INVITATION TO BID

26-028 Pole Restoration Services

BID DUE DATE & OPENING February 10, 2026, 2:00 PM EST Join Teams Meeting https://teams.microsoft.com/meet/26652394942885?p=H9bsX04noOiU2UVUbt

NON-MANDATORY PRE-BID CONFERENCE ATTENDANCE

Time: January 20, 2026, 1:00 PM Eastern Time (US and Canada)

Register for the Teams Meeting https://events.gcc.teams.microsoft.com/event/7009cc20-dc60-474f-925f-18d85493a5a9@c6279049-e794-

4541-8247-8e8261a33321

QUESTIONS DUE

January 30, 2026, 5:00 P.M.

Bids shall only be accepted online through the Bonfire Portal at:

https://sandysprings.bonfirehub.com/projects/215509/details

Any proposal submitted in any other format (email, paper, fax, mail, etc.) will not be accepted for any reason.

GENERAL INFORMATION:

1. All communications regarding this solicitation must be with the assigned Procurement Agent Connie

Donley, cdonley@sandyspringsga.gov.

2. All questions or requests for clarification must be sent via Bonfire under Message Vendor Discussions:

https://sandysprings.bonfirehub.com/projects/215509/details Questions are due no later than January 30, 2026, 5:00 P.M. Questions received after this date and time may not be answered. There is a pre-bid meeting associated with this solicitation.

3. Questions and clarifications will be answered in the form of an addendum. Any addenda, schedule changes and other important information regarding the solicitation related to this solicitation will be posted on Bonfire website at https://sandysprings.bonfirehub.com/projects/215509/details. It is the Offeror’s responsibility to check the Bonfire portal for any addendum or other communications related to this solicitation.

4. The form of contract (“Contract”) the City intends to execute with the successful Offeror is included in this

ITB. Offerors are urged to read this Contract, including exhibits carefully prior to submitting a bid. In general, the City is unable to negotiate or revise contract provisions. If an Offeror believes certain contract provisions are out of date, not applicable or place an undue burden or cost on the Offeror or the City, the Offeror must address these concerns in writing during the question-and-answer period. The Procurement Manager will review and determine the appropriate response. If the City determines a change is warranted, an addendum will be posted to this ITB. If a firm is unwilling to execute the Contract, whether modified by addendum or not, a bid should not be submitted.

5. The City of Sandy Springs reserves the right to reject all bids and to waive technicalities and informalities, and to make award in the best interest of the City of Sandy Springs.

6. The City of Sandy Springs is not responsible for any technical difficulties. It is highly recommended that all potential contractors submit their quotes prior to the due date of this solicitation.

TERMS & CONDITIONS

1. All applicable Federal and State of Georgia laws and City of Sandy Springs ordinances, licenses and regulations of all agencies having jurisdiction shall apply to Offerors throughout and are incorporated herein.

2. Professionals requiring special licenses shall be licensed in the State of Georgia and shall be responsible for those portions of the work as may be required by law.

3. No bid shall be accepted from, and no contract will be awarded to, any person, firm, or corporation that

(i) is in arrears to the City with respect to any debt, (ii) is in default with respect to any obligation to the City, or (iii) is deemed irresponsible or unreliable by the City.

4. The City shall be able to request of Offeror satisfactory evidence that it has the necessary financial resources to accomplish the requirements of the contract.

5. From the date this ITB is issued until a firm is selected, Offerors are not allowed to communicate with any staff or elected officials of the City regarding this solicitation, except at the direction of Connie Donley, Procurement Agent in charge of this solicitation. Any unauthorized contact may disqualify the Offeror from further consideration. Contact information for the single point of contact is as follows:

Connie Donley, Procurement Agent City of Sandy Springs 1 Galambos Way Sandy Springs, Georgia 30328 Email: cdonley@sandyspringsga.gov

6. All Offerors are hereby notified that any digital content, applications, websites, or technology services provided under this solicitation must comply with the accessibility standards established under the Americans with Disabilities Act (ADA) and Web Content Accessibility Guidelines (WCAG) 2.1 Level AA.

Offerors must demonstrate their ability to deliver products and/or services that are accessible to individuals with disabilities, including compatibility with assistive technologies such as screen readers, keyboard navigation, and voice recognition tools.

7. While the City has every intention to make an award as a result of this solicitation, issuance of the ITB in no way constitutes a commitment by the City to award and execute a contract. Upon a determination such actions would be in its best interest, the City, in its sole discretion, reserves the right to:

a. Cancel or terminate this ITB at any time. A notice of cancellation will be issued. If the ITB is cancelled, the City will not reimburse any Offeror for preparation of its Proposal. Proposals may be returned upon request if unopened;

b. Reject any or all Bids received, make a contract award based directly on the Proposals received in the best interest of the City, in its sole discretion, or enter into further discussions with one (1) or more Offerors;

c. Waive and/or amend any undesirable, inconsequential, or inconsistent provisions/specifications of this ITB which would not have significant impact on any Proposal;

d. Make partial award or no award if it is in the best interest of the City to do so; and

e. Terminate any contract if the City determines adequate funds are not available.

DEFINITIONS

SSPWD: Sandy Springs Public Works Department

GDOT: Georgia Department of Transportation

GDOT Standard Specifications: The Georgia Department of Transportation’s Standard Specifications for the Construction of Transportation Systems (latest edition), which govern materials, workmanship, quality, and performance standards applicable to this project.

ADA: Americans with Disabilities Act. The federal act that gives civil rights protections to the disabled similar to those provided to individuals based on race, color, sex, national origin, age and religion. It guarantees equal opportunity for individuals with disabilities in public accommodations, employment, transportation, state and local government services and telecommunications.

Contract Documents: Contract Agreement. General Conditions, Appendices, Special Provisions, Technical Specifications, Drawings and Plans, Bidding Documents, Exhibits

Coating System: A combination of primer and finish coats applied to structural steel or similar substrates in accordance with manufacturer requirements and GDOT specifications.

Containment System: A temporary structure or enclosure designed to prevent overspray, paint drift, debris, or contaminants from leaving the work area during surface preparation or painting activities. This includes tarps, sheeting, framing, and other protective measures.

GDOT Qualified Products List (QPL): A list published by GDOT identifying approved and tested materials suitable for transportation-related work.

QPL (Qualified Products List)-73 refers specifically to GDOT’s approved Bridge Paint Systems and coating manufacturers.

Industry Standards: Recognized best practices within the coatings, painting, and structural restoration fields, including preparation, material application, environmental control, and safety.

MUTCD (Manual on Uniform Traffic Control Devices): The national standard for traffic signs, signals, markings, and temporary traffic control devices.

Overspray: Unintended paint distribution beyond the target surface area. Overspray must be prevented by containment and other control measures.

EA: Each

PSI: Pounds Per Square Inch

GAL: Gallon

LF: Lineal Feet

LS: Lump Sum

SY: Square Yard

TN: Ton

OWNER: City of Sandy Springs

Contractor: The Prime Contractor for the Construction Project.

DOL: U.S. Department of Labor

SCOPE OF SERVICES

Description: The City of Sandy Springs is requesting signal pole, light pole, and strain pole restoration services. This work will consist of preparing and resurfacing existing traffic signal mast arms, upright signal poles and decorative bases as well as pedestrian light poles and strain poles, while protecting pedestrian and vehicular traffic and property within the work zone and adjacent areas. The Contractor is responsible for all labor, equipment, mobilization and traffic control to complete the project safely. All restoration services shall be performed by a Contractor specializing in outside painting of existing structures. During the project, the Contractor shall minimize disruption to the traveling public and maintain the work site free of conditions that may result in danger or nuisance.

General

1. Work required under the Contract includes furnishing materials, labor, equipment, etc. for site improvements within the City of Sandy Springs. Georgia Department of Transportation (GDOT) Standard Specifications Construction of Transportation Systems, Latest Edition, and any applicable special provisions and supplemental specifications that may apply to this contract.

2. All work shall be performed in accordance with industry standards and the use of structural steel paint. Paint shall be delivered to project completely mixed and ready for use without adding oils or thinner. Paint shall dry hard and elastic without running, streaking, sagging or spotting.

3. Cleaning or painting should not take place in windy conditions unless the contractor can demonstrate the containment is sufficient to prevent the escape of paint and materials.

4. Paint product must be on the GDOT Qualified Products List (QPL) for Bridge Paint System manufacturers (QPL-73).

5. There is no City furnished equipment to be installed by the contractor.

6. Contract term for 180 days. Work hours for the project are between 8:00 AM-5:00 PM Monday through Friday. Lane closures are permitted only between 9:00AM-3:00PM. No work will be permitted on weekends or City Holidays.

7. Bonds will be required for this project

Pole Restoration

1. Containment System: Before beginning work at each location, submit a design and drawings of the proposed containment system for review and approval. The Contractor must protect property and surfaces that are not scheduled to be painted or damaged by the painting process.

2. Surface Preparation: The Contractor is responsible to remove any existing dirt, debris, or loose paint from the poles prior to the application of primer. The Contractor will submit a written approach for surface preparation for review and approval. Surface preparation may include removing all loose foreign materials by hand scraping. Sanding the existing surface by hand abrading or power abrading (course-grit sandpaper or emery cloth is acceptable) to achieve a rough surface profile. Preparation should include solvent wipe of the entire area to be coated to remove all foreign particles and other contaminants.

3. Primer: Surfaces must be primed prior to painting with primer prior to the application of finish coats. Provide coating manufacture’s name and product data. Prime ALL surfaces intended to be painted in accordance with the manufacturer's instructions.

4. Finish Coats: Apply two finish coats of color “Dark Forest Green RAL6012.” The Contractor shall submit for review and approval a sample of the color to verify the correct color prior to the paint application process. The Contractor must apply the primer and finish coats within the temperature and climate conditions specified by the manufacturer.

5. Quality Control: The Contractor will be responsible to maintain the work site in the appearance and condition as it was before the project began. The Contractor shall take necessary precautions to prevent any over-spray or drips on surfaces not requiring painting and shall be liable for damages to private and public property.

6. For concrete pole staining, refer to Specifications for H&C COLORTOP Water-Based Sold Color Concrete Stain Ultradeep Base.

Traffic Control

1. Pedestrian and vehicle traffic control must be compliant with the current Manual on Uniform Traffic Control Devices (MUTCD), latest edition.

2. The Contractor is responsible for obtaining all necessary permits from the City of Sandy Springs and Georgia Department of Transportation for lane closures prior to commencing work.

3. The Contractor is responsible for all traffic control devices, flaggers, and police officers required to maintain traffic safely. The Contractor is required to set up and remove all materials for the work zone. Where painting of mast arms sections requires the worker to be elevated over traffic lanes, those lanes shall be closed directly under the worker and traffic diverted around the lane through a work zone.

4. The Contractor must provide easily visible signage near the work site, informing pedestrians and vehicles of work in progress.

Performance

The Contractor shall not damage any device attached to the signal pole, light pole, mast arm, sidewalk, or any other surfaces.

Schedule

1. The Contractor shall be able to start work within ten (10) calendar days after the “Notice to Proceed” is issued. The time of completion for the project is 180 calendar days from the date of the “Notice to Proceed.”

2. A project schedule for the duration of the project is required.

3. The Contractor shall provide a bi-weekly schedule detailing activity for the following two weeks by

12:00PM each Thursday. No work shall be allowed that is unscheduled.

Contractor shall not be permitted to be working on the following Government Holidays: (New Years Day Holiday, Martin Luther King Jr. Day Holiday, Presidents Day Holiday, Memorial Day Holiday, Independence Day, Labor Day Holiday, Columbus Day Holiday, Thanksgiving Day Holiday, Day After Thanksgiving Holiday, and Christmas Day Holiday)

Project Locations

Signalized Intersections:

1. Roswell Road/SR 9 at Vernon Woods Drive

2. Roswell Road/SR 9 at Spalding Drive

3. Roswell Road/SR 9 at Pitts Road

4. Roswell Road/SR9 at Dunwoody Place

1) Roswell Road/SR9 at Vernon Woods Drive (2)-30ft. uprights (3)-36ft. uprights

2) Roswell/SR9 at Spalding Drive (3)-30ft. uprights (1)-22ft. fluted mast arm

(2) -40ft. fluted mast arm (1)-45ft. fluted mast arm

3) Roswell Road/SR 9 at Pitts Road (1)-30ft. upright (1)-50ft. upright (1)-67ft. fluted mast arm (2)-52ft. mast arms (1)-57ft.mast arm

4) Roswell Road/SR 9 at Dunwoody Place (3)-30ft. uprights (1)-63ft. straight mast arm (3)-67ft. straight mast arms

Pedestrian Light Poles:

1) Roswell Road: Between Northridge Road and North River Road

(86) Decorative Pedestrian Light Poles and Fixtures

2) Northridge Road: Between Roswell Road/SR 9 and GA- 400

(59) Decorative Pedestrian Light Poles and Fixtures

3) Roswell Road: Between Abernathy Road and Johnson Ferry Road

(66) Decorative Pedestrian Light Poles and Fixtures

4) Hammond Drive: Between Mount Vernon Highway and Roswell Road

(29) Decorative Pedestrian Light Poles and Fixtures

5) Roswell Road/SR 9: Between Hammond Drive and Carpenter Drive

(18) Decorative Pedestrian Light Poles and Fixtures

6) Carpenter Drive / Cliftwood Drive: Between Sandy Springs Circle and Westin Road (crossing Roswell Road)

(8) Decorative Pedestrian Light Poles and Fixtures

7) Glenridge Drive: Between 5455 Glenridge Drive and High Point Road

(38) Decorative Pedestrian Light Poles and Fixtures

8) Riverside Drive Bridge over I-285

(22) Decorative Pedestrian Light Poles and Fixtures

Strain Poles:

1) (2) Concrete strain poles at Johnson Ferry Road and Burdett Drive

2) (7) Concrete strain poles at Johnson Ferry Road at Abernathy Road and at Johnson Ferry Road at Wright Road

Contractor Qualification Requirements (Pre-Established Minimums)

Bidders must meet all of the minimum qualification requirements set forth herein to be deemed responsive and responsible. Each qualification will be evaluated on a pass/fail basis. Bidders must submit all required documentation demonstrating compliance with these requirements. Failure to meet any minimum qualification, or failure to provide complete and satisfactory documentation, may result in the bid being rejected as non-responsive and/or non-responsible.

Experience with Similar Work (References) The contractor shall demonstrate:

Completion of at least three (3) projects in the past five (5) years involving restoration or coating of:

Traffic signal poles, mast arms, or strain poles, Pedestrian light poles or structural steel, Or similar DOT-regulated coating projects

Each project must include surface preparation, primer application, and finish coats using DOT-approved paint systems.

Provide project descriptions including location, owner, contract value, and a contact reference

Bidders may use additional pages beyond the reference form provided to include all required details.

GDOT Coatings Experience The contractor shall provide documentation showing experience using GDOT QPL Bridge Paint System products (QPL-73) through the following:

QPL product sheets from previous projects

Containment System Capability

Provide at least one example of a containment system design previously used for structural coating work.

Must demonstrate the ability to prevent overspray and protect adjacent property.

(Example: Bidders can provide a description or drawings showing overspray protection measures or equivalent documentation to satisfy this requirement)

BIDDING INSTRUCTIONS

Failure to submit the following bid documents may result in the bid being deemed non-responsive and the bid shall be rejected:

City Bid Form City Qualification Signature and Certification Form Bid Schedule Bid Price Certification E-verify Affidavit under O.C.G.A. 13-10-91(b)(1) Addenda Acknowledgment Certification of Sponsor Drug Free Workplace Georgia Security Immigration Compliance Act Affidavit Notice to Contractors Compliance with Electrical Safety Provisions Affidavit verifying Status for City Public Benefit Application Corporate Certificate Signed Contract Business License Bid Bond (If Bid Price Exceeds $100,000) References Sub-Contractors List Vendor Responsibility Questionnaire QPL product sheets from prior work Statement confirming all materials for this project will comply with GDOT QPL-73 One example of a containment system design previously used for structural coating work

Upon award of contract the following items shall also be submitted:

Performance Bond Payment Bond Signed Contract Certificate of Insurance

BID FORM

(Bidder to sign and return)

TO: PURCHASING MANAGER

CITY OF SANDY SPRINGS

SANDY SPRINGS, GEORGIA 30350

Ladies and Gentlemen:

In compliance with your Invitation To Bid, the undersigned, hereinafter termed the Bidder, proposes to enter into a Contract with the City of Sandy Springs, Georgia, to provide the necessary machinery, tools, apparatus, other means of construction, and all materials and labor specified in the Contract Documents or as necessary to complete the Work in the manner therein specified within the time specified, as therein set forth, for:

ITB-26-028 Pole Restoration Services

The Bidder has carefully examined and fully understands the Contract, Specifications, and other documents hereto attached, has made a personal examination of the Site of the proposed Work, has satisfied himself as to the actual conditions and requirements of the Work, and hereby proposes and agrees that if his bid is accepted, he will contract with the City of Sandy Springs in full conformance with the Contract Documents.

Unless otherwise directed, all work performed shall be in accordance with the Georgia Department of Transportation Standard Specifications, Construction of Transportation Systems (current edition). All materials used in the process of completion of the work included in the Contract will be furnished from Georgia Department of Transportation certified suppliers only.

It is the intent of this Bid to include all items of construction, and all Work called for in the Specifications, or otherwise a part of the Contract Documents.

In accordance with the foregoing, the undersigned proposes to furnish and construct the items listed in the attached Bid schedule for the unit prices stated.

The Bidder agrees that the cost of any work performed, materials furnished, services provided, or expenses incurred, which are not specifically delineated in the Contract Documents, but which are incidental to the scope, intent, and completion of the Contract, shall be deemed to have been included in the prices bid for the various items scheduled.

The Bidder further proposes and agrees hereby to promptly commence the Work with adequate forces and equipment within ten (10) calendar days from receipt of Notice to Proceed and begin painting procedures within ten (10) calendar days of the effective date on the Notice to Proceed.

The Bidder shall be responsible for installing and maintaining the “Best Management Practices” (BMP’s) throughout the term of the project.

If this bid shall be accepted by the City of Sandy Springs and the undersigned shall fail to execute a satisfactory contract in the form of said proposed Contract, and give satisfactory Performance and Payment Bonds, or furnish satisfactory proof of carriage of the insurance required within ten days from the date of Notice of Award of the Contract, then the City of Sandy Springs may, at its option, determine that the undersigned abandoned the Contract and there upon this bid shall be null and void, and the sum stipulated in the attached Bid Bond or certified check shall be forfeited to the City of Sandy Springs as liquidated damages.

Bidder acknowledges receipt of the following addenda:

Addendum No. Date Received

Bidder further declares that the full name and resident address of Bidder’s Principal is as follows:

Signed, sealed, and dated this day of

Bidder

Company Name

Seal

Bidder Mailing Address:

By:

Title: _

By:

Title:

QUALIFICATIONS SIGNATURE AND CERTIFICATION

(Bidder to sign and return)

I certify that this offer is made without prior understanding, agreement, or connection with any corporation, firm, or person submitting a proposal for the same materials, supplies, equipment, or services and is in all respects fair and without collusion or fraud. I understand collusive bidding is a violation of State and Federal Law and can result in fines, prison sentences, and civil damage awards. I agree to abide by all conditions of the proposal and certify that I am authorized to sign this proposal for the proposer. I further certify that the provisions of the Official Code of Georgia Annotated, Sections 45-10-20 et. seq., have not been violated and will not be violated in any respect.

Authorized Signature Date_

Print/Type Name_______________________________________________________

Email Address

Print/Type Company Name Here_

REQUEST FOR REFERENCES

INVITATION TO BID # 26-028

Pole Restoration Services

All references must be from customers for whom your company has provided projects completed in the last five years of similar scope and services as the specifications of

Invitation to Bid #26-028- Pole Restoration Services

References for: _______________________________________

(Company Name)

1. Company ________________________________________________________________________

Street Address ______________________________________________________________________

City, State & Zip_____ ________________________________________________________________

Contact Person Name_______________________________ Phone_____________________________

Email address________________________________________________________________________

Describe specific job performed and date: ________________________________________________

2. Company_________________________________________________________________________

Street Address _______________________________________________________________________

City, State & Zip ______________________________________________________________________

Contact Person Name________________________________ Phone____________________________

Email address________________________________________________________________________

Describe specific job performed and date: _________________________________________________

3. Company _________________________________________________________________________

Street Address _______________________________________________________________________

City, State & Zip ______________________________________________________________________

Contact Person Name ______________________________ Phone _____________________________

Email address________________________________________________________________________

Describe specific job performed and date: _________________________________________________

Bid Schedule/Fee Schedule

Project locations with location details are provided within. The City of Sandy Springs requests the Contractor visit each site prior to submitting a bid. A materials list and cost estimate are also required.

The Contractor will be responsible for all traffic control and obtaining proper permits.

Item 1: Signal Pole Restoration

Location Description Cost/Price

1. Roswell Road/SR 9 at Vernon Woods Drive $

2. Roswell Road/SR 9 at Spalding Drive $

3. Roswell Road/SR 9 at Pitts Road $

4. Roswell Road/SR 9 at Dunwoody Place $

Contingency $

Total $

Item 2: Pedestrian Light Pole Restoration / Add Alternate #1

Location Description Cost/Price

1. Roswell Road/SR 9: Between Northridge Road and N

River Road

2. Northridge Road/SR 9: Between Roswell Road and

GA- 400

3. Roswell Road/SR 9: Between Abernathy Road and Johnson Ferry Road

4. Hammond Drive: Between Mount Vernon Highway and Roswell Road/SR 9

5. Roswell Road/SR 9: Between Hammond Drive and Carpenter Drive

6. Carpenter Drive / Cliftwood Drive: Between Sandy Springs Circle and Westin Road (crossing Roswell Road)

7. Glenridge Drive: Between 5455 Glenridge Drive and High Point Road

8. Riverside Drive Bridge over I-285 $ Contingency $

Item 3: Strain Pole Restoration / Add Alternate #2

Description Number of Poles

Cost per Pole Total Cost

1) Sand and stain two strain poles at Burdett Drive

2 $ $

2) Stain strain poles at Johnson Ferry at Abernathy Road and at Johnson Ferry at Wright Rd

7 $ $

Combined Total Cost/Price:

BID PRICE CERTIFICATION

In compliance with the attached Specification, the undersigned offers and agrees that if this Bid is accepted, by the City Council within one hundred and twenty (120) days of the date of Bid opening, that he will furnish any or all of the Items upon which Prices are quoted, at the Price set opposite each Item, delivered to the designated point(s) within the time specified in the Bid Schedule.

TOTAL BID PRICE: ______________________________________________________________

TOTAL BID PRICE IN WORDS: _____________________________________________________

COMPANY: ___________________________________________________________________

ADDRESS: ____________________________________________________________________

AUTHORIZED SIGNATURE: _______________________________________________________

EMAIL ADDRESS: _______________________________________________________________

PRINT / TYPE NAME: ____________________________________________________________

SCHEDULE OF EVENTS

EVENT DATE

Advertisement January 7th, 2026

Pre-Bid Conference (Non-Mandatory) January 20th 2026 1:00PM-1:30PM EST Deadline for Written Inquiries January 30th 2026 by 5:00PM EST

Deadline for Submission February 10th, 2026 by 2:00PM EST Evaluations TBD

AGREEMENT

This Agreement (hereinafter “Agreement”) is made of the execution date by the City (the “Effective Date”), by and between ______________________________________ a legal entity authorized to do business in the State of Georgia (hereinafter “Contractor”) and having a Georgia registered agent’s address at_________________ and principal office address of ______________________Attn: (Registered Agent, City, State)_______________ and the City of Sandy Springs, Georgia, a Georgia Municipal Corporation located at 1 Galambos Way, Sandy Springs, Georgia 30328 (“Sandy Springs” or “the City”).

WITNESSETH:

WHEREAS, Contractor is engaged in the business of providing _______________________ services ; and

WHEREAS, Sandy Springs has a need to acquire Pole Restoration Services services described in the Scope of

Services and/or Contractor Proposal attached hereto as Exhibit A (“Services”); and

WHEREAS, Contractor is willing and able to render the Services and wishes to perform the Services for Sandy

Springs; and

WHEREAS, Sandy Springs wishes to acquire the Services from Contractor.

NOW, THEREFORE, in consideration of the mutual terms, conditions and covenants set forth herein, the parties hereto agree as follows:

1. Services.

Contractor hereby agrees to render the Services to Sandy Springs as set forth in the Scope of Services and/or

Contractor Proposal attached hereto as Exhibit A and incorporated herein by this reference (“Project”). Contractor agrees to perform the Services at the direction of the project manager or designee, in the manner and to the extent required by the parties herein, as may be amended hereafter in writing by mutual agreement of the parties.

2. Compensation.

a. Fee. As consideration for the Services, Sandy Springs shall pay to Contractor the fee described in

Exhibit B attached hereto and incorporated herein by this reference.

b. Manner of Payment. Contractor shall, on a monthly basis, prepare and submit to the Sandy

Springs Finance Department an invoice, indicating work performed and approved and additional expenses incurred during the applicable time period, together with such supporting documentation as may be required by

Sandy Springs. Each compliant invoice shall be paid within thirty (30) days after submission of an invoice.

3. Relationship of Parties.

a. Independent Contractors. Nothing contained herein shall be deemed to create any relationship other than that of independent contractor between Sandy Springs and Contractor. This Agreement shall not constitute, create, or otherwise imply n employment, joint venture, partnership, agency or similar arrangement between Sandy Springs and Contractor. It is expressly agreed that Contractor is acting as an independent contractor and not as an employee in providing the Services under this Agreement.

b. Employee Benefits. Contractor shall not be eligible for any benefit available to employees of

Sandy Springs including, but not limited to, workers’ compensation insurance, state disability insurance, unemployment insurance, group health and life insurance, vacation pay, sick pay, severance pay, bonus plans, pension plans, or savings plans.

c. Payroll Taxes. No income, social security, state disability or other federal or state payroll tax will be deducted from payments made to Contractor under this Agreement. Contractor shall be responsible for all

FICA, federal and state withholding taxes and workers’ compensation coverage for any individuals assigned to perform the Services for Sandy Springs.

4. Term.

This Agreement shall become effective as of the Effective Date defined above and shall remain in effect for a term of one hundred eighty (180) calendar days from the issuance of the City’s Notice to Proceed, unless earlier terminated in accordance with this Agreement. The Agreement shall expire upon the earlier of the completion of the work described in Exhibit A, Scope of Services and/or the Contractor’s Proposal and the City’s receipt and acceptance of all required deliverables, or the expiration of the 180-day term. This Agreement is expressly contingent upon the annual appropriation of funds by the City of Sandy Springs City Council. In the event funds are not appropriated, the City may terminate this Agreement upon written notice to the Contractor.

5. Termination.

Either party shall have the right to terminate this Agreement if the other party is in default of any obligation hereunder and such default is not cured within ten (10) days of receipt of a notice from the other party specifying such default. “Default” shall mean:

a. If Sandy Springs fails to make payments when due or fails to perform or observe any of its duties or obligations under the terms of this Agreement;

b. If Contractor fails to perform or observe any of its duties or obligations under the terms of this

Agreement;

c. If Sandy Springs or Contractor shall have made any warranty or representation in connection with this Agreement which is found to have been false at the time such warranty or representation was made and is materially harmful to the other party.

This Agreement may also be terminated by either party by giving written notice thirty (30) days prior to the effective date of termination.

If this Agreement is terminated pursuant to this paragraph, Contractor shall be exclusively limited to receiving only compensation for the work performed and appropriately documented to and including the effective date identified in the written termination notice.

6. Termination of Services and Return of Property.

Upon the expiration or earlier termination of this Agreement, Contractor shall immediately terminate the Services hereunder and shall deliver promptly to Sandy Springs all property relating to the Services and any Work Product

(as defined below), patents or copyrights covered by this Agreement. Work Product shall include, but not be limited to, all hardware and software, written, graphical, and recorded material, and any copies, abstracts or summaries thereof.

7. Standard of Performance and Compliance with Applicable Laws.

Contractor warrants and represents that it possesses the special skill and professional competence, expertise and experience to undertake the Services and the obligations imposed by this Agreement. Contractor agrees to perform in a diligent, efficient, competent and skillful manner commensurate with that degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances, and to otherwise perform as in necessary to undertake the Services required by this Agreement, including the requirements set forth in the Certification of Contractor - Georgia Security and Immigration Compliance Act attached hereto as Exhibit C, in the Certification of Sponsor Drug Free Workplace attached hereto as Exhibit D, and in the Affidavit Verifying Status for City Public Benefit Application attached hereto as Exhibit E, Contractor

Affidavit under O.C.G.A. § 13-10-91(b)(1) attached hereto as Exhibit F, and agrees to execute and provide such certifications to Sandy Springs, which are incorporated into and made a part of this Agreement.

Contractor warrants and represents that it will, at all times, observe and comply with all federal, state, local and municipal ordinances, rules, regulations, relating to the provision of the Services to be provided by Contractor hereunder or which in any manner affect this Agreement.

The Contractor shall comply with and shall require its Subcontractors to comply with the regulations for compliance with Title VI of the Civil Rights Act of 1964, as amended, and 23 CFR 200, as stated in the Notice to

Contractors - Compliance with Title VI of the Civil Rights Act of 1964, attached hereto as Exhibit H and incorporated herein.

The Contractor agrees that all deliverables—including but not limited to websites, web applications, documents, software, multimedia content, and other digital products—must comply with the accessibility requirements of the

Americans with Disabilities Act (ADA), Section 508 of the Rehabilitation Act (where applicable), and conform to the Web Content Accessibility Guidelines (WCAG) 2.1 Level AA.

The Contractor shall ensure that:

All digital content is perceivable, operable, understandable, and robust for users with disabilities.

Deliverables are compatible with assistive technologies.

Remediation of any non-conforming digital products will be performed at no additional cost to the

Department.

Upon request, the Contractor must provide documentation demonstrating compliance, including Accessibility

Conformance Reports (such as VPATs), accessibility test results, and/or third-party audit reports.

8. Conflicts of Interest.

Contractor warrants and represents that:

a. the Services to be performed hereunder will not create an actual or apparent conflict of interest with any other work it is currently performing; and

b. Contractor is not presently subject to any agreement with a competitor or with any other party that will prevent Contractor from performing in full accord with this Agreement; and

c. Contractor is not subject to any statute, regulation, ordinance or rule that will limit its ability to perform its obligations under this Agreement; and

d. Contractor shall be free to accept other work during the term hereof; provided, however, that such other work shall not interfere with the provision of Services hereunder.

9. Proprietary Information; Non-Solicitation.

Contractor acknowledges that it may have access to and become acquainted with confidential and other information proprietary to Sandy Springs including, but not limited to, information concerning Sandy Springs, its operations, customers, citizens, business and financial condition, as well as information with respect to which

Contractor has an obligation to maintain confidentiality (collectively referred to herein as “Proprietary

Information”). Contractor agrees not to disclose, directly or indirectly, to anyone or to use or to allow others to use, for any purpose whatsoever, any Proprietary Information of any type, whether or not designated confidential or proprietary, acquired in the course of performing under this Agreement. The obligations of Contractor under this section shall survive the termination of this Agreement.

10. Insurance and Indemnification.

Contractor shall indemnify the City, its officers, agents, servants and employees from and against any and all liability for damages, losses, or expenses to the extent caused by or resulting from the negligence, recklessness, or intentionally wrongful conduct of the Contractor or other persons employed or utilized by the Contractor in the performance of the Contract. Contractor shall, at all times for the duration of this Agreement, maintain the insurance requirements attached hereto as Exhibit G and incorporated herein by this reference and shall provide the City proof of said insurance upon request.

11. Non-Discrimination.

During performance of this Agreement, Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender, national origin, age, disability, or military or veteran status, or any other status or classification protected by applicable federal, state and local laws.

This practice shall apply to all terms and conditions of employment, including but not limited to, hiring, placement, promotion, termination, layoff, recall, transfer, leave of absence, compensation, and training.

Contractor shall undertake equal employment opportunity efforts to ensure that applicants and employees are treated without regard to their race, color, religion, sex, sexual orientation, gender, national origin, age, disability, or military or veteran status, or any other status or classification protected by applicable federal, state and local laws. Contractor's equal employment opportunity efforts shall include, but not be limited to, all terms and conditions of employment, including but not limited to, hiring, placement, promotion, termination, layoff, recall, transfer, leave of absence, compensation, and training.

Contractor shall, in all solicitations or advertisements for employees placed by, or on behalf of Contractor, state that all qualified applicants will receive consideration for employment without regard to their race, color, religion, sex, sexual orientation, gender, national origin, age, disability, or military or veteran status, or any other status or classification protected by applicable federal, state and local laws.

Contractor shall cause the foregoing provisions to be inserted in all subcontracts for any work covered by the

Agreement so that such provisions will be binding upon each subcontractor, provided that the foregoing provisions shall not apply to contracts or subcontracts for standard commercial supplies or raw materials.

12. Assignment.

Contractor shall not assign this Agreement or the rights and obligations created herein without the prior express written consent of Sandy Springs. Any attempted assignment by Contractor without the prior express written approval of Sandy Springs may, at Sandy Springs’ sole option, result in the termination of this Agreement without any notice to Contractor of such termination.

13. Notices.

All notices or other communications required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been duly given when delivered personally in hand, or when mailed by certified or registered mail, return receipt requested with proper postage prepaid, addressed to the appropriate party at the following address or such other address as may be given in writing to the parties:

If to Sandy Springs: With copy to:

Eden Freeman, City Manager Dan Lee, City Attorney

1 Galambos Way 1 Galambos Way

Sandy Springs, Georgia 30328 Sandy Springs, Georgia 30328

If to Contractor: With copy to:

14. Governing Law and Consent to Jurisdiction.

This Agreement is made and entered into in the State of Georgia and this Agreement and the rights and obligations of the parties hereto shall be governed by and construed according to the laws of the State of Georgia without giving effect to the principles of conflicts of laws. The Courts in Fulton County, Georgia shall have jurisdiction over any litigation arising out of this Agreement.

15. Waiver of Breach.

The waiver by either party of a breach or violation of any provision of this Agreement shall not operate or be construed to constitute a waiver of any subsequent breach or violation of the same or other provision thereof.

16. Disputes.

No civil action with respect to any dispute, claim or controversy arising out of or relating to this Agreement may be commenced without first giving fourteen (14) calendar day’s written notice to Sandy Springs of the claim and the intent to initiate a civil action.

17. Severability.

If any provision of this Agreement is held to be unenforceable for any reason, the unenforceability thereof shall not affect the remainder of the Agreement, which shall remain in full force and effect, and enforceable in accordance with its terms.

18. Entire Agreement.

This Agreement contains the entire agreement and understanding of the parties with respect to the subject matter hereof, and supersedes and replaces any and all prior discussions, representations and understandings, whether oral or written.

19. Heading.

This Agreement shall not be interpreted by reference to any of the titles or headings to the sections or paragraphs of this Agreement, which have been inserted for convenience purposes only and are not deemed a part hereof.

20. Interpretation of Exhibits and Exclusion of External References.

The provisions of the main body of this Agreement shall govern the relationship between the City and the

Contractor. In the event of conflicts or inconsistencies between this Agreement and its exhibits and attachments, including, but not limited to, those provided by Contractor, the provisions of the main body of this Agreement shall control. Website links inserted by the Contractor into exhibits or attachments to this Agreement shall not govern, alter, control or otherwise affect the provisions of this Agreement and shall be of no force or effect in the construction or interpretation of this Agreement.

21. Copyright, Trademark and Patent Indemnification.

Contractor warrants it has the rights to use and license all products, software and services provided under this agreement. Contractor further agrees to defend and save harmless Sandy Springs against any claims brought by a third party including, without limitation, reasonable attorneys' fees and costs, arising out of or in connection with a claim that the Software, Products and Services used in the scope of this Agreement violated a third party’s trademark, copyright or patent. Copyright, trademark and patent indemnification shall survive the termination, cancellation or expiration of this Agreement.

[Signatures on Following Page]

IN WITNESS WHEREOF, the parties hereto, acting through their duly authorized agents, have signed and sealed this Agreement.

CITY OF SANDY SPRINGS, GEORGIA

By: ____________________________________ ___________________________________

Eden Freeman, City Manager Date of Execution

ATTEST:

By: ____________________________________

Raquel Gonzalez, City Clerk

(SEAL) Approved as to Form:

By: ______________________________

City Attorney

CONTRACTOR NAME

By: ____________________________________ ___________________________________

Name: _____________________________ Date of Execution

Title: _____________________________

By: ____________________________________

Secretary

(SEAL)

Witness

EXHIBITS

EXHIBIT A Scope of Services and/or Contractor Proposal

EXHIBIT B Fee Schedule

EXHIBIT C Certification of Contractor – Georgia Security and Immigration Compliance Act

EXHIBIT D Certification of Sponsor Drug-Free Workplace

EXHIBIT E Affidavit Verifying Status for City Public Benefit Application

EXHIBIT F Contractor Affidavit under O.C.G.A § 13-10-91(b) (1)

EXHIBIT G Insurance Requirements

EXHIBIT H Notice to Contractors Compliance with Title VI of the Civil Rights Act of 1964

EXHIBIT I Corporate Certificate

EXHIBIT J Subcontractor List

EXHIBIT K Addendum

EXHIBIT L Bonds

EXHIBIT A

SCOPE OF SERVICES AND/OR CONTRACTOR PROPOSAL

EXHIBIT B

Fee Schedule or Cost Proposal

EXHIBIT C

CERTIFICATION OF CONTRACTOR

GEORGIA SECURITY AND IMMIGRATION COMPLIANCE ACT

I hereby certify that I am a principal and duly authorized representative of

_____________________________________________, (“Contractor”), whose address is

Contractor hereby agrees to comply with all applicable provisions and requirements of the Georgia Security and

Immigration Compliance Act of 2006 (the “Act”), as codified in O.C.G.A. Sections 13-10-90 and 13-10-91 and regulated in Chapter 300-10-1 of the Rules and Regulations of the State of Georgia, "Public Employers, Their

Contractors and Subcontractors Required to Verify New Employee Work Eligibility Through a Federal Work

Authorization Program," accessed at http://www.dol.georgia.gov, as further set forth below.

Contractor agrees to verify the work eligibility of all of newly hired employees through the U.S. Department of

Homeland Security’s Employment Eligibility Verification (EEV) / Basic Pilot Program, accessed through the Internet at https://www.e-verify.gov/employers, in accordance with the provisions and timeline found in O.C.G.A. 13-10-

91 and Rule 300-10-1-.02 of the Rules and Regulations of the State of Georgia. As of July 1, 2007, the verification requirement applies to contractors and subcontractors with five-hundred (500) or more employees.

Contractor understands that the contractor and subcontractor requirements of the Act apply to contracts for, or in connection with, the physical performance of services within the State of Georgia.

Contractor understands that the following contract compliance dates set forth in the Act apply to the Agreement, pursuant to O.C.G.A. 13-10-91:

On or after July 1, 2007, to public employers, contractors, or subcontractors of 500 or more employees;

On or after July 1, 2008, to public employers, contractors, or subcontractors of 100 or more employees;

and

On or after July 1, 2010, to all other public employers, their contractors, and subcontractors.

To document the date on which the Act is applicable to Contractor, and to document Contractor’s compliance with the Act, the undersigned agrees to initial one of the three (3) lines below indicating the employee number category applicable to Contractor, and to submit the indicated affidavit with the Agreement if the Contractor has

500 or more employees.

Contractor has:

____ 500 or more employees [Contractor must register with the Employment/Eligibility

Verification/Basic Pilot Program and begin work eligibility verification on July 1, 2007];

____ 100-499 employees [Contractor must register with the Employment Eligibility

Verification/Basic Pilot Program and begin work eligibility verification by July 1, 2008]; or

____ 99 or fewer employees [Contractor must begin work eligibility verification by July 1, 2010].

Contractor further agrees to require O.C.G.A. Sections 13-10-90 and 13-10-91 compliance in all written agreements with any subcontractor employed by Contractor to provide services connected with the Agreement, as required pursuant to O.C.G.A. 13-10-91.

Contractor agrees to obtain from any subcontractor that is employed by Contractor to provide services connected with the Agreement, the subcontractor’s indication of the employee number category applicable to the subcontractor.

Contractor agrees to secure from any subcontractor engaged to perform services under this Agreement an executed “Subcontractor Affidavit,” as required pursuant to O.C.G.A. 13-10-91 and Rule 300-10-1-.08 of the Rules and Regulations of the State of Georgia, which rule can be accessed at http://www.dol.georgia.gov.

Contractor agrees to maintain all records of the subcontractor’s compliance with O.C.G.A. Sections 13-10-90 and

13-10-91 and Chapter 300-10-1 of the Rules and Regulations of the State of Georgia.

CONTRACTOR:

Date: ________________________ Signature: __________________________________________

Title: _____________________________________________

EXHIBIT D

CERTIFICATION OF SPONSOR

DRUG-FREE WORKPLACE

I hereby certify that I am a principal and duly authorized representative of

_______________________________________________, (“Contractor”), whose address is

________________,…