultant and Service Authority and include: The signed Contract, the Notice to
Proceed, together with all written Modifications, Change Orders and Owner's written
interpretations and clarifications issued on or after the Effective Date of the resulting
contract.
8. Day(s): Calendar days, unless otherwise specified.
9. Dollar "S": United States of America dollars.
10. Key Person (Key Personnel): Any person or persons whose individual action or
inaction can impact the timely accomplishment of the performance objective(s).
11. Notice to Proceed: A written notice issued by the Owner to the Consultant fixing the
date on which the resulting contract times will commence to run and on which
Consultant shall start to perform the Work under the resulting Contract Documents.
12. Offeror: The professional entity submitting a Proposal Package to the Service
Authority in response to this RFP. The term Offeror in some cases refers to the
successful Offeror with whom a contract is executed pursuant to this RFP.
13. Prince William County Service Authority (Service Authority or Authority):
Public Utility chartered by the Prince William County Board of County Supervisors.
14. Procurement Officer: A delegate of the Purchasing Manager.
15. Project Manager: The Service Authority person responsible for the Task Order.
16. Proposal or Proposal Package: The complete submittal from an Offeror.
17. Purchasing Manager: The Service Authority person that has been legally
authorized and responsible to enter into, administer, terminate and otherwise manage
contracts subject to any approval thresholds that may be established by the General
Manager and Board.
18. Responsible Offeror: An Offeror who has the capability in all respects to perform
fully the Contract requirements, and the experience, integrity, perseverance,
reliability, capacity, facilities, equipment, and credit which will assure good faith
performance.
19. RFP: Request For Proposals; This competitive process whereby the Service
Authority is seeking competitive offers to resolve a Service Authority need or
requirement.
20. Task Order Agreement (or Task Order): The Contract Document that the Service
Authority will use to place orders for services with the Consultant for services under
the BOA.
21. Using Division or Department: Executive Management.
22. Work: The entire project or the various separately identifiable parts thereof required
to be performed or furnished under the Contract Documents.
23. The terms "in writing" and "written" mean documents permanently inscribed or
printed on paper, submitted by facsimile (fax), or submitted by e-mail, unless
otherwise specified.
24. You, Your: Same as Offeror.
Strategic Planning, Baldrige, Human Resources and Other Business Consulting Services SA 17111617 Page 8
SECTION 4 SCOPE OF WORK / PROJECT OBJECTIVES AND DELIVERABLES
4.1 Scone of Work/ Proiect Objectives
A. Consultant Services
Based on the Service Authority's past consulting needs, the Prince William County
Service Authority requires the following types of assistance on an as -needed basis:
1. Assistance with updating the Authority's Strategic Plan;
2. Assistance with achieving business goals;
3. Performance measurement system assistance;
4. Benchmarking and best practice evaluations;
5. Program evaluations;
6. Business process and internal controls consulting services;
a) Operational reviews;
b) Internal control reviews;
c) Best practices management;
d) Improvement plans and implementation support;
e) Project management;
f) Business process improvements;
g) Software implementation support;
h) Process mapping and flowcharting;
i) Other business process and internal controls consulting services;
7. Baldrige Excellence Framework services;
j) Business process documentation, analysis and reengineering based on
approach, deployment, learning and integration (ADLI);
k) Organizational assessment against SPQA and Baldridge criteria;
1) Score organizational outputs and outcomes based on levels, trends,
comparisons and integration (LeTCI);
m) Application preparation the Virginia SPQA and Malcolm Baldridge award
applications;
n) Site visit preparation for a Virginia SPQA or Baldridge site examination;
o) Baldrige framework training;
8. Employee Engagement;
9. Customer satisfaction and employee engagement surveys;
10. Financial analysis or rate studies;
11. Facilitation;
12. Training;
13. Succession planning;
14. Knowledge capture;
15. Human resources classification/compensation services;
a) Analyses and studies;
b) Other classification/compensation consulting;
16. Benefits consulting, including but not limited to analyses and studies;
Strategic Planning, Baldrige, Human Resources and Other Business Consulting Services SA 17111617 Page 9
17. Policy research and policy writing;
18. Professional writing/editing;
19. Contract negotiations;
20. Professional/manager development;
B. Desired Capabilities
- The preferred Offeror(s) should be able to provide services on a quick response basis and,
preferably, be located within theWashingtonMetropolitan Area. As the Authority is
seeking to access a broad range of experience, the preferred Offeror should be able to
demonstrate national and local water and wastewater industry experience, both with
individual utilities and/or organizations such as AW WA, WEF, NACWA, AMWA, WRF
and WERF. For Baldrige Excellence Framework services, the preferred Offeror should
possess training through NIST and have proven experience with organizations that have
won the Malcolm Baldrige Award. The preferred Offeror's experience should include
work in such areas as:
I. Baldrige Excellence Framework Performance measurement, including benchmarking
and best practices
2. Strategic planning
3. Program/Business process evaluation and reengineering
4. Succession planning
5. Knowledge capture and succession planning
6. Training and facilitation relating to the above
The Service Authority reserves the right to enter into a Contract with more than
one Offeror; therefore, the Service Authority encourages Consultants with
qualifications in some, but not all, requested services to submit a proposal. The
Service Authority will adapt the Scope of each individual Contract to match the
services proposed by each successful Offeror.
4.2 Orderine Procedures and Project Deliverables
When services are requested by the Service Authority, the firm selected will prepare a
proposed statement of work. The statement of work will be in the form of a Task Order.
Every Task Order Agreement shall list the deliverables to be provided by the Consultant
along with the associated time line and schedule that includes but is not limited to: studies,
preliminary engineering reports, design and predetermined milestones, final design, bid
documents, etc. For Task Orders exceeding 90 days, the Consultant shall provide monthly
progress reports capturing at a minimum:
A. Tasks and description.
Strategic Planning, Baldrige, Human Resources and Other Business Consulting Services SA 17111617 Page
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B. List of deliverables and baseline schedule.
C. Status and schedule update of deliverables.
D. Key issues requiring resolution.
E. Identification of regulatory permit requirements and status of such permits.
F. Name of Service Authority and Consultant Project Managers.
SECTION 5 RFP ADMINISTRATIVE REQUIREMENTS AND INSTRUCTIONS
5.1 PreDOsed Schedule
The following dates are proposed by the Service Authority; however, the dates and times
may be changed as the needs of the Service Authority change. It is solely Your
responsibility to stay informed on the dates and times.
A. RFP release date — March 20, 2017
B. Preproposal conference—Non-Mandatory March 28, 2017 at 11:00am (EDT)
C. Final date to receive written questions — March 31, 2017 at 12:00 Noon (EDT)
D. RFP closing date— April 11, 2017 at 2:00 P.M. EDT (EDT)
E. Offeror interviews/presentations/demonstrations, if requested — TBD or Not Applicable
F. Anticipated selection of Consultant (s) —TBD
5.2 Delivery of Proposal Packase
Deliver one (1) Original, three (3) Copies, and one (l) CD or thumb drive of Proposal
Package to:
Prince William County Service Authority
Procurement Department
Attn: Lyle Beefelt, Ref: SA 1617
4 County Complex Court
Woodbridge, VA 22192
Mark each package: RFP SA 1617 — Strategic Planning, Baldrige, Human Resources and
Other Business Consulting Services .
Strategic Planning, Baldrige, Human Resources and Other Business Consulting Services SA 17111617 Page
11
A. Failure to clearly mark each Proposal Package with this information may cause the
Service Authority to misdirect the Proposal Package. The Service Authority is not
responsible for the misdirection or loss of improperly marked proposals.
B. To be considered for selection, the complete Proposal Package must be Received and
Accepted in the Procurement Department prior to the closing date and time. An Offeror
will not be considered for selection if its Proposal Package is received in the Procurement
Department after the closing date and time regardless of when or how it was received by
the Service Authority.
C. Allow sufficient time for transportation and inspection. If You use a third party carrier
(USPS, FedEx, Airborne, UPS, etc.) ensure that the carrier is properly instructed to
deliver Your Proposal Package only to the address above.
D. The Service Authority will NOT consider facsimile (fax) or electronic submission of a
Proposal Package.
5.3 Late Proposal Packases
A. The Service Authority will judge any Proposal Package received in the Procurement
Department after the closing date and time as LATE and the Service Authority will not
open it nor consider it for selection.
B. Upon receipt at the location specified above, the Service Authority will mark each timely
received Proposal Package with the date and time of receipt. The Service Authority will
safeguard Proposal Packages from unauthorized disclosure from the time of receipt,
throughout the source selection process, and until selection.
C. If the Service Authority declares administrative or liberal leave, all scheduled closing
dates for that day will be extended until the next business day.
5.4 Preor000sal Conference —N/A
No preproposal conference will be held. Please see the following sections regarding
questions.
5.5 Ouestions Concernins RFP
A. Questions, inquiries, suggestions, or requests concerning interpretation, clarification or
additional information concerning any portion of this RFP or the selection process,
should be made in writing, fax and e-mail are acceptable, and sent to the below named
individual who will be the point of contact for this RFP.
B. Questions should be submitted by the following deadline: March 31, 2017 at 12:00
Noon (EDT).
Strategic Planning, Baldrige, Human Resources and Other Business Consulting Services SA 17111617 Page
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C. Mark subject line or cover page: "Questions on SA 1617 — Strategic Planning,
Baldrige, Human Resources and Other Business Consulting Services ".
D. RFP Point of Contact for Questions:
Lyle Beefelt, Ref: SA 1617
E-mail: purchminggroupemail@pwcsa.org
All questions most be received in writing.
E. Failure by an Offeror to ask questions, request changes, or submit objections by the date
indicated above shall constitute the Offeror's acceptance of all of the terns, conditions
and requirements set forth in this RFP.
F. No answers given in response to questions submitted shall be binding upon this RFP
unless released in writing as an Addendum to this RFP by the Service Authority.
5.6 Offeror's Representative
If You intend to respond to this RFP, promptly provide the name, mailing address, telephone
number, and e-mail address of Your liaison person to the point of contact in order for the
Service Authority to send any communications regarding this RFP.
5.7 Offeror's Resoonsibilitv / Clarification and Addenda
A. By submitting a Proposal Package, You, the Offeror, represent:
1. You have read and understand this RFP, and;
1. Your Proposal Package is made in accordance with the requirements of this RFP, and;
2. You are familiar with the local conditions under which the proposed services must be
performed.
3. It will not make any claim for or have the right to cancellation of or relief from the
resulting contract because of any misunderstanding or lack of information.
B. The issuance of a written Addendum by the Service Authority's Procurement Department
is the only official method by which interpretation, clarification or additional information
can be given. The Service Authority will not be responsible for any oral representation
given by any employees, representatives, or agents.
C. If the Service Authority revises (amends) this RFP, the Service Authority's Procurement
Department will post a notice on the Service Authority Internet site:
htty://www.t)wcsa.ora/rfi)-ifb. You should acknowledge each Addendum in Your
Proposal Package. Failure to acknowledge each Addendum may prevent Your Proposal
Package from being considered for selection. It is solely Your responsibility as an
Strategic Planning, Baldrige, Human Resources and Other Business Consulting Services SA 17111617 Page
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Offeror to ensure that You have received all addenda and incorporated the changes into
Your Proposal before submitting Your Proposal Package.
5.8 Restricted Discussions
A. From the date of issuance of the RFP until final contract selection, You, the Offeror, are
prohibited from discussing the RFP or any part thereof with any employee, agent, or
representative of Prince William County Service Authority except as expressly
authorized by the Service Authority's Procurement Officer. The Service Authority may
REJECT Your Proposal Package for violation of this restriction.
B. Any negotiation, decision, or action initiated or executed by You as a result of any oral or
written discussions with any Service Authority employee or agent, except as authorized
by the Procurement Officer, is void and will not be binding upon the Service Authority.
You shall only consider those communications that are in writing from the Service
Authority's Procurement Officer.
5.9 Pronosal Correction or Withdrawal
A. Any Offeror for Supplies, Services or Construction, may withdraw the Proposal from
consideration if the price proposal was substantially lower than the other Proposals due
solely to a mistake therein, provided the Proposal was submitted in good faith and the
mistake was a clerical mistake as opposed to ajudgment mistake, and was actually due to
an unintentional arithmetic error or an unintentional omission of a quantity of work,
labor, or material made directly in the compilation of a Proposal, which unintentional
arithmetic error or unintentional omission can be clearly shown by objective evidence
drawn from inspection of original work papers, documents and materials used in the
preparation of the Proposal sought to be withdrawn. The Purchasing Manager shall
require, and so state in the invitation, the following procedure for withdrawal of a
Proposal:
1. The Offeror must give notice in writing of his claim of right to withdraw the Proposal
within two business days after the conclusion of the proposal opening procedure.
2. No Proposal may be withdrawn under this section when the result would be to award
the Contract on another Proposal of the same Offeror or of another Offeror in which
the ownership of the withdrawing Offeror is more than five percent (5%).
3. No Offeror who is permitted to withdraw a Proposal shall, for compensation, supply
any material or labor or perform any subcontract or other work agreement for the
person or firm to whom the Contract is awarded or otherwise benefit, directly or
indirectly, from the performance of the project for which the withdrawn Proposal was
submitted.
Strategic Planning, Baldrige, Human Resources and Other Business Consulting Services SA 17111617 Page
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B. The Purchasing Manager may contest withdrawal of any Proposal by any means provided
by law. If withdrawal of the Proposal is denied, the Purchasing Manager shall notify the
Offeror in writing stating the reasons for the decision.
C. If the mistake and the intended correct Proposal are clearly evident on the face of the
Proposal document, the Proposal shall be corrected to the intended correct Proposal and
may not be withdrawn. Examples of mistakes that may be clearly evident on the face of
the Proposal document are typographical errors, errors in extending unit prices,
transposition errors, and arithmetical errors.
5.10 No Oblieation to Make Selection
A. The Service Authority intends to issue one (1) or more Basic Ordering Agreements
(BOA) after evaluation of submittals and negotiations as described in Section 5.13
Anticipated Selection Process. The Service Authority is not obligated to make any
selection or award as a result of this RFP.
B. The Service Authority has the sole discretion and reserves the right to cancel this RFP,
and to reject any and all Proposal Packages, to waive any and all informalities and/or
minor irregularities, or to re -advertise with either the identical or revised scope of work,
if it is judged to be in the Service Authority's best interests to do so.
5.11 Consultant Kev Personnel
A. The Service Authority will be making its decisions on selecting the best qualified
Offeror(s) based upon the information submitted in the Offeror's Proposal Package. This
includes the resume and experience of the Offeror's Key Personnel. By submitting a
Proposal Package, You are representing that each person listed or referenced in Your
Proposal Package will be available to perform the services described by the Service
Authority, throughout the duration of the resulting BOA, barring illness, accident, or
other unforeseeable events of a similar nature in which case You must promptly provide a
qualified replacement.
B. The Procurement Officer and the Project Manager have the right to review and approve
or disapprove the Proposal of any Key Person or persons assigned to a requirement prior
to the person beginning the performance of the Work. If the Procurement Officer
considers the Proposal of the assigned person to be inadequate, the Procurement Officer
may request further documentation of the person's qualifications, or may request that
another qualified person be assigned, also pending the Procurement Officer's approval.
C. The Consultant shall notify the Procurement Officer in writing of any proposed changes
in Key Personnel assigned to a requirement at least ten (10) business days prior to the
change. The Consultant shall include with the notification:
1. The reason for the change;
Strategic Planning, Baldrige, Human Resources and Other Business Consulting Services SA 17111617 Page
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2. The qualifications of the proposed replacement person(s); and,
3. All steps the Consultant is taking to minimize the impacts that the personnel change
will have on the success of the project/contract.
D. In the event the requested substitute person is not satisfactory to the Service Authority
and the matter cannot be promptly resolved to the satisfaction of the Service Authority,
the Service Authority reserves the right to terminate the contract for cause.
5.12 Minimum Offeror Reauirements
A. To be considered for selection, an Offeror shall meet or exceed each of the following
minimum requirements:
1. Demonstrated experience performing the work proposed;
2. Demonstrated integrity, perseverance and reliability as evidenced by the completion
of work taken on and no evidence client dissatisfaction with the Offeror's integrity
or reliability or commitment to completing the work promised;
3. Demonstrated financial viability as may be by positive bank references, credit
ratings, company equity, etc.; and,
4. Eligibility to be selected under applicable laws and regulations.
Failure to meet a requirement will result in a negative evaluation rating and may result in
an Offeror being declared not responsible by the Service Authority.
B. The Procurement Officer may request additional information, other than that already in
the Proposal Package, or may request additional or clarifying information to determine
the Offeror's responsibility under this section. If the Offeror fails to supply the
information requested within the time required, the Procurement Officer shall make the
determination of responsibility or non -responsibility based solely upon available
information. If the available information is insufficient to make a determination of
responsibility, the Procurement Officer shall determine the Offeror to be non -responsible.
If Your organization is listed on the U.S. Excluded Parties List https://www.sam.gov/ at
the time of the RFP closing date or is put on the Excluded Parties List at any time prior to
selection, the Purchasing Manager shall immediately determine Your organization as
non -responsible.
5.13 Anticinated Selection Process
A. Responsiveness: Upon receipt of each Proposal, the Procurement Officer will review
each Proposal to determine its responsiveness, i.e., has the Offeror provided all of the
materials required in Section 6 — Submittal Requirements. The Procurement Officer may,
but is not required to, hold discussions with any Offeror to correct insufficient responses
that do not meet the submittal requirements. If the Procurement Officer determines a
Proposal to be nonresponsive, that Proposal will not be evaluated or considered for
award.
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B. Evaluation Process:
1. The Selection Committee members will evaluate each responsive Proposal in
accordance with the Evaluation Criteria.
2. The Procurement Officer will meet with the Committee and discuss the scores and
rankings with Committee. The Committee may establish a short list of Offerors to
make oral presentations and answer questions from the Committee. The Committee
may also, at any time, ask the Procurement Officer to deem the rankings final and
enter competitive negotiations.
3. At the direction of the Committee, the Procurement Officer may invite short-listed
Offeror(s) make an in-person (oral) presentation and/or demonstration to the
Selection Committee:
a. The Procurement Officer may require that specific individuals identified in the
Proposal participate in the oral presentation and/or demonstration.
b. The drawings, descriptions and presentations shall be incorporated into the
Offeror's Proposal.
c. The Procurement Officer may provide a list of individual, Proposal -specific
questions to be discussed at the oral presentation and/or demonstration to the
invited Offeror(s).
d. During and after the in-person presentation and/or demonstration, the Selection
Committee may ask questions and the Offeror's team shall provide answers.
4. After the oral presentation and/or demonstration, if any, the Selection Committee,
based upon the total evaluated scores after the in-person presentation, Committee and
the Procurement Officer will determine the final ranking of the Offerors.
C. Negotiations:
The Procurement Officer will invite the top ranked Offerors for negotiations. The
Service Authority reserves the right to negotiate any and all elements, except legal
requirements, of any Proposal received.
D. Best and Final Offers:
At any time prior to requesting for Best and Final Otters, the Procurement Officer may
request additional information, samples, or other evidence of the Offeror's performance
capabilities from any Offeror in the competitive range in order to better understand and
evaluate the Offeror's Proposal.
At any point during the evaluation process, the Procurement Officer may request a
written Best and Final Offer from all Offerors that have a reasonable chance to be
selected for award. This is the only time an Offeror will be provided with the opportunity
to make revisions to its Proposal, including its price Proposal, to improve its offer to the
Service Authority.
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To be considered for award, a complete written and signed final offer must be received in
the Procurement Department's office by the time specified in the request for Best and
Final Offers.
E. Award:
If the Service Authority makes an award(s), the award(s) will be made to the responsible
Offeror(s) whose offer is (are) most advantageous to the Service Authority, based upon
the evaluation process specified in the selection process, results of the negotiations, and
the final offer by the Offeror. Thus, while the points in the evaluation criteria indicate
their relative importance, the total scores will not necessarily be determinative of the
award. Rather, the total scores will guide the Service Authority in making an intelligent
award decision based upon the Service Authority's requirements and the best value
Proposal(s)/offer(s) received.
The Service Authority will notify all Offerors submitting proposals of contracts awarded
pursuant to this RFP.
5.14 Evaluation Criteria
A. The committee will base the initial and final evaluation on the following criteria:
Evaluation Criteria Maximum Points per
Evaluation Criteria
Staffing Plan and Experience of Key Personnel 1 30
Qualifications and Experience of the Firm in the 30
delivering the requested services
Cost of Services
Fro,
Understanding of work to be provided 10
Availability of the Firm
10
Maximum Evaluation Points 100
5.15 Minor Irregularities
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The Service Authority reserves the right to waive minor irregularities in submitted Proposal
Packages if such action is in the best interest of the Service Authority. A minor irregularity
is defined as an issue that does not have an adverse effect on the Service Authority's best
interests, and will not affect the outcome of the selection process by giving any Offeror an
advantage or benefit not enjoyed by other Offerors.
5.16 Incurred Expenses
This RFP does not commit the Service Authority to select an Offeror nor will the Service
Authority be responsible for any cost or expense which may be incurred by any Offeror in
preparing and submitting a Proposal Package or any cost or expense incurred by any Offeror
prior to the issuance by the Service Authority procurement services of a signed Task Order.
By submitting a Proposal Package, You, the Offeror, agree that the Service Authority bears
no responsibility or obligation for any of Your costs associated with the preparation of Your
Proposal Package, preparing and delivering presentations, preparing Proposals for anticipated
Task Orders, and/or any administrative or judicial proceedings resulting from this RFP
process.
5.17 Exceptions
If You take exception to any requirements in this RFP, including any contract terms in
Section 9 Samole Contract Terms & Conditions You shall clearly identify the item(s) that
exception is taken to, succinctly state the reason for the exception, and include these item(s)
in Your Proposal Package in Tab 8. Executions and Other Information.
5.18 Pre -Award Submittals
A. Within ten (10) calendar days after the Service Authority provides written notification of
selection, the Offeror shall furnish the below deliverables to the Procurement Officer.
1. Required Pre -Award Submittals:
a) Insurance Certificate(s);
b) Copies of Commonwealth required licenses and/or certifications.
B. If a selected Offeror fails to furnish the required submittals within the required time
frame, the Service Authority may withdraw the selection from the Offeror and begin
negotiations with the next ranked Offeror.
5.19 Conflict of Interest Disclosure
A. This RFP is subject to the provisions of § 2.2-4311 of the Virginia Public Procurement
Act (VPPA). No member of the Board of Directors, or any employee of the Prince
William County Service Authority, or the spouse or any other relative who reside in the
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same household as any of the foregoing, may be a Consultant or Subconsultant in
connection with any proposal, or have a personal interest therein.
B. Each Offeror shall complete and sign specified section of the RFP Cover Page.
C. Each proposed Subconsultant shall also complete the attached Form C — Subconsultant
No -Conflict of Interest Form.
5.20 Contract Tvoe
A. The Service Authority will be issuing a Basic Ordering Agreement(s) to establish terms
and conditions, and pricing for work to be performed.
B. The Service Authority will issue Task Order(s) as the Contract Document for services to
be provided by the Offeror (Consultant).
5.21 Term of Basic Ordering Agreement (BOA)
A. The term of any BOA issued from this RFP shall be for one (1) year subject to the
Service Authority's option to extend the term of the BOA in accordance with 5.21 B and
C below.
B. Option Period: If the Service Authority determines it to be advantageous, it may extend
the term of the BOA for a period of four (4) additional one year periods.
C. Option to Extend the Term of the BOA:
1. The Service Authority may extend the term of the BOA by written notice to the
Consultant before the expiration of the BOA, provided that the Service Authority
shall give the Consultant a preliminary written notice of its intent to extend at least
sixty (60) Days before the BOA expires. The preliminary notice does not commit the
Service Authority to an extension.
2. The price(s) for the optional period shall be as specified in the BOA.
5.22 Limited Confidentialitv of Information
A. The Prince William County Service Authority is governed by the Virginia Freedom of
Information Act. If You submit information that You consider exempt from public
disclosure, You must identify with specificity which page(s)/paragraph(s) of Your
Proposal Package is (are) exempt from the Virginia Freedom of Information Act and
identify the specific statutory exemption section that applies to each.
B. The Service Authority will maintain the confidentiality of such trade secrets to the extent
provided by law. If the Offeror labels all or most pages of the Proposal as "trade secret,'
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the Service Authority may judge the Proposal as non-responsive and therefore it shall not
be considered for award.
C. All material submitted becomes the property of the Service Authority and may be
returned only at the Service Authority's option.
5.23 Comoetenev of Offeror
A. As part of its evaluation process, the Service Authority may make investigations to
determine Your abilities to perform under this RFP. Such investigations may include
requests for information such as Dun & Bradstreet reports, financial statements, bank,
project or other references, information regarding other work under contract and the
bonding of Subconsultants where applicable. The Service Authority reserves the right to
REJECT Your Proposal Package if You fail to satisfy the Service Authority that You are
properly qualified to carry out the obligations under this RFP.
B. The Service Authority will not consider a Proposal Package or select a contract to any
person, company or corporation that is in arrears, or is in default to the Service Authority
upon any debt or contract, or that has defaulted as surety or otherwise upon any
obligation to the Service Authority. The Offeror, if requested, must present within forty
eight (48) hours evidence satisfactory to the Procurement Officer of performance ability,
and possession of necessary facilities, pecuniary resources, and adequate insurance to
comply with the terms of these Specifications and Contract Documents.
5.24 Protesting the Reuuirements or Selection Recommendation
A. Any potential Offeror may protest the requirements of this RFP by submitting a written
protest not less than three (3) business days prior the closing date.
B. Any protest shall be in writing and submitted to the Purchasing Manager at the email
address listed in Section 5.5.D.
C. The Service Authority will not consider a protest for any claim for reason that the
selected Offeror is not a responsible party, nor shall any protest be considered for any
matter which the Purchasing Manager determines could reasonably have been ascertained
prior to the closing date of this RFP, unless such protest shall have been filed in writing
not less than three (3) business days prior to such time.
D. Written Submission:
1. The protester shall present its protest in a concise and logical written format to
facilitate review. Failure to substantially comply with any of the requirements of this
subsection may be grounds for dismissal of the protest.
2. The protest shall include at least the following information:
a) Name, address, email address, and fax and telephone numbers of the protester;
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b) Solicitation number;
c) Detailed statement of the legal and factual grounds for the protest, including a
description of resulting harm to the protester;
d) Copies of supporting documents, if any;
e) Statement of relief requested;
f) All information establishing that the protester is an interested party for the
purpose of filing a protest on an award decision; and,
g) All information establishing the timeliness of the protest.
E. The Director of Management and Budget shall decide all protests within ten (10) days of
receipt and shall issue a written finding. This decision shall be final unless the protester
institutes legal action in accordance with 62.2-4364 of the Code of Virginia.
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SECTION 6 SUBMITTAL REQUIREMENTS
6.1 Submittal Reauirements
Firms, organizations, or individuals (hereafter "Offerors") interested in submitting a Proposal
Package (offer) in response to this RFP should submit one (I) original, marked
"ORIGINAL," and three (3) copies, each marked "COPY" and one (1) CD of their Proposal
Package for review and evaluation by the Service Authority. Failure to provide the required
copies and information will be considered during the evaluation process.
6.2 Economv of Presentation
A. You, the Offeror, should prepare Your Proposal Package simply and economically,
providing a straightforward, concise description of Your solution and capabilities to
satisfy the conditions and requirements of this RFP. The Service Authority does not
desire fancy bindings, colored displays, or promotional material unless it specifically
enhances the Service Authority's understanding of Your offer. Your emphasis should be
on completeness and clarity of content.
B. The Service Authority is not liable or responsible for any costs incurred by any Offeror in
responding to this RFP including, without limitation, costs for presentations,
demonstrations, or interviews, if requested or required.
63 Pr000sal Package Guidelines
A. To facilitate analysis of its Proposal Package, You should prepare Your Proposal Package
in accordance with the instructions outlined in this section. The Service Authority will
consider Your failure to follow these instructions during the evaluation process.
B. The Service Authority emphasizes that You should concentrate on accuracy,
completeness, and clarity of content. Do not assume that You will have any
opportunity to make a presentation or explain any item or detail.
C. Cross Referencing: To the greatest extent possible, You should compose each section on
a stand-alone basis so that its contents may be evaluated with a minimum of cross-
referencing to other sections of the Proposal Package. Unless otherwise clearly noted in
a section, the Selection Committee will assume that information requested for Proposal
Package evaluation which is not found in its designated section has not been included in
the Proposal Package.
D. Indexing: You should include a table of contents to delineate the topics and subsections
To r each Tab with more than five (5) pages.
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E. Glossary of Definitions. Abbreviations and Acronvms:
You should include a glossary of all key words or phrases that if misinterpreted by the
Service Authority would impact the success of this project.
2. You should identify and spell out any abbreviation or acronym used, with an
explanation for each.
3. Glossaries do not count against the page limitations for their respective sections.
F. Paee Size and Format:
1. A "page" is defined as all information that can be legibly printed within one piece of
8.5 x 11 inch piece of paper in accordance with the requirements 2-6 below:
2. Text should be single-spaced;
3. Text should be left justified;
4. Text should be printed in a "portrait" layout;
5. The text size should be not less than 11 point or more than 14 point;
6. Margins should be one (1) inch on all four (4) sides;
7. Pages should be numbered sequentially by Tab and Section; and,
8. Printed materials should be duplexed / double -sided printing on sustainable materials
as long as it does not prevent a reader from clearly understanding the Proposal
Package.
G. You should submit legible tables, charts, graphs, figures, and pictures wherever practical
to depict organizations, systems and layouts, implementation schedules, plans, etc. These
displays should be uncomplicated, legible and should be printed on 8.5 x 11 inch paper.
H. Bindine and Labelina:
I. You should submit the original paper Proposal Package in a three-ring loose leaf
binder(s), with section tabs, which should permit the Proposal Package to lie flat
when opened.
2. You should not staple pages together.
3. You should include a cover sheet in each binder, clearly marked with SA 1617 —
Stmtegic Planning, Baldrige, Human Resources and Other Business Consulting
Services and the Offerm's name. You should place the same identifying on the spine
of each binder.
I. Pronosal Packaae:
1. You shall provide one (I) original and three (3) copies of the Proposal Package for
this RFP in the required paper format described above with all the original signatures
in a pen ink color other than black. Digital or electronic signatures are not
acceptable.
2. You should submit one (1) complete copy of the entire Proposal Package on CD or
thumb drive.
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3. You should include on the CD in addition to all of the required Proposal Package
submittal information, a text "INDEX" file that lists all files on the CD with the
complete file name (filename plus extension) and a concise written description of
what is included in the file.
4. You should submit all text files in the PDF format.
5. You should submit spreadsheets in a Microsoft Excel 2007 or Excel 2010 format.
6. You should scan and submit manufacturers' specifications pages in the PDF format,
or, in an HTML format.
7. You should submit pictures, photos, and/or drawings in 7PG, BMP or GIF formats.
8. You should submit video clips in a.WMV format.
9. You should clearly print: "SA 1617 — Strategic Planning, Baldrige, Human Resources
and Other Business Consulting Services " and the Offeror's name directly on the top
surface of each disc with an indelible marker. Enclose each disc in a rigid plastic
protective case. Cases do not need labels.
10. Electronic or facsimile (FAX) submission of Proposal Packages is not permitted for
this RFP.
6.4 Proposal Package Sections
You should organize Your Proposal Package into the following major sections:
Tab 1— Introduction, Profile & Required Information
A. RFP Cover Page and RFP Submission Form. The RFP cover page and RFP Submission
Form, completed and signed.
B. Statement of Interest (not more than one page). To be submitted on letterhead expressing
why You are interested in this project.
C. Understanding of Services to be Provided (not more than 3 pages). State in Your own
terms what You think this solicitation is about. Succinctly, describe Your understanding
of the Service Authority's challenge. Succinctly, describe in Your own terms what You
think are the Service Authority's anticipated outcomes.
D. Service Delivery Plan. Describe succinctly how You plan to accomplish each of the
objectives of these services.
E. Finn Profile / Firm History (not more than 3 pages). Submit a brief profile of the firm
describing its history, capabilities and recent successes.
F. Negotiation Team. List the full names and functional titles of each person that will be
part of Your negotiation team.
G. Acknowledeement of Addenda, (if any).
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IL Licenses & Permits. Documentation showing any licenses and/or permits required and
applicable to this requirement. Virginia licenses are required for all key staff (PE, LS)
from prime and Subconsultant.
Tab 2 — Evaluation Criteria
A. Staffine Plan and Experience of Kev Personnel:
1. Provide a staffing plan and list the full names and functional titles of all Key
Personnel that will be part of the project. (Key Personnel -any person whose actions
or inactions can impact the successful outcome of the project.) Describe the role each
will perform in successfully accomplishing this project.
2. Prouram / Proiect Manaeer. List the full name, business address, telephone, cell
phone, and pager numbers and e-mail address of the individual that will act as the
program / project manager for the project. Provide a resume of the individual's
background and skills in managing similar projects. List the following information:
a) Years of experience within the area of specialty;
b) Length of and type of service with firm; and,
c) Education and formal training, including copies of any pertinent and required
licenses / certifications.
3. Provide resumes of all other Key Personnel on the project team.
B. Oualifications and exnerience of the firm in the deliverine the recuested services:
Include example projects which best illustrate the team's qualifications for this
requirement.
C. Cost of Service — Please provide hourly rates and any other fees and charges applicable to
the Work.
D. Understandine of work to be provided: Provide a brief summary of Your understanding
of the Service Authority's requirements based on the information provided in the RFP
and Your experience in industry.
E. Availabilitv of the Firm: Provide the firms current and anticipated workload and available
resources during the course of this requirement.
Tab 3 — Proof of Insurability
Provide either a completed Accord form or a signed letter from Your insurance agency on its
letterhead stating that You have or can get the required insurance coverage. See Section 7 —
Insurance Reouirements for minimum requirements.
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Tab 4 — References
A. Provide at least five (5) recent references where the proposed product /service has been
successfully used within the past five (5) years. Please use the attached Form A —
Offeror Reference Form.
B. The Service Authority cannot be used as a reference, however all past performance with
the Service Authority will be considered during the evaluation process.
Tab 5 — Litigation
Provide information on the nature, magnitude, and outcome of all litigation and proceedings for
the previous five (5) years where a court or administrative agency has ruled for or against You or
Your organization in any matter related to You or Your organization's professional activities.
Tab 6 — Subconsultants
A. Provide a list of any proposed Subconsultants that You may use on this project. Provide
the same information required in Tab I Sections E and F, Tab 2 Section A, and complete
Tabs 3, 4, 5, and 6 for each Subconsultant.
B. Include a completed Subconsultant Reference Form for each Subconsultant proposed.
Please use the attached Form B — Subconsultant Reference Form.
C. Include a completed Subconsultant No Conflict of Interest Form for each proposed
Subconsultant. Please use the attached Form C — Subconsultant No -Conflict of
Interest Form.
Tab 7 — Exceptions and Other Information
A. Describe any exceptions You take with the requirements of this RFP.
B. Provide any information that will provide insight to the Service Authority about Your
qualifications, fitness and abilities. This information should be succinct.
Tab 8— Financial Stability
Please note that the information requested under this Tab is not a requirement at the time
of Proposal submission. You may note under this Tab that the information will be
provided upon request.
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SECTION 7 INSURANCE REQUIREMENTS
A. If awarded a Contract, the Consultant shall maintain insurance in the amounts and forms
set forth below and shall provide a Certificate of Insurance to the Service Authority.
1. Insurance Coverages and Limits:
I Coverage Required
1. Workers' Compensation and Employers'
LiabilitX (if applicable):
Admitted in Virginia
All State Endorsement
2. General Liability
Contractual Liability
I Personal Injury
13. Automobile Liability
I I Owned, Hired & Non -Owned
I I Personal Injury
Minimum Limits
Statutory Limits of the
Commonwealth of VA:
Yes
Statutory
S 1,000,000 Combined Single Limit
Bodily Injury and Property Damage
Each Occurrence
Statutory Limits of the
Commonwealth of VA
B. The Consultant shall comply with the insurance requirements set forth in the following
numbered paragraphs, plus the coverages and limits indicated in the solicitation.
Technical Proposal Packages must note any desired exceptions to the insurance coverage
which may include the submission of proposed alternatives.
C. The Consultant shall, during the continuance of all Work under the Contract provide and
agree to maintain the following:
1. Worker's Compensation and employer's liability insurance under the Commonwealth
of Virginia statutory requirements, to protect the Consultant from any liability or
damages for any injuries (including death and disability) to any and all of its
employees, volunteers, or Subconsultants, including any and all liability or damage
which may arise by virtue of any statute or law in force within the Commonwealth of
Virginia, or which may be hereinafter enacted.
2. General liability insurance in the amount prescribed by the Service Authority, to
protect the Consultant, its Subconsultants, and the interest of the Service Authority,
against any and all injuries to third parties, including bodily injury and personal
injury, wherever located, resulting from any action or operation under the Contract or
in connection with the contracted Work.
3. Automobile liability insurance, including property damage, covering all owned, non -
owned, borrowed, leased, or rented vehicles operated by the Consultant. In addition,
all mobile equipment used by the Consultant in connection with the contracted Work,
will be insured under either a standard automobile liability policy, or a commercial
general liability policy.
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D. Liability insurance may be arranged by general liability and automobile liability policies
for the full limits required, or by a combination of underlying liability policies for lesser
limits with the remaining limits provided by an excess or umbrella liability policy.
E. Insurance coverage required in these specifications shall be in force throughout the
contract term. Should the Consultant fail to provide acceptable evidence of current
insurance within ten (10) Days of written notice at time during the contract tens, the
Service Authority shall have the absolute right to terminate the Contract without any
further obligation to the Consultant.
F. Compliance by the Consultant and all Subconsultants with the foregoing requirements as
to carrying insurance shall not relieve the Consultant and all Subconsultants of their
liabilities and obligations under this section or under any other section or provisions of
the Contract.
SECTION S FORMS
Included on the subsequent pages are the following forms:
Form A — Offeror Reference Form
Form B — Subconsultant Reference Form
Form C — Subconsultant No Conflict of Interest Form
Form D — Proposal Package Checklist
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Form A — Offeror Reference Form
(The Service Authority cannot be used as a reference.)
The Offeror shall be a competent and experienced organization with an established reputation within the community
performing the type of work required for this contract. The Offeror shall have performed similar work for a
minimum period of five (5) years. Indicate below a listing of at least five (5) recent projects completed by Your
firm that can substantiate past work performance and experience in the type of work required for this contract. The
Service Authority may make such investigations as it deems necessary to determine the ability of the Offeror to
perform the work, and the Offeror shall famish to the Service Authority all such information and data for this
purpose as the Service Authority may request.
Finn Name
Address:
Contact Person:
Email Address:
Contract Amount:
Scheduled completion date:
Percent of work by own forces:
Description of Work Performed:
2. Firm Name
Address:
Current phone #:
Name of Your project supervisor:
Percent complete:
Actual completion date
Contact Person.•
Current phone #:
Email Address:
Contract Amount:
Name of Your project supervisor
Scheduled completion date:
Percent complete:
Percent of work by own forces:
Actual completion date:
Description of Work Performed
3. Firm Name
Address:
Contact Person: Current phone #
Email Address:
Contract Amount, Name of Your project supervisor:
Scheduled completion date: Percent complete:
Percent of work by own forces: Actual completion date:
Description of Work Performed:
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4. Firm Name
Address:
Contact Person:
Email Address:
Contract Amount:
Scheduled completion date:
Percent of work by own forces:
Description of Work Performed:
5. Firm Name
Address:
Contact Person:
Email Address:
Contract Amount:
Scheduled completion date:
Percent of work by own forces:
Description of Work Performed:
Current phone #-
Name of Your project supervisor:
Percent complete:
Actual completion date:
Current phone #:
Name of Your project supervisor:
Percent complete:
Actual completion date:
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Form B — Subconsultant Reference Form
(Submit a separate reference form for each proposed Subconsultant)
The Service Authority reserves the right to reject offers from any firm not meeting the minimum qualifications. If
any proposed Subconsultant's experience is not deemed acceptable to the Service Authority, the Service Authority
shall inform the Consultant and the Consultant must identify an acceptable substitute prior to award without
affecting the prices bid. Subconsultant shall be a competent and experienced firm with an established reputation
within the community. Each Subconsultant shall have performed similar work for a minimum period of five (5)
years. Furnish a representative list of at least three (3) projects.
SUBCONSULTANT'S NAME:
ADDRESS:
TELEPHONE:
CONTACFNAMF-
DESCRIPTION OF ITEMS) TO BE SUBCONTRACTED:
1. Firm Name:
Address:
Contact Person:
Email Address:
Contract Amount:
Scheduled completion date:
Description:
2. Finn Name:
Address:
Contact Person -
Email Address:
ContractAmounr
Scheduled completion date:
Description:
3. Finn Name:
Address
Contact Person
Email Address:
Contract Am mn,-
Scheduled completion date:
Current phone #-
Name of Your project supervisor:
Percent complete:
Current phone #:
Name of Your project supervisor:
Percent complete:
Current phone #:
Name of Yom project supervisor
Percent complete:
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3tmtegic P/arming, Ra/ Se, Homan Reao
arses and other BtUinexs Consoltin.
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S4171 11617
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Form C — Subconsultant No -Conflict of Interest Form
I HEREBY CERTIFY that
I (printed name) am the
(title) and the duty authorized representative of the firm of
(Firm Name) whose address is
. and that I
possess the legal authority to make this affidavit on behalf of myself and the firm for which I am
acting; and,
Except as listed below, no employee, officer, or agent of the firm have any conflicts of interest,
real or apparent, due to ownership, other cheats, contracts, or interests associated with this
project; and,
This Proposal Package is made without prior understanding, agreement, or connection with any
corporation, firm, or person submitting a Proposal Package for the same services, and is in all
respects fair and without collusion or fraud.
EXCEPTIONS (List)
Signature:
Printed Name:
Firm Name:
Date:
Sworn to and subscribed before me this day of 201
Personally Known
or Produced Identification Type of Identification
My Commission Expires
(Printed, typed or stamped commissioned name of notary)
THIS FORM MUST BE COMPLETED AND RETURNED WITH YOUR PROPOSAL
PACKAGE FOR EACH PROPOSED SUBCONSULTANT
Strategic Planning, Baldrige, Human Resources and Other Business Consulting Services SA 17111617 Page
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Form D — Prcoosal Packaee Checklist
Before submitting Your Proposal Package, review the submittal requirements and ensure each
section is included. Failure to include the required materials may preclude the Selection
Committee from considering Your Proposal Package.
RFP Reference Description
Sect.
5.2
Delivery of Proposal Package
Sect.
6.3 E
Glossary of Definitions, Abbreviations and Acronyms
Sect.
6.3 H
Binding and Labeling
Sect.
6.4 Tab 1 Sec A
Signed RFP Cover Page / Submission Form
Sect.
6.4 Tab I Sec B
Statement of Interest
Sect.
6.4 Tab 1 Sec C
Understanding of Services to be Provided
Sect.
6.4 Tab 1 Sec D
Service Delivery Plan
Sect.
6.4 Tab 1 Sec E
Firm Profile/Firm History
Sect.
6.4 Tab 1 Sec F
Negotiation Team
Sect.
6.4 Tab 1 Sec G
Acknowledgement of Addenda
Sect.
6.4 Tab 1 Sec H
Licenses & Permits
Sect.
6.4 Tab 2 Sec A
Staffing Plan and Experience of Key Personnel
Sect.
6.4 Tab 2 Sec B
Qualifications and Experience of the Firm in Delivering
the Requested Services
Sect.
6.4 Tab 2 Sec C
Cost of Services
Sect.
6.4 Tab 2 Sec D
Understanding of work to be provided
Sect.
6.4 Tab 2 Sec E
Availability of the Firm
Sect.
6.4 Tab 2 Sec F
Ability to Perform the Services
Sect.
6.4 Tab 3 &
Proof of Insurability
Section
7
Sect.
6.4 Tab 4
References
Sect.
6.4 Tab 5
Litigation
Sect.
6.4 Tab 6
Subconsultants
Sect.
6.4 Tab 7
Exceptions and Other Information
Sect.
6.4 Tab 8
Financial Stability
Form A
Offeror Reference Form
Form B
Subconsultant Reference Form
Form C
Subconsultant No -Conflict of Interest Form
Form D
Proposal Package Checklist
N/A ✓ By
(x) (initial)
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SECTION 9 SAMPLE CONTRACT TERMS & CONDITIONS
9. General Terms & Conditions
9.1 Independent Consultant
A. You, as the Consultant, agree that You shall be acting as an independent Consultant and
will not be considered or deemed to be an agent, employee, joint venture, or partner of
the Service Authority. You will have no authority to contract for or bind the Service
Authority in any manner and shall not represent Yourself as an agent of the Service
Authority or as otherwise authorized to act for or on behalf of the Service Authority.
B. You warrant that You have not employed or retained any company or person, other than a
bona fide employee working solely for You to solicit or secure a contract / agreement
with the Service Authority and that You have not paid or agreed to pay any person,
company, corporation, individual, or firm other than a bona fide employee working solely
for You any fee, commission, percentage, gift, or other consideration contingent upon on
resulting from the award or making of Your Proposal Package /offer.
C. The Service Authority may require, in writing, that You remove from the work site any
employee the Service Authority deems incompetent, careless, or otherwise objectionable.
D. You agree that You will not require any laborer or mechanic to work in unsanitary,
hazardous, or dangerous surroundings or working conditions. You shall supervise the
work force to ensure that all workers conduct themselves and perform their work in a safe
and professional manner.
9.2 Immieration Reform and Control Act of 1986
By submitting a Proposal Package You, the Offeror, certify to the Prince William County
Service Authority that You do not and will not during the performance of the Contract employ
illegal alien workers or otherwise violate the provisions of the Federal Immigration Reform and
Control Act of 1986.
9.3 Anti -Discrimination
A. By submitting a Proposal Package, the Offeror certifies to the Prince William County
Service Authority that if it is issued a BOA or awarded a Task Order from this
solicitation, it will conform to the provisions of the Federal Civil Rights Act of 1964, as
amended, as well as the Virginia Fair Employment Contracting Act of 1975, as amended,
where applicable, the Virginians with Disabilities Act, the Americans with Disabilities
Act and § 2.2-4311 of the Virginia Public Procurement Act (VPPA). If the award is
made to a faith -based organization, the organization shall not discriminate against any
recipient of goods, services, or disbursements made pursuant to the Contract on the basis
of the recipient's religion, religious belief, refusal to participate in a religious practice, or
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on the basis of race, age, color, gender or national origin and shall be subject to the same
rules as other organizations that contract with public bodies to account for the use of the
funds, provided however, if the faith -based organization segregates public funds into
separate accounts, only the accounts and programs funded with public funds shall be
subject to audit by the public body. (Code of Virginia, § 2.2-4343.1 E).
B. In every contract over $10,000 the provisions in subsections C and D below apply.
C. During the performance of the Contract, the Consultant agrees as follows:
1. The Consultant will not discriminate against any employee or applicant for
employment because of race, religion, color, sex, national origin, age, disability, or
any other basis prohibited by state law relating to discrimination in employment,
except where there is a bona fide occupational qualification reasonably necessary to
the normal operation of the Consultant. The Consultant agrees to post in conspicuous
places, available to employees and applicants for employment, notices setting forth
the provisions of this nondiscrimination clause.
2. The Consultant, in all solicitations or advertisements for employees placed by or on
behalf of the Consultant, will state that such Consultant is an equal opportunity
employer.
D. Notices, advertisements and solicitations placed in accordance with federal law, rule or
regulation shall be deemed sufficient for the purpose of meeting these requirements.
E. The Consultant will include the provisions of subsection C above in every subcontract or
purchase order over $10,000, so that the provisions will be binding upon each
Subconsultant or vendor.
9.4 No Assienment of Contract
A. The Consultant shall not assign, transfer, convey, sublet, or otherwise dispose of any
award or of any of its rights, title, or interests therein, without the prior written consent of
Service Authority's Purchasing Manager. All assignments of rights are prohibited
whether they are voluntary or involuntary, by merger, consolidation, dissolution,
operation of law, or any other manner. For purposes of this Section:
1. a "change of control" is deemed an assignment of rights; and,
2. "merger" refers to any merger in which a party participates, regardless of whether
it is the surviving or disappearing corporation.
B. No Delegations. No party may delegate any performance under the contract agreement.
C. Consequences of Purported Assignment or Delegation. Any purported assignment of
rights or delegation of performance in violation of this section will be void.
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9.5 Govemine Law and Choice of Foram
A. This Contract is binding upon the assigns and successors of each party. Except to the
extent Federal law is applicable, the interpretation, effect, and validity of this Contract
shall be governed by the laws of the Commonwealth of Virginia.
B. Resolution of any outstanding claims, counterclaims, disputes and other matters in
question arising out of or relating to the Contract Documents to the extent not resolved by
the parties hereto through the procedures in paragraph 9.25, shall be resolved exclusively
by litigation in either the Circuit Court of Prince William County, Virginia or the United
States District Court for the Eastern District of Virginia, Alexandria Division. These two
courts shall have exclusive and binding jurisdiction and venue over any and all disputes
arising under this Agreement. The parties voluntarily waive any and all rights to a trial
by jury. The fact finder shall be the court, sitting without a jury; provided, however, that
nothing contained herein shall be construed to invalidate the finality of the Service
Authority's decisions.
9.6 Licenses and Certificates
A. The Service Authority reserves the right to require documentation that each Offeror is an
established business and is abiding by the Ordinances, Regulation, and Laws of their
community and the Commonwealth of Virginia.
B. If You are required by any regulatory agency to maintain professional license or
certification to provide any product and/or service solicited under this RFP, the Service
Authority reserves the right to require You to provide documentation of Your current
license and/or certification before considering Your Proposal Package and/or before
awarding a contract.
C. If You fail to keep Your required licenses and/or certifications current and in force for the
term of the Contract and any extension, the Service Authority will deem You to be in
breach of contract and will take all appropriate actions.
9.7 Consultant Must Be Authorized To Transact Business In The Commonwealth
A. In accordance with the Vireinia Public Procurement Act 4 2.24311.2 a Consultant
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 or as otherwise required by law.
B. An Offeror organized or authorized to transact business in the Commonwealth pursuant
to Title 13.1 or Title 50 shall include in its Proposal Package the identification number
issued to it by the State Corporation Commission. Any Offeror that is not required to be
authorized to transact business in the Commonwealth as a foreign business entity under
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Title 13.1 or Title 50 or as otherwise required by law shall include in its Proposal
Package a statement describing why the Offeror is not required to be so authorized.
C. Any Offeror described in subsection B that fails to provide the required information shall
not be selected unless a waiver of this requirement and the administrative policies and
procedures established to implement this section is granted by the Service Authority.
D. Any business entity described in subsection A that enters into an agreement or contract
with the Prince William County Service Authority pursuant to the chapter 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, or to be revoked or
cancelled at any time during the term of the Contract.
E. The Service Authority may void any contract with a business entity if the business entity
fails to remain in compliance with the provisions of this section.
9.8 Indemnification and Hold Harmless
If selected as a result of this RFP and awarded a Task Order, You, the Consultant, agree to
protect, defend, indemnify and hold the Service Authority, its officers, employees and agents
free and harmless from and against any and all losses, penalties, damages, settlements, costs,
charges, professional fees or other expenses or liabilities of every kind and character arising out
of or relating to any and all claims, liens, demands, obligations, actions, proceedings or causes of
action of every kind and character in connection with or arising directly or indirectly out of the
error, omission or negligent act of the Consultant. Without limiting the generality of the
foregoing, any and all such claims, etc., relating to personal injury, infringement of any patent.,
trademark, copyright (or application for any thereof) or of any other tangible or intangible
personal or property right, or actual or alleged violation of any applicable statute, ordinance,
administrative order, role or regulation, or decree of any court, shall be included in the indemnity
hereunder. You further agree to investigate, handle, respond to, provide defense for and defend
any such claims, etc., at Your sole expense and agree to bear all other costs and expenses related
thereto, even if such claim is groundless, false or fraudulent.
9.9 Disclaimer of Liability
As a political subdivision of the Commonwealth of Virginia, the Service Authority cannot hold
harmless or indemnify any Offeror, or Consultant for any liability whatsoever.
9.10 Drue-Free Workplace To Be Maintained By Consultant For Contracts Over $10.000.00
If awarded a Task Order from a BOA from this RFP, the Consultant, during the performance of
the Contract agrees to:
A. Provide a drug-free workplace for its employees
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B. 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
the Consultant's workplace and specifying the actions that will be taken against
employees for violations of such prohibition.
C. State in all solicitations or advertisements for employees placed by or on behalf of the
Consultant that the Consultant maintains a drug-free workplace.
D. Include the provisions of the foregoing clauses in every subcontract or purchase order
over $10,000.00, so that the provisions will be binding upon each Subconsultant or
Consultant.
E. For the purpose of this section, "drug-free workplace" means a site for the performance
of Work done in connection with a specific contract awarded to a Consultant 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.
9.11 Termination for Default
Each term and condition of the Basic Ordering Agreement will be incorporated into any assigned
Task Order (contract). Each tern and condition is material and any breach or default by the
awarded Offeror (Consultant) in the performance of each such term and condition shall be
considered a material breach or default of the entire contract for which the Service Authority
shall have the right to terminate the Contract immediately, without penalty or liability.
A. The Service Authority's Contract Administrator shall notify, in writing, the Consultant of
deficiencies or default in the performance of its duties under the Contract and the
Consultant shall have fifteen (15) Days to correct same or to request, in writing, a
hearing. The Purchasing Manager shall hear and act upon same within thirty (30) Days
from receipt of said request and shall notify the Consultant of said action. The action by
the Purchasing Manager shall be either to confirm, in whole or in part, the specified
deficiencies or default, or to relieve the Consultant of responsibilities for said deficiencies
or default, or find that there are no deficiencies or default, or such action as deemed
necessary in the judgment of the Purchasing Manager. Failure of the Consultant to
remedy said specified items of deficiency or default in the notice by either the Service
Authority's Contract Administrator or by the decision of the Purchasing Manager,
whichever is applicable, within fifteen (15) Days of receipt of such notice of such
decisions, shall result in the termination of the Contract, and the Service Authority shall
be relieved of any and all responsibilities and liabilities under the terms and provisions of
the Contract. In such event, the Consultant shall have the right to seek ajudicial review
of such action within thirty (30) Days of same. The Consultant shall not be found in
default for events arising due to Force Majeure (see Section 6.17).
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B. In addition, any of the following shall constitute a default for which the Service Authority
shall have the right to terminate the Contract immediately, without penalty or liability:
1. Consultant failure to make prompt payment to Subconsultant or Suppliers pursuant to
the Contract requirements, including but not limited to any applicable provisions of
the Virginia Public Procurement Act, Va. Code Ann. Section 2.2-4300 et seq.
2. The Consultant is dissolved, becomes insolvent, generally fails to pay or admits in
writing its inability generally to pay its debts as they become due.
3. The Consultant makes a general assignment, arrangement or composition agreement
with or for the benefit of its creditors or makes, or sends notice of any intended, bulk
sale; the sale, assignment, transfer or delivery of all or substantially all of the assets of
Consultant to a third party; or the cessation by Borrower as a going business concern;.
4. The Consultant files a petition in bankruptcy or institutes any action under federal or
state law for the relief of debtors or seeks or consents to the appointment of an
administrator, receiver, custodian or similar official for the wind up of its business (or
has such a petition or action filed against it and such petition action or appointment is
not dismissed or stayed within 45 Days).
5. The reorganization, merger, consolidation, liquidation, suspension of business
operations or dissolution of the Consultant (or the making of any agreement therefor).
9.12 Termination for Non-Armmoriation of Funds
If the Service Authority Board of Directors does not appropriate funds for any succeeding fiscal
year subsequent to the one in which a contract is entered into, then the Service Authority may
terminate the Contract upon thirty (30) Days prior written notice to the Consultant. The Service
Authority shall be responsible only for payments due through the date of termination.
9.13 Termination for Convenience of the Service Authoritv
A. The Consultant and the Service Authority agree that the Service Authority has the sole
right to terminate any contract, or any Work or delivery required thereunder, from time to
time either in whole or in part, whenever the General Manager of the Service Authority
shall determine that such termination is in the best interests of the Service Authority.
B. Termination, in whole or in part, shall be effected by delivery of a Notice of Termination
signed by the Service Authority General Manager or designee, mailed or delivered to the
Consultant, and specifically setting forth the effective date and conditions of the
termination.
C. Upon receipt of such notice, the Consultant shall:
1. Cease any further deliveries or Work due under the Contract, on the date, and to the
extent, which shall be specified in the notice; and
2. Place no further orders with any Subconsultant except as may be necessary to
perform that portion of the Contract not subject to the Notice of Termination; and
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3. Terminate all subcontracts except those made with respect to contract performance
not subject to the notice; and
4. Settle all outstanding liabilities and claims which may arise out of such termination,
with the ratification of the Service Authority's Purchasing Manager; and
5. Use all reasonable efforts to mitigate any damages which may be sustained by it as a
consequence of termination under this clause.
D. After complying with the foregoing provisions, the Consultant shall submit a termination
claim within six (6) months after the effective date of its termination, unless an extension
is granted by the Service Authority's Purchasing Manager.
E. The Service Authority's Purchasing Manager, with the approval of the Service
Authority's signatory to the Contract, shall pay all reasonable costs of termination,
including a reasonable amount for profit on supplies or services delivered or completed.
In no event shall this amount be greater than the original contract price, reduced by any
payments made prior to Notice of Termination and further reduced by the price of the
supplies not delivered, or the services not provided. The Contract shall be amended
accordingly, and the Consultant shall be paid the agreed amount.
F. In the event that the parties cannot agree on the whole amount to be paid to the
Consultant by reason of termination under this clause, the Service Authority's Purchasing
Manager shall pay to the Consultant the amounts determined as follows, without
duplicating any amounts which may have already been paid under the preceding
paragraph of this clause.
G. For all contract performance prior to the effective date of Notice of Termination, the total
of.
1. Cost of work performed or goods delivered and accepted by the Service Authority.
2. The cost of settling and paying any reasonable claims as provided in subparagraph
(E) above.
3. A sum as profit on the cost of work performed or goods delivered determined by the
Service Authority's Purchasing Manager to be fair and reasonable.
4. The total sum to be paid shall not exceed the total contract price, as reduced by the
amount of payments otherwise made, and as further reduced by the Contract price of
work or supplies not provided.
H. In the event that the Consultant is not satisfied with any payments which the Service
Authority's Purchasing Manager shall determine to be due under this clause, the
Consultant may appeal any claim to the Board of Directors of the Service Authority in
accordance with the Disoute / Claim clause of the Contract.
1. The Consultant shall include similar provisions in any subcontract, and shall specifically
include a requirement that Subconsultant (s) make all reasonable efforts to mitigate
damages which may be suffered. Failure to include such provisions shall bar the
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Consultant from any recovery from the Service Authority whatsoever of loss or damage
sustained by a.Subconsultant (s) as a consequence of termination for convenience.
.... _ . , 1PlultiM . .
During performance of the Contract, if the Service Authority and the Consultant mutually agree
that it would be in the best interests of both parties to agree to terminate the Contract, then fair
and reasonable considerations shall be negotiated and the Contract deemed completed.
9.15 Force Majeure
A. The Service Authority and the Consultant will exercise every reasonable effort to meet
their respective obligations of this agreement; however, neither party shall be considered
to be in default of this agreement if delays in or failure of performance shall be due to
uncontrollable forces, the effect of which, by the exercise of reasonable diligence, the
non-performing party could not avoid. The term "uncontrollable forces" shall mean any
event which results in the prevention or delay of performance by a party of its obligations
under this agreement and which is beyond the reasonable control of the non-performing
party. It includes, but is not limited to fire, flood, earthquakes, storms, lightning,
epidemic, war, riot, civil disturbance, sabotage, terrorism and governmental actions.
B. Neither party shall, however, be excused from performance if non-performance is due to
forces that are preventable, removable, or remediable nor which the non-performing party
could have, with the exercise of reasonable diligence, prevented, removed, or remedied
with reasonable dispatch. The non-performing party shall, within a reasonable time of
being prevented or delayed from performance by an uncontrollable force, give written
notice to the other party describing the circumstances and uncontrollable forces
preventing continued performance of the obligations of this agreement.
9.16 Prime Consultant
A. If the Proposal Package includes product, equipment, services, software or supplies
marketed by other suppliers, the Consultant shall act as the prime Consultant for all such
items and services and shall assume full responsibility for the procurement and
maintenance of such items or services. The Consultant shall be considered the sole point
of contact with regard to all stipulations, including payment of all charges and meeting all
requirements of this RFP.
B. The Offeror shall include the full name, address, and telephone number of every
company bearing an interest in the proposed equipment or services. All Subconsultants
will be subject to review by the Service Authority in regards to competency and security
concerns. After the issuance of the BOA no change in Subconsultants will be made
without the prior written consent of the Purchasing Manager, or designee.
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C, The Consultant shall be responsible for all insurance, permits, licenses, etc., for any and
all Subconsultants. Even if the Subconsultant is self-insured, the Service Authority will
require the Consultant to provide the insurance certificates.
9.17 Pavments toSubconsultants
A. In the event that the Consultant utilizes a Subconsultant for any portion of the Work
under the Contract, the Consultant shall take one (1) of the two (2) following actions
within seven (7) Days after receipt of amounts paid to the Consultant by the Service
Authority for work performed by a Subconsultant under the Consultant:
1. Pay a Subconsultant for the proportionate share of the total payment received from
the Service Authority attributable to the work performed by that Subconsultant under
the Consultant; or
2. Notify the Service Authority and any Subconsultants, in writing, of its intention to
withhold all or a part of the Subconsultant's payment with the reason for nonpayment.
B. The Consultant shall pay interest to a Subconsultant on all monies owed by the
Consultant that remain unpaid after seven (7) Days following receipt by the Consultant of
payment from the Service Authority for work performed by a Subconsultant under the
Contract, except for amounts withheld under subsection A.2 of this section. The
Consultant's obligation to pay an interest charge to a Subconsultant pursuant to the
provisions of this section will not be construed to be an obligation by the Service
Authority. A contract modification will not be made for the purpose of providing
reimbursement for any such interest charge. A cost reimbursement claim will not include
any amount for reimbursement for such interest charge.
C. Unless otherwise provided under the terms of the Contract, interest shall accrue at the
rate of 0.5% per month. The Consultant shall include in each of its subcontracts a
provision requiring each Subconsultant to otherwise be subject to the same payment and
interest requirements set forth in this section with respect to each lower -tier
Subconsultant.
9.18 Acceptance of Service
The acceptance process will be clearly described in either the BOA or the Task Order.
9.19 Invoice Payment Terms. Documentation Repuirements and Status Recants
A. Invoices (or Applications for Payment) must contain sufficient information for the
Service Authority to verify that the work was performed in accordance with the Contract.
The Service Authority requires that the following information be included in the invoice
(or must be in the form of a report which must accompany the invoice) and contain the
following information:
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1. Name of Project, Contract, and Task Order Number;
2. Dates services were provided;
3. Summary of deliverables or work achieved during the specified billing period
including, for unit price work, details of quantities and prices, for lump sum work,
details of the work performed in accordance with the schedule of values; and,
4. Proper documentation to support payment of non -schedule work/items not included in
the Contract to include payroll records, and invoices for all materials, supplies, and
services, purchased or leased, in performance of the work.
B. Prior to work performed under this Contract, Consultant shall submit for Service
Authority's approval a sample invoice and/or Contract Status Report. The Service
Authority reserves the right to withhold invoice payment until sufficient documentation is
provided.
C. The Task Order and resulting invoice(s), or an accompanying report, shall clearly state
the line item number, description, quantity, and rate/unit price in accordance with the
Contract.
D. Invoices shall be forwarded to:
By Mail
Prince William County Service Authority
Attn: Accounts Payable
P O. Box 2266
Woodbridge, Virginia 22195
or (Physical Delivery)
Prince William County Service Authority
Attn: Accounts Payable
4 County Complex Court
Woodbridge, Virginia 22192
Or (Electronically, via email)
accountsoavable rnr.owcsa.ore
E. All invoices will be paid within the time specified by the Task Order unless any items
thereon are questioned, in which event payment will be withheld for those items pending
verification of the amount and the validity of the claim.
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F. The Service Authority will pay interest, in accordance with Chanter 43 - Virginia Public
Procurement Act on all undisputed invoices not paid within thirty (30) Days after
acceptance of the service(s), AND a properly completed invoice, whichever is later.
Monthly Status Reporting for Projects/Task Orders for Exceeding 90 Days Duration:
G. A monthly Contract Status Report is required for all Work or Task Orders exceeding 90
Days. In addition to the items required for invoice payment, the Contract Status Report
for projects exceeding 90 Days should include at a minimum the following:
1. Budget of hours and Dollars
2. Notice of any issues that could affect project completion schedule, quality or price
3. Cost and hours incurred to date
4. Estimated cost and hours to complete
5. Budget and schedule analysis
6. Projected completion date
H. The Status Report may accompany the Invoice or Application for Payment, as supporting
documentation.
9.20 Material and Workmanshin
A. You, as the Consultant, are solely responsible for the professional quality, technical
accuracy, timely completion and coordination of all the products and/or services
famished under any Task Order issued as a result of this RFP. You shall, without
additional considerations, correct or revise any errors, omissions or other deficiencies in
Your services and/or products.
B. All equipment, material, and articles that You may incorporate into the performance of
the contractual requirements shall be new and of the most suitable grade for the purpose
intended.
C. You shall be responsible for all Materials delivered and work performed until completion
and acceptance of the entire Work, except for any completed unit of work which may
have been accepted by the Service Authority.
9.21 Modifications or Changes to the Task Order
A. The Service Authority may at any time by written Change Order signed by the Service
Authority's Purchasing Manager make changes within the general scope of any ensuing
Task Order(s) on any one or more of the following:
1. The description of services to be performed.
2. Time of performance (i.e., hours of the day, days of the week, etc.).
3. Place of performance of services.
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4. Specification of supplies to be famished by the Consultant
B. If any such change causes an increase or decrease in the cost of performance of any part
of the Work under the Task Order, whether or not changed by the order, or otherwise
affects any other terms and conditions of the contract, the Service Authority's Purchasing
Manager shall make an equitable adjustment in the rates and charges of the Consultant
and other affected terms and shall modify the Task Order accordingly. The Service
Authority and Consultant agree to enter into good faith negotiations regarding
modifications to the Task Order. When such modifications or changes are made to the
Task Order, the Service Authority and the Consultant shall negotiate in good faith, a
reasonable and appropriate compensation for any additional services or other obligations
required of the Consultant directly and demonstrably due to any modification in the Task
Order under this Section. Failure to agree to any adjustment shall be a dispute under
Disoutes/Claims. However, nothing in this clause shall excuse the Consultant from
proceeding with the Task Order as changed.
C. The Consultant must assert its right to an adjustment under this clause within thirty (30)
calendar days from the date of receipt of the written order.
D. If the Consultant considers that the conduct, statement or direction of any Authority
employee or agent constitutes a change hereunder or during the performance of the Task
Order, the Consultant shall promptly notify the Service Authority's Purchasing Manager
and take no action on the perceived change pending written approval of the Service
Authority's Purchasing Manager. Only the Service Authority's Purchasing Manager has
authority to approve a change to the Task Order. Any change made by Consultant
without such written approval shall be deemed voluntary by Consultant and not
compensable in the cost of or time required for performance.
E. The Consultant, for each change or series of related changes, shall maintain separate
accounts, by job order or other suitable accounting procedure, of all incurred separable,
direct costs (less allocable credits) of work, both changed and not changed, allocable to
the change. The Consultant shall maintain such accounts until the parties agree to an
equitable adjustment for the changes ordered by the Service Authority's Purchasing
Manager or the matter is conclusively disposed of in accordance with Disoutes/Claims.
9.22 Modifications to the Contract Due to Public Welfare. Chanee in Law or Ordinances
A. The Service Authority shall have the power to make changes in to any ensuing BOA
and/or Task Order(s) / contract(s) as the result of changes in laws or Ordinances of the
Commonwealth of Virginia and/or Prince William County to impose new rules and
regulations on the Consultant under the Contract relative to the scope and methods of
providing services as shall from time -to -time be necessary and desirable for the public
welfare.
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B. The Service Authority shall give the Consultant notice of any proposed change and an
opportunity to be heard concerning those matters. The scope and method of providing
services as referenced herein shall also be liberally construed to include, but is not limited
to the manner, procedures, operations and obligations, financial or otherwise, of the
Consultant.
C. In the event any future change in Federal, Commonwealth of Virginia or Prince William
County law or the Ordinances that materially alters the obligations of the Consultant, or
the benefits to the Service Authority, then the BOA and/or Task Order(s) shall be
amended consistent therewith.
D. Should those amendments materially alter the obligations of the Consultant, then the
Consultant or the Service Authority shall be entitled to an adjustment in the rates and
charges established under the Task Order(s). Nothing contained in the Contract shall
require any party to perform any act or function contrary to law. The Service Authority
and the Consultant agree to enter into good faith negotiations regarding modifications to
the Contract which may be required in order to implement changes in the interest of the
public welfare or due to change in law. When such modifications are made to the
Contract, the Service Authority and the Consultant .shall negotiate in good faith, a
reasonable and appropriate compensation for any additional services or other obligations
required of the Consultant directly and demonstrably due to any modification in the
Contract under this section.
9.23 Intellectual Prooertv Indemnitv
A. The Consultant warrants that products and/or services sold to the Service Authority by
the Consultant and the use thereof do not infringe or violate any patent, copyright,
trademark, mask work, trade secret, or any intellectual property of a third party. The
Consultant shall indemnify, defend, settle on behalf of, and hold harmless Service
Authority from and against any and all demands, claims, proceedings, actions, losses,
damages, liabilities, costs, and expenses (including reasonable attorneys' fees, other
expenses for investigation, handling, and litigation, and settlement or judgment amount)
asserted against or incurred by the Service Authority, by reason of, resulting from, or
arising in connection with any breach of this section.
B. The Service Authority shall promptly notify the Consultant of any claim regarding
indemnification and give information and assistance reasonably requested by the
Consultant and the Consultant is given sole authority to defend or settle such claim. If a
court or a settlement enjoins the use of such products and/or services, the Consultant
shall, at its own expense and at the Service Authority's option, obtain for the Service
Authority either the right to continue using such products and/or services, replace same
with a non -infringing product and/or service, modify same so it becomes non -infringing,
or refund the value of such products and/or services and accept return for same.
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C. The Consultant shall have no liability to the Service Authority with respect to any
infringement of patent, copyright, trademark, or other intellectual property rights,
resulting from the Consultant's compliance with the Service Authority's proprietary
design, specification, or instructions, from the Service Authority's modification of such
product without disclosure to the Consultant, or the Service Authority's use of such
product with any product and/or service not supplied by the Consultant (except as
specified by the Consultant).
9.24 Waiver of Claims
Once final payment has been requested and made, You, the Consultant, only have thirty
(30) calendar days to present or file any claims against the Service Authority concerning
the Task Order. After that period, the Service Authority will consider that You have
waived any right to claims against the Service Authority concerning the Task Order.
9.25 Disnutes and Claims
A. If the Consultant wishes to make a contractual claim, whether for extra compensation,
damages or any other relief, he shall give the Service Authority Notice in strict
accordance with the contract documents. The Consultant's failure to comply strictly with
the requirements of the contract shall result in waiver of the claim. In any event, all
contractual claims shall be submitted in writing no later than sixty (60) days after final
payment.
B. No Claims Against Individuals: No claim whatsoever shall be made by the Consultant
against any officer, Member, Authorized Representative or employee of the Service
Authority or Owner for, or on account of, anything done or omitted to be done in
connection with this Contract, and the Consultant shall be strictly liable for all costs,
attorney's fees and expenses incurred by any individual or entity who is sued in violation
of this section.
C. Disputes: In order to: (i) clearly identify the existence of a dispute between the parties
and (ii) promote the prompt, efficient and fair resolution of each such dispute, the parties
shall adhere strictly to the claims resolution procedure set forth below. Time is of the
essence in meeting these requirements.
1. Claims Resolution Procedures
i. In accordance with section 2.2-4363, VA Code Ann., this provision shall
be followed for consideration and handling of all claims by the Consultant
under this Contract. Section 2.2-4365, VA Code Ann., is not applicable to
this Contract, and under no circumstances is this paragraph to be construed
as an administrative appeals procedure governed by section 2.2-4365., VA
Code Ann.
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ii. Notice of the intent to submit a claim setting forth the basis for any claim
shall be submitted in writing within ten (10) days after the occurrence of
the event giving rise to the claim, or within ten (10) days of discovering
the condition giving rise to the claim, whichever is later.
iii. In no event, shall any claim arising out of this Contract be filed after the
submission of the request for final payment by the Consultant.
iv. Claims by the Consultant with respect to this Contract shall be submitted
in writing in the first instance for consideration by the Contract
Administrator.
v. The decision of the Contract Administrator shall be rendered in writing
within ten (10) days from the receipt of the claim from the Consultant.
vi. If the Consultant is not satisfied with the decision or resolution of the
Contract Administrator, the Consultant may file a formal dispute with
regards to the claim with the Service Authority Purchasing Manager,
which claim shall be received within ten (10) days of the date of decision
of the Contract Administrator.
vii. The Purchasing Manager shall reduce his or her decision to writing and
shall mail or otherwise famish a copy of this decision to the Consultant
within ten (10) days of the receipt of the claim from the Consultant.
viii. If the Consultant is not satisfied with the decision or resolution of the
Purchasing Manager, the Consultant may appeal the claim with the
Service Authority Director of Management and Budget within ten (10)
days of the Purchasing Manager's decision.
ix. The Service Authority Director of Management and Budget's decision on
the claim shall be rendered in writing to the Consultant within ten (10)
days of receipt of the claim from the Consultant.
x. If the Consultant is not satisfied with the decision or resolution of the
Director of Management and Budget, the Consultant may appeal the claim
to the Service Authority General Manager within thirty (30) days of the
Director of Management and Budget's decision. The Consultant may
submit the appeal to the Service Authority General Manager by mailing or
otherwise famishing the Director of Management and Budget a copy of
the claim and a request for the Service Authority General Manager's
determination.
xi. The Service Authority General Manager's decision on the claim shall be
rendered in writing to the Consultant within thirty (30) days of receipt of
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the appeal from the Consultant, and shall be final and binding on behalf of
Service Authority, unless the Consultant files a lawsuit against the Service
Authority.
xii. Should any decision -maker designated under this procedure fail to make a
decision within the time period specified, then the claim is deemed to have
been denied by the decision -maker. Pending a final determination of a
claim, the Consultant shall proceed diligently with the performance of the
Work under the Contract.
xiii. In accordance with the provisions of section 2.2-4363, VA Code Ann., full
compliance with this procedure set forth in the provision shall be a
precondition to the filing of any lawsuit by the Consultant against the
Board of Directors of the Service Authority arising out of this Contract.
9.26 Commliance with Occupational Safetv and Health (OSHA) Reouirements
A. All services, practices and items famished as a result of any Task Order or contact issued
from a BOA shall comply with the Federal Occupational Safety and Health Act of 1970,
as amended, as well as any pertinent Federal, Commonwealth of Virginia, and/or local
safety or environmental codes. Your lack of knowledge of these requirements will not
relieve You of Your responsibilities. Failure to comply with this requirement shall be
considered a material breach of contract.
B. Any awarded supplier/provider including dealers, distributors, and/or manufacturers shall
be responsible for having complied with all Federal, State, and local standards,
regulations, and laws concerning the product or service specified, and the use thereof,
applicable and effective on the date of manufacture or use or date in service including
safety and environmental standards as apply to both private industry and governmental
agencies.
C. By submitting a Proposal Package to Service Authority You, the Offeror, certify that all
Materials and equipment used in the performance of and/or delivered under any ensuing
contract shall meet all applicable OSHA or Commonwealth of Virginia requirements. If
any material or equipment is subsequently found to be non-compliant with any applicable
OSHA or Commonwealth of Virginia requirement, all costs necessary to comply with the
requirement shall be home solely by You, the Offeror.
The Consultant shall maintain such financial records and other records as may be
prescribed by the Service Authority or by applicable federal and state laws, rules, and
regulations. The Consultant shall retain these records for a period of three (3) years after
final payment, or until they are audited by the Service Authority, whichever event occurs
first. These records shall be made available during the term of the Contract and the
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subsequent three-year period for examination, transcription, and audit by the Service
Authority, its designees, or other authorized entities.
9.28 No Contineent Fee
The Consultant warrants that it has not employed or retained any company or person,
other than a bona fide employee working solely for the Consultant, to solicit or secure
this contract and that it has not paid or agreed to pay any person, company, corporation,
individual or firm, other than a bona fide employee working solely for the Consultant,
any fee, commission, percentage, gift, or other consideration contingent upon or resulting
from the award or making of this contract. In the event the Consultant violates this
provision, the Service Authority shall have the right to terminate this contract for default,
without liability, and at its sole discretion, to deduct from the Contract price, or otherwise
recover, the full amount of such fee, commission, percentage, gift or consideration.
9.29 Ownership of Documents/Deliverables
A. All contracts and subcontracts for the preparation of reports, studies, plans, drawings,
Specifications, or other data entered into by the Consultant for a project shall provide that
all such documents, in electronic form, facsimile or hard -copy and the respective rights
obtained by virtue of such subcontracts shall be considered Work Product and become
the property of the Service Authority.
B. All finished or unfinished documents, including, but not limited to, detailed reports,
studies, calculations, plans, Drawings, surveys, maps, models, photographs,
Specifications, and all other data pertaining to or prepared for the Service Authority or
furnished by the Consultant pursuant to this Agreement or any Work shall be and shall
remain at all times, throughout the life of the Task Order and thereafter, the property of
the Service Authority, whether the project for which they are made is completed or not,
and shall be delivered by the Consultant to Service Authority within ten (10) calendar
days after receipt of written notice requesting delivery of said documents.
C. The Consultant shall have the right to keep one (1) record set of the documents upon
completion of the Work; however, in no event shall the Consultant use or permit to be
used, any of the documents without the Service Authority's written authorization.
D. Any reuse of such documents by the Service Authority without the written verification or
adaptation by the Consultant for the specific purpose intended will be at the Service
Authority's sole risk.
E. At the conclusion of its Work and before final payment, or from time to time as may be
required by the Service Authority, the Consultant shall release and deliver to the Service
Authority any and all such originals, provided, however, that the Consultant may, with
the Service Authority's approval, reproduce such originals for the purpose of the
Consultant's record file of the Work. The Consultant shall not sell, copy, or reuse any
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Drawings in total or in part for any other project, except with the prior written permission
of the Service Authority.
F. Except as otherwise agreed and documented with respect to the Service Authority's
Materials and Work Product or Works Made for Hire, Consultant shall retain all right,
title and interest, including all Consultant Intellectual Property Rights, in and to the
Consultant Material.
G. Any of the Consultant's Intellectual Property incorporated into or delivered to the Service
Authority as Work Product or Works Made for Hire shall be licensed to the Service
Authority without additional cost for reasonable use in the course of its business.
9.30 Authorized Workforce Documentation (E-Verifv)
Within five (5) Days from notice of award of a Task Order, You, the selected Offeror,
may be required to submit to the Procurement Officer documentation that each employee,
worker, and all Subconsultants or employees and workers are authorized to work within
the United States. This documentation must include appropriate eligibility information
from the U. S. Citizenship and immigration Services E-Veri website.
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