CITY OF COVINGTON, KENTUCKY

REQUEST FOR PROPOSALS

RFP260401

For:

PROFESSIONAL MIXED-USE DEVELOPMENT SERVICES

at the:

Covington Central Riverfront (“CCR”) Neighborhood Blocks C, D, and E

PROPOSAL RESPONSES DUE:

NO LATER THAN: 10:00 A.M. Thursday, April 30, 2026

Issue Date:

April 2, 2026

For:

Department of Economic Development

By:

Department of Finance | Procurement Office

20 W Pike St

Covington, KY 41011

I. LEGAL ADVERTISEMENT / PUBLIC NOTICE

The City of Covington, Kentucky (“City”) invites proposals from qualified, competent, knowledgeable, and experienced providers that provide the goods and/or services outlined in this Request for Proposal (“RFP”), in compliance with all applicable laws, regulations, policies and procedures.

Companies submitting responses must be prepared to enter into an agreement (“Agreement”) for the provision of requested services and/or goods as set forth in this RFP.

Solicitation No.: RFP260401

Issue Date: April 2, 2026

Issuing Agency: Economic Development Department

Contact: Peter Hager

Procurement Officer peter.hager@covingtonky.gov

(859) 292-2178

Proposals must be submitted in a sealed envelope plainly marked on the outside "SEALED

PROPOSAL FOR PROFESSIONAL MIXED-USE DEVELOPMENT SERVICES AT THE

COVINGTON CENTRAL RIVERFRONT NEIGHBORHOOD BLOCKS C, D AND E - DO NOT

OPEN WITH REGULAR MAIL." Proposals will be time-stamped upon arrival.

SEALED PROPOSALS MUST BE MAILED OR PHYSICALLY DELIVERED TO:

Covington City Hall Finance Department

1st Floor Lobby Window 20 West Pike Street

Covington, KY 41011

RESPONSES MUST BE SUBMITTED BY: 10:00 A.M., April 30, 2026 Submissions received after this date and time will be considered non-responsive.

REVIEW: Pursuant to KRS 45A.370, the evaluation of Proposals shall be conducted using competitive negotiation. Any final award shall be based upon the criteria set forth below, and shall include the reciprocal preference for residential Respondents outlined in KRS 45A.494, where required. The City finds selection based upon competitive negotiation necessary, upon the determination that specifications cannot be made sufficiently specific to permit an award on the basis of lowest bid price or lowest evaluated bid price. The Board of Commissioners reserves the right to reject any and all proposals. All Proposals will be reviewed and scored in accordance with the evaluation criteria set forth herein.

mailto:peter.hager@covingtonky.gov

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TABLE OF CONTENTS

Reference Subject Page

I Solicitation Legal Advertisement / Public Notice 2

Table Of Contents 4 II RFP Schedule / Events Timeline 5 III Background 6 IV Opportunity 9 V Other Site Information 13 VI Selection Process 13 VII Submittal Requirements 15

VIII Submittal Format / Respondent Instructions 17

IX General Terms And Conditions 18 Appendix A Design Review Committee 27 Appendix B Design Review Worksheet 29

* Attachment 1 Non-Collusion Affidavit 31 *

* Attachment 2 Campaign Finance Affidavit 33 *

* Attachment 3 Certification Against Conflicts Of Interest, Gratuities, And Kickbacks 34 *

* Attachment 4 Accident Waiver And Release Of Liability 35 *

NOTES:

1. All Attachments are required to be Properly Completed, Executed, and Submitted with and as integral parts of Proposal response.

2. Attachment 4, Accident Waiver and Release of Liability is required to be Properly Completed, Executed, and Submitted to pre-schedule a Site Tour (Ref. III.G.4., page 9).

3. In the event that Respondent is not Touring the Site, Attachment 4, Accident Waiver and Release of Liability is required to be Properly Completed, Executed, and Submitted with and as integral part of Proposal response.

II. TIMELINE OF EVENTS

A. Contact Economic Development Deputy Director, John Sadosky via email at john.sadosky@covingtonky.gov to pre-schedule a Site Tour at least one business day in advance of desired appointment time.

B. Interested parties may tour the site during regular business hours and by pre-scheduled appointment, only.

1. To pre-schedule a Site Tour, contact Economic Development Deputy

Director, John Sadosky directly via email at john.sadosky@covingtonky.gov at least one full business day in advance of desired appointment time.

2. A properly completed and executed (Attachment A) Accident Waiver And Release Of Liability is required to be submitted with the Site Tour scheduling request as no Site Tours will otherwise be scheduled or conducted.

3. Site Tour appointment availability and scheduling is subject to staff availability and will be according to a ‘first come / first served’ basis.

4. The scheduling and conduct of Site Tour appointments is the sole exception to the communication protocols otherwise herein specified.

PROPOSED SCHEDULE DATE

Issuance of RFP April 2, 2026

Site Tours by Pre-scheduled Appointment, only (see below) April 3, 2026 – April 24, 2026

Request For Information (“RFI”) Deadline;

Requests for Information / Clarification must be received prior to:

11:00 A.M., April 10, 2026

City Publishes Responses RFI - Vendor Questions/Clarification 3:30 P.M., April 17, 2026

Deadline for Proposal Submittal 10:00 A.M., April 30, 2026

Respondent Interviews (Estimated) Week of May 18

Staff Award Recommendation – Proceed to Agreement Negotiations (Estimated) Week of May 25

Covington City Commission Contractual Award Consideration (Estimated) Summer 2026 mailto:john.sadosky@covingtonky.gov mailto:john.sadosky@covingtonky.gov

III. BACKGROUND

Covington Central Riverfront (CCR) Overview After the IRS announced the closure of its 23-acre riverfront campus, the City of Covington initiated a year-long master planning process with a nationally recognized team including Cooper Carry, JLL, Noell Consulting, DaVinci, and Woolpert.

The result—“Reconnecting Covington: Covington Central Riverfront Strategic Master Plan”—restores the historic street grid and establishes a framework for a mixed-use riverfront neighborhood reflective of Covington’s traditional urban fabric.

Following plan adoption, the City:

• Acquired the 23-acre site for $20.5 million

• Completed demolition and environmental remediation

• Finalized UST closure and environmental documentation

• Designed and advanced horizontal infrastructure including:

o New public streets and alleys o Utilities and stormwater systems o Parks and public spaces o A 670-space public garage (podium-ready for vertical development)

The site is bound by Fourth Street, RiverCenter Boulevard, Madison Avenue, and the approach to the Clay Wade Bailey Bridge, positioning it at a primary gateway between Covington and Cincinnati.

Surrounding public investments include:

• $3.6B companion bridge to the Brent Spence Bridge (3 blocks west)

• $69M Fourth Street Bridge replacement (3 blocks east)

• Complete Street improvements on Fourth Street (lane reduction, bike lane, widened sidewalks)

• Planned gateway enhancements at the Clay Wade Bailey Bridge

The City is serving as master developer and will sell individual parcels to multiple developers. This approach is intended to:

• Encourage architectural diversity

• Promote mixed-use vibrancy

• Support long-term neighborhood resilience

• Reflect Covington’s historic development pattern

Development blocks have been subdivided and assigned letter designations to streamline marketing and disposition.

External Resources Respondents are strongly encouraged to review the following materials:

• Covington Economic Development Department – CCR webpage o Includes the Reconnecting Covington Master plan, 3-D flythrough video, project renderings, illustrative site plans, and other pertinent information

• Streetcraft “This City Gets to Start from Scratch” - YouTube Video https://thecovky.gov/covington-central-riverfront/ https://youtu.be/z61iADLp15k?si=n1fe7WPBtuLGd8qT

Projects to Date

Blocks M&N - Silverman & Co.

- 270+ residential units

- 7,700 SF commercial

- Anticipated construction start date: May 2026

- Anticipated completion date: February 2028

Block B - Drees Homes

- 16 luxury townhomes

- Under construction

- Anticipated completion date: Q1 2027

Block A - Funke Real Estate Group

- 10 single family detached homes

- 2 corner mixed-use buildings

- Under construction (build-to-suit homes)

Block F: In active negotiations with a residential developer for 150+ market-rate apartments.

Block K: In active negotiations with a hotel developer for a 250-key full-service hotel.

Block P: Planned for future Northern Kentucky Convention Center expansion.

IV. OPPORTUNITY – BLOCKS C, D and E

This RFP opportunity is for all or a portion of Blocks C, D and E pictured below.

Site plan

Planned Uses Block C:

- Western parcel: Residential, retail, office or mixed-use, 2-5 stories

- Northern parcel: Residential, retail, office or mixed-use, 2-5 stories

- Southeastern parcel: Parking garage or surface lot

Block D and E:

- Mixed-use, 2-5 stories

- Ground-level storefronts or walk-up units

Scale and Context The City seeks proposals that reinforce a walkable, human-scaled urban neighborhood seamlessly integrated into Covington’s surrounding neighborhoods. Development must reflect the scale, rhythm, and character of Covington’s historic urban fabric while contributing to a cohesive and authentic sense of place.

Proposals should avoid large, monolithic building forms and repetitive façade treatments that result in uniform, box-like massing. Instead, buildings should incorporate meaningful articulation, vertical and horizontal modulation, varied rooflines, and distinct façade components that break down perceived scale and create the appearance of multiple smaller structures within a block. A traditional urban block pattern that supports pedestrian activity, active ground-floor uses, and frequent architectural rhythm is strongly encouraged.

Because Blocks D and E directly front the public park promenade, development along these edges should encourage activation of the public realm. Examples include ground-level commercial with active frontage, walk-up units that could be flexed for future commercial, and parking that is shielded from street view.

Conceptual rendering of Block E with park promenade to the west and Stewart Alley to the south

Flexible Parcel Configuration Staff is open to working with one or multiple developers across Blocks C, D, and E.

Applicants are encouraged to submit proposals even if they are interested in developing only one or two parcels within one of the blocks. In the event that a preferred parcel is ultimately awarded to another proposer, the City may, at its discretion, explore alternative parcel opportunities with qualified applicants.

The City is also willing to collaborate with selected developers to replat and/or consolidate parcels as necessary to accommodate proposed development programs.

For example, if one developer proposes attached housing on the western portion of Block C and another proposes development on the southeastern surface lot portion of Block C, City staff would work with both parties to determine mutually agreeable parcel configurations. Any required surveying or replatting costs would be borne by the respective developer(s).

Current Property Lines

Appraised Values – as of 11/10/2024

Block C Block D Block E $2,100,000 $2,220,000 $3,600,000

0.97 acres 0.74 acres 1.15 acres $350,000 - $400,000 per lot $535,000 - $765,000 per lot

Park Promenade

Aerial Photos

Screengrab from live feed 2/24/2026

Aerial shot 1/27/2026

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V. OTHER SITE INFORMATION

A. OPPORTUNITY ZONE

The development site is located within a federally designated Opportunity Zone.

Developers are strongly encouraged to evaluate the potential formation of an Opportunity Zone Fund for qualified projects. Additional information is available HERE.

B. ZONING & REGULATIONS

All parcels within the Covington Central Riverfront neighborhood are located in the Central Riverfront Mixed-Use (CRM) District under Covington’s Neighborhood Development Code. Development standards, permitted uses, conditional uses, and other regulatory requirements can be found HERE.

C. POTENTIAL INCENTIVES

While the City’s horizontal investment provides meaningful support to private development, market conditions may create feasibility gaps. If a proposal demonstrates a clearly identifiable financing gap, and satisfies applicable City goals (on-site parking, commercial uses that promote job creation, etc.), the City may consider the use of limited, targeted incentives.

D. PARKING

Phase II will include a 667-space public parking garage. Future users of Blocks C, D and E will potentially have access to this garage; however, it is important that proposals address parking needs within their individual development blocks.

E. PUBLIC ART

Public art is a defining element of Covington’s identity and contributes meaningfully to the City’s quality of place. In fact, there are several public art installations planned in the neighborhood, including two at the park promenade between Blocks D and E.

If your proposal includes public art visible from the street or sidewalk, or partnerships with local arts organizations that provide a public benefit, please describe those elements in your project narrative.

VI. SELECTION PROCESS

A. The Covington Board of Commissioners is the final authority on all selections and awards and reserves the right to reject any or all proposals or terminate negotiations at any time.

B. Proposals will be evaluated and scored by a City staff committee, with consultant input as needed. Any consultant with a known or apparent conflict of interest will be excluded from the selection process. The selection process will proceed as follows:

1. Compliance Review: The City Procurement Officer will conduct a desk review to confirm compliance with proposal requirements (submit materials in the order specified).

2. Initial Evaluation: Compliant proposals will be distributed to the review committee and designated consultants for review and scoring.

https://www.irs.gov/credits-deductions/businesses/opportunity-zones https://online.encodeplus.com/regs/covington-ky/doc-viewer.aspx?secid=549#secid-376

3. Committee Deliberation: The committee will meet to discuss proposals and scoring.

4. Interviews (if necessary): The committee may interview a clearly preferred proposer to confirm its selection and/or invite one or more short-listed proposers for interviews to clarify submissions and identify a preferred developer.

5. Negotiations: If negotiations with the preferred developer are unsuccessful, the

City may reissue the RFP or enter negotiations with the next highest-ranked proposer.

6. Recommendation: Upon selection of a preferred developer, staff will re ommend that the Covington Board of Commissioners authorize initiation of a development and purchase agreement.

C. EVALUATION CRITERIA

Criteria Points Technical Competence team experience, past projects, good-standing, municipal references

Development Concept relevance to master plan, city’s development objectives, zoning, demonstrated understanding of the community, architectural design, site layout

Financial Capacity demonstrated ability to complete the project as proposed, tenant in hand/LOI

Project Schedule projected start and completion dates

Purchase Offer price, terms, exceptions, community benefits

Covington Experience developer is Covington based or has completed at least three projects in Covington, commitment to use Covington based design and/or construction partners

Overall Quality of Submittal ease of understanding, clear, concise, professional presentation

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VII. SUBMITTAL REQUIREMENTS

In order to be considered compliant and considered by the review committee, all proposals must contain the Qualification and Proposal elements in the order listed below. Please do not use type sizes smaller than 11 pt.

A. QUALIFICATIONS

1. Company Info (1 page max)

a. Provide a brief history of the firm or firms if a partnership is proposing.

Provide the contact(s) name and address for the Chief Official(s) as well as contact information for the Project Manager or point person for the proposal.

b. Team Structure (incl subs, Org Chart) (1 page max)

Provide an Organization Chart showing the structure of the team, including the names and roles of key staff as well as their company affiliation in the case of a multi-company partnership.

c. Resumes (1/2 page per bio max)

Provide resumes or bios for each of the key members of the development team, including the assigned project manager.

d. Similar Projects (5 pages max)

Provide a description of the development team’s experience on similar projects in urban settings. Project examples should include development concepts, duration of design process and construction, Descriptions should include key information such as size, cost, location, year built, any innovative aspects of the project, etc. Photos and hyperlinks to project websites are acceptable in addition to the required information.

e. Professional References (1 page max)

Provide a list of not more than five references, with full contact information, preferably representatives of municipalities or owners of other projects similar in type and scope where the developer has completed projects.

f. Financial Capacity (5 pages max)

Provide supporting documentation that the developer has the financial capacity and ability to obtain financing required to deliver the proposed project. Due to the sensitive nature of such information, the documents in this section may be submitted as a separate file labeled CONFIDENTIAL. Such information shall be for the sole and exclusive use of the City for evaluation purposes and will be kept confidential to the fullest extent permissible by law.

Supporting documentation should include:

i. Financial statements for the last three years for the developer or in the case of a partnership formed for this project, for each of the principals/guarantors.

ii. Letters from the developer’s financial partners attesting to the capacity of the developer to undertake the proposed project.

iii. A contact list of the developer’s lender references.

iv. A statement that the developer or any named individual in the proposed project is not involved in any litigation or other disputes that could result in a financial settlement having a materially adverse effect on the ability to deliver the project.

v. A statement as to whether the developer or any named individual in the proposed project ever filed bankruptcy and/or became insolvent, has ever been the subject of litigation, contract disputes, foreclosure, or collections actions. If any have occurred, please provide the dates and circumstances.

B. PROPOSAL

1. Description (4 pages max)

Provide a narrative describing the proposed development including the use(s), square feet, stories/height, proposed design approach, proposed materials, etc. If a commercial tenant has been identified, describe the type of tenant (retail, office, restaurant, etc.) along with an estimate of the number of jobs and estimated annual payroll. A letter of intent from the tenant may be requested if the proposal is shortlisted.

2. Proposed Site Plan (2 pages max) Provide a site plan to scale demonstrating the proposed placement of structures, pavement, access points, landscaping and other key elements.

3. Proposed Materials, etc. (5 pages max)

Proposals will not require elevation renderings or schematic drawings; however, a detailed explanation of proposed shell/façade materials is required. The developer may include examples of architectural styles, materials, etc. similar to those proposed, so long as they are clearly marked as such. Simplified elevation and floor plan drawings are encouraged.

4. Pro forma (2 pages max) Provide a proforma for the project, which at a minimum describes income, expenses, debt service, IRR, disposition and any other assumptions.

a. Pro forma shall be:

i. Printed within the Proposal instrument.

ii. Included in the complete, single .pdf-formatted digital copy furnished on a USB-drive.

iii. Included as an open (unlocked), manipulable Microsoft Excel (.xlsx-format) spreadsheet on the USB-drive.

5. Proposed Schedule (1 page max) Provide a project schedule by month for project milestones:

a. Pre-development activities – planning design, budgeting, permitting, etc.

b. Site preparation – groundbreaking, mobilization, etc.

c. Construction – foundation, structure, envelope, exterior finishes, interiors.

d. Post-construction – inspections, certificate of occupancy, etc.

6. Purchase Offer (2 pages max) Provide an offer for the acquisition of the parcel(s) described above. Include any exceptions, terms, contingencies, or special conditions. If contributions, cash or in-kind, for community amenities or community projects are part of the offer, please provide a brief description and estimated value of the contribution.

VIII. SUBMITTAL FORMAT / RESPONDENT INSTRUCTIONS

Proposals shall be formatted as follows:

A. One (1) unbound printed hardcopy original proposal instrument with original signatures, clearly labeled “Original” on its front page.

1. Loose bindings (e.g., paper clips, binder clips, rubber bands) are acceptable.

2. Binders, comb bindings, and staples are not acceptable.

B. One (1) complete printed hardcopy duplicate labeled “Copy” on its front page.

1. Copies may be bound.

C. One (1) complete .pdf-formatted digital single-file version of the proposal on a USB-drive.

1. Digital file / USB-drive submittal shall also include the pro forma in an open

(unlocked), manipulable Microsoft Excel (.xlsx-format) spreadsheet.

D. All supporting documentation shall be printed on paper no larger than 11” by 17” (standard 8.5” x 11” preferred).

1. Proposals and supporting documentation shall be submitted sealed and labeled

"RFP260401 CCR CDE PROPOSAL - DO NOT OPEN WITH REGULAR MAIL."

2. Exterior of sealed proposal envelope/container shall also be clearly marked with

Respondent’s name, Respondent’s representative’s name, return mailing address, and telephone number.

3. Proposal responses should be developed specifically to demonstrate and highlight to the City the Respondent’s successful professional experience and other requested qualification credentials stated in this RFP.

4. Proposals shall be tabbed by Section and, in the absence of other specific instructions, shall be presented in the order corresponding to the order in which presented in this RFP.

5. Proposals shall be physically delivered to and received by the City on or before

RFP Due Date at 3:00 P.M. Proposal responses must be physically received and time-stamped by the Finance Department window located in the lobby of City Hall. Proposals received after the deadline will be rejected as non-responsive.

6. NOTE: The City does not presently accept bids and/or proposals electronically

(e.g., via Fax, e-Mail, Internet / Web Portal, etc.). Electronically transmitted proposal response(s) that are not physically and timely delivered to the City will be determined non-responsive and shall not receive evaluation or consideration by the City.

IX. GENERAL TERMS AND CONDITIONS

A. CONTRACTING REQUIREMENTS

The selected respondent, if any, will be required to execute a redevelopment contract with the City and comply with any applicable City requirements, including the requirement to obtain an occupational license authorizing the developer to perform work in the City. The redevelopment contract also will provide that the City not close on sale of the parcel to the selected developer until the proposed project is ready to proceed, as evidenced by the provision of evidence of accepted and acceptable financing, approval by the City of detailed plans and other conditions precedent.

B. ACCEPTANCE

By submitting a response Respondent agrees to accept and be bound by the General Terms and Conditions listed in this RFP, unless expressly stated otherwise through a ‘Notice of Deviation.’

1. It is the responsibility of each Respondent to read this RFP in its entirety, and fully acquaint themselves with the ‘Scope of Work,’ and ‘General Terms and Conditions’ listed herein. Failure of the Respondent to adequately perform the foregoing does not relieve the Respondent from any obligation with respect to the Proposal submitted.

2. If a Respondent is in doubt as to the true meaning of any part of the scope of work and/or specifications, it is the Respondent’s onus to obtain express from the City.

C. ASSIGNMENT OF CONTRACT

The successful submitter shall not assign or subcontract any portion the final project contract without the express written consent of the City. Any purported assignment or subcontract in violation hereof shall be void. It is expressly acknowledged that the City shall never be required or obligated to consent to any request for assignment or subcontract; and further that such refusal to consent can be for any or no reason and shall at all times remain entirely within the sole discretion of the City.

D. NO WAIVER

No failure or delay by the City in exercising thereof, nor the exercise of any other right, remedy, power or privilege shall operate as a waiver hereof or thereof. No failure or delay by the City in exercising any right, remedy, power or privilege under or in respect of this contract shall affect the rights, remedies, powers or privilege under on in respect of this Contract shall affect the rights, remedies, powers or privileges of the City hereunder or shall operate as a waiver thereof.

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E. COVINGTON ANTI-DISCRIMINATION STATEMENT

It is the intent and desire of the City to promote full and equal business opportunities for all persons and entities. Further, it shall be considered an unlawful practice for any employee or official of the City to: (i) fail to refuse to hire; or (ii) discourage any individual or business from the participation in; or (iii) in any manner discriminate towards an individual or business desiring to participate in City procurement based on disability, age, sex, race, color, religion, ancestry, national origin, sexual orientation or gender identity, or nature texture, color of hair, hairstyles, or protective hair styles (including, but not limited to braids, locks, twists, and coverings) (in adherence to City of Covington Code of Ordinance § 37.08). Any individual or business claiming to be aggrieved by a violation of this provision may file a written complaint with the City Manager. The City Manager may designate an agent to administer, evaluate, and investigate the complaint in accordance with the provisions of Covington Code of Ordinance § 37.10.

In accordance with the City’s Human Rights Ordinances, any selected Respondent agrees that it shall not in any manner discriminate on the basis of any protected class, including but not limited to: race, color, religion, sex, sexual orientation, gender identity, age, national origin, ancestry, marital status, parental status, familial status, place of birth, disability, or natural texture, color of hair, hair styles, or protective hair styles (including, but not limited to braids, locks, twists, and coverings).

F. AUTHORITY TO DO BUSINESS

Respondent must be duly organized and authorized to do business under the laws of the Commonwealth of Kentucky and of the City of Covington, KY. Submitter must be in good standing and have full legal capacity to perform the services specified in this RFP.

Respondent must have all necessary rights and lawful authorities to enter into any Final Agreement for the full term.

G. NON-APPROPRIATION

In the event that no funds or insufficient funds are appropriated and budgeted in any fiscal period of the City for payments to be made under any Final Agreement, if applicable, then the City will notify the Prevailing Submitter of such occurrence and the Final Agreement shall terminate on the earlier of the last day of the fiscal period for which sufficient appropriation was made or whenever the funds appropriated for payment under the Final Agreement are exhausted. No payments shall be made or due to any Prevailing Submitter under any Final Agreement, if applicable, beyond the amounts that are appropriated and budgeted by the City to fund payments hereunder.

H. CLAIMS AGAINST THE CITY

In consideration for the right to respond to this RFP, the Respondent waives any claim, liability or expense whatsoever against the City and its Staff, Commissioners and agents by reason of any or all of the following: Any aspect of this RFP, the Selection Process or any part thereof, any informalities or defects in the Selection Process, the failure to enter into any agreement, any statements, representations, acts or omissions of the City, the exercise of any discretion set forth or concerning any of the foregoing, and any other matters arising out of all or any of the foregoing.

I. FORCE MAJEURE

Neither party shall be considered in default in the performance of its obligations under any Final Agreement to the extent that performance of its obligations is prevented or delayed by any cause beyond its reasonable control, including, without limitation, acts of God; acts or omissions of governmental authorities or the other party, strikes, lockouts or other epidemics; floods; hurricanes; tornadoes; and any other similar acts, events, or omissions.

When determined that force majeure results in a delay of the work to be provided under any final agreement resulting from this RFP (the “Work”), the date of delivery or performance of any other obligations of the Prevailing Submitter shall be extended for a period of equal duration to the time lost by reason of the delay. Prevailing Submitter shall notify the City in writing within ten (10) calendar days after recognition of the occurrence of any event that Prevailing Submitter believes will result in a delay. In the absence of such notification, Prevailing Submitter waives the right to claim that Work was delayed by the occurrence of such event. If, however, Prevailing Submitter’s performance of other obligations is delayed, or it is reasonable to anticipate that performance will be delayed, for a continuous period of six (6) months from the scheduled date for performance, City shall have the right, in its discretion, to cancel the Agreement.

J. INSURANCE REQUIREMENTS

1. Policies, Coverages, and Endorsements: Respondent agrees to maintain, at its sole cost and expense, the below insurance policies in accordance with the minimum coverages and limits listed herein.

a. Commercial General Liability Insurance.

i. Each Occurrence $1,000,000.

ii. General Aggregate $2,000,000.

b. Professional Liability Insurance. Insurance providing coverage for (i) claims arising from the errors or omissions of the Respondent or its sub-contractors; and (ii) the negligence or failure to render a professional service by the Respondent or its sub-contractors. The insurance policy should provide coverage in the amount of $2,000,000 each occurrence and $2,000,000 annual aggregate. The policy must provide for the protection of professional work for two (2) years after completion of the work.

c. Worker’s Compensation Insurance. Responses to this Proposal will serve as an affirmation that Respondents are in compliance with the Commonwealth of Kentucky’s requirements for Worker’s Compensation Insurance, KRS Chapter 342. Should Respondent receive an award of contract and enter into an agreement with the City, the Respondent confirms their ongoing compliance with KRS Chapter 342 throughout the lifetime of their agreement with the City.

d. Subrogation. Respondent agrees to a waiver of subrogation to the effect that the issuer waives any claim or right in the nature of subrogation to recover against the City, its officers, agents and employees. An endorsement should be furnished to the City upon request, and prior to an award of service.

2. Proof of Insurance: Respondent should include a copy of a valid Certification(s) of

Insurance (COI), which will be used to verify the insurance requirements listed herein.

After ‘Notice of Award,’ and prior to contract execution, any Respondent, or Sub-respondent, performing on-site work at any City location shall be required to name the ‘City of Covington, KY’ as an ‘Additional Insured,’ on a valid Certificate of Insurance (COI) for the original policy, and all renewals or replacements during the term of the agreement.

a. Cancellation: All aforementioned policies, specifically worker’s compensation and general commercial liability, shall be endorsed to provide thirty (30) days advanced written notice to the City of cancellation, nonrenewal, or any reduction in coverage.

Mailed to: City Solicitor, 20 West Pike Street, Covington KY 41011.

K. RIGHT TO SUBSTITUTE OR MODIFY SPECIFICATIONS

Throughout the Selection Process, the City shall have the right, in it is sole discretion, to modify the Specifications and/or Scope Of Work provided herein. Such modification shall include the ability to add, substitute or remove items from each sub-part for any reason.

L. RIGHT TO MODIFY THE SELECTION PROCESS

The City reserves the right at any time and from time to time, and for its own convenience, in its sole and absolute discretion, to modify or suspend any and all aspects of the Selection Process, including, but not limited to this RFP, and all or any portion of the Selection Process in or subsequent to the RFP; to obtain information from any successful applicant, to waive any defects as to form or content of this RFP or any other step in the Selection Process; to reject any and all responses submitted; to reissue the RFP; procure the desired services by any other means or not proceed in procuring the services; to negotiate with any, all or none of the respondents to this RFP as to fees, scope of services, or any other aspect of the RFP or services; to negotiate and modify any and all terms of an agreement; and to accept or reject any applicant for entry into a Final Agreement.

M. CANCELLATION

Any failure of the Prevailing Submitter to satisfy the requirements of the City of Covington shall be reason for termination of the Final Award. Any bid and/or proposal may be rejected in whole or in part for good cause when in the best interest of the City of Covington.

N. TERMS AND CONDITIONS INCORPORATED

In the event of conflicting terms, the documents relating to this RFP shall have the following priority:

1. The Final Agreement.

2. City’s Scope Of Work and/or Specifications.

3. General Terms and Conditions.

4. Respondent’s Specifications and Agreements.

O. COMPLIANCE WITH LAWS

Respondent shall be obligated to comply with all federal, state and local laws, statutes and ordinances relative to the execution of the work. This requirement includes, but is not limited to, protection of public and employee safety and health; environmental protection; waste reduction and recycling; the protection of natural resources; permits; fees; taxes; and similar subjects.

P. QUALIFICATIONS OF RESPONDENT(S)

1. Respondents shall be experienced in the kind of Work to be performed, shall have the necessary equipment therefor, and shall possess sufficient capital to properly execute the work within the time allowed. Proposals received from Respondents who have previously failed to complete work within the time required, or who have previously performed similar work in an unsatisfactory manner, may be rejected. A Proposal may be rejected if Respondent is already obligated for the performance of other work, which would delay the commencement, prosecution or completion of the Work.

2. Respondents may be asked to furnish additional data to demonstrate their qualifications.

3. Respondents shall observe and comply with all regulations, laws, and ordinances of local, state, and federal governments as they apply to this Request for Proposal. In accordance with KRS 45A.343 all Respondents are required to

a. Reveal any final determination of a violation by the Contractor or Subcontractors within the previous five (5) year period pursuant to KRS Chapters 136, 139, 141, 337, 338, 341, and 342 that apply to the Contractor and Subcontractor ; and

b. Be in continuous compliance with the provisions of KRS Chapters 136, 139, 141, 337, 338, 341, and 342 that apply to the Contractor and Subcontractor for the duration of the contract.

4. Respondents shall be qualified to do business in the state where the Project is located or covenant to obtain such qualification prior to signing the Agreement. Successful Respondent may be required to obtain an Occupational License from the City of Covington Finance Department and be registered with the Kentucky Secretary of State to do business in Kentucky prior to entering into an agreement.

Q. PROPOSAL GUARANTEE/ AWARD PROCEDURES

It is anticipated that a recommendation for award for this Proposal will be made no more than thirty (30) days after the Proposal due date. All interested parties are required to guarantee their Proposals as an irrevocable offer valid for ninety (90) days after the Proposal due date. The City in its sole and absolute discretion shall have the right to award a Proposal for any or all items/services listed in each Proposal, shall have the right to reject any and all Proposals as it deems to be in its best interests, to waive formalities and reasonable irregularities in submitted documents, shall not be bound to accept the lowest Proposal and shall be allowed to accept the total Proposal of any one vendor.

R. REVISIONS

If it becomes necessary to revise any part of this Request, a written addendum will be made available to the public via publication on the City’s website, www.covingtonky.gov. The City is not bound by any oral representations, clarifications, or changes made by any City employee, unless such clarification or change is provided to all Respondents in written addendum from an authorized representative of the City.

S. AUDIT AND INSPECTION

The City shall retain authority to audit and inspect Contractor’s work both in- progress, and upon completion. Should the City identify an error, omission or correction that needs to be made, the City shall notify the Contractor, without delay. The Contractor shall be responsible for the correction, or if he/ she fails to make the requested correction or correct the issue in an acceptable manner, shall be financially responsible to the City for the cost of the correction.

T. INDEMNIFICATION

Respondent shall agree to indemnify and hold harmless the City and its directors, officers, employees and agents from all suits, actions, claims or cost of any character, type or description brought or made on account of any loss, expense, liability, damage, claim, including personal injury and/or death sustained by any person(s) or property arising out of the acts or negligence of the Respondent, the Respondent’s personnel, its agents, and employees, occurring during the Respondent shall defend City, its officers, agents, and employees (i) against any suit, proceeding, claims for losses, costs, damages or expenses http://www.covingtonky.gov/ including, without limitation, charges for personal injury, death or property damage that arise out of any and all acts or omissions of employees or agents of the Respondent or Respondent’s Sub Developers in connection with the services; and (ii) shall pay all damages, costs and expenses in connection with such actions, including City’s attorneys’ fees.

U. RESPONDENT MODIFICATION OR WITHDRAWAL

Withdrawal Prior to Proposal Opening: A Proposal may be withdrawn by an appropriate document duly executed, in the same manner that a Proposal must be executed and delivered to the place where Proposals are to be submitted prior to the date and time fixed for the submission of Proposals. Upon receipt of such written notice, the unopened Proposal will be returned to the Contractor.

Modification Prior to Proposal Opening: If a Contractor wishes to modify its Proposal, Contractor must withdraw its initial Bid in the manner specified in paragraph above and submit a new Proposal.

V. PAYMENT

Payment shall be made to the City in full, at Closing.

W. NON-COMPLIANCE WITH PROPOSAL

It is understood and agreed upon by all parties, in the event of an Award of Contract, if said contract fails to meet the terms and conditions accepted by the City as specified in this Request for Proposal, and any prior agreements leading up to contract, then the City shall at its sole option have the right to:

1. Cancel the contract in its entirety; OR

2. Require the proposer/developer to immediately compensate the City any differential between its proposal and the next best proposal accepted by the City.

X. RESPONSE DISCLAIMER

This Request for Proposal does not commit the City to enter into a contract or award any services in relation to this specific document, nor does it obligate the City to pay any costs incurred in preparation or submission of a Proposal or in anticipation of a contract.

In consideration of the right to respond to this Request, Respondent, waives any claim, liability or expense whatsoever against the City and its Staff, Commissioners, and agents by reason of any or all of the following: any aspect of this RFP, the Selection Process or any part thereof, any informalities or defects in the Selection Process, the failure to enter into any agreement, any statements, representations, acts or omissions of the City, the exercise of any discretion set forth or concerning any.

Y. GOVERNING LAW

This Request and any agreement resulting from this Request shall be governed by and construed in accordance with the laws of the Commonwealth of Kentucky. Any dispute arising under this Request or the resulting contract shall be resolved in a court of competent jurisdiction in Kenton County, Kentucky.

Z. FEDERAL, STATE AND LOCAL ANTI-DISCRIMNIATION REQUIREMENTS

For the purposes of this section, “Respondent” shall mean the successful proposer.

1. The Respondent will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Respondent will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following:

Employment, upgrading, demotion, or transfer, recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Respondent agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause.

2. The Respondent will, in all solicitations or advertisements for employees placed by or on behalf of the Respondent, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin.

3. The Respondent will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the Respondent’s legal duty to furnish information.

4. The Respondent will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice to be provided by the agency contracting officer, advising the labor union or workers' representative of the Respondent’s commitments under section 202 of Executive Order 11246 of September 24, 1965, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.

5. The Respondent will comply with all provisions of Executive Order 11246 of

September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor.

6. The Respondent will furnish all information and reports required by Executive Order

11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.

7. In the event of the Respondent’s non-compliance with the nondiscrimination clauses of this contract or with any of such rules, regulations, or orders, this contract may be canceled, terminated or suspended in whole or in part and the Respondent may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law.

8. The Respondent will include the provisions of paragraphs 1 through 8 in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each Subcontractor or vendor. The Respondent will take such action with respect to any subcontract or purchase order as may be directed by the Secretary of Labor as a means of enforcing such provisions including sanctions for noncompliance: Provided, however, that in the event the Respondent becomes involved in, or is threatened with, litigation with a Subcontractor or vendor as a result of such direction, the Respondent may request the United States to enter into such litigation to protect the interests of the United States.

AA. CONFLICTS OF INTEREST PROHIBITION

By submitting a proposal, Respondent certifies that it is aware of the prohibition against conflicts of interest, gratuities, and kickbacks in KRS 45A.455, which are set forth herein as follows:

1. It shall be a breach of ethical standards for any employee with procurement authority to participate directly in any proceeding or application; request for ruling or other determination; claim or controversy; or other particular matter pertaining to any contract, or subcontract, and any solicitation or proposal therefor, in which to his knowledge:

a. He, or any member of his immediate family has a financial interest therein; or

b. A business or organization in which he or any member of his immediate family has a financial interest as an officer, director, trustee, partner, or employee, is a party; or

c. Any other person, business, or organization with whom he or any member of his immediate family is negotiating or has an arrangement concerning prospective employment is a party. Direct or indirect participation shall include but not be limited to involvement through decision, approval, disapproval, recommendation, preparation of any part of a purchase request, influencing the content of any specification or purchase standard, rendering of advice, investigation, auditing, or in any other advisory capacity.

2. It shall be a breach of ethical standards for any person to offer, give, or agree to give any employee or former employee, or for any employee or former employee to solicit, demand, accept, or agree to accept from another person, a gratuity or an offer of employment, in connection with any decision, approval, disapproval, recommendation, preparation of any part of a purchase request, influencing the content of any specification or purchase standard, rendering of advice, investigation, auditing, or in any other advisory capacity, of the City in any proceeding or application, request for ruling or other determination, claim or controversy, or other particular matter, pertaining to any contract or subcontract and any solicitation or proposal therefor.

a. It is a breach of ethical standards for any payment, gratuity, or offer of employment to be made by or on behalf of a Subcontractor under a contract to the prime Respondent or higher tier Subcontractor or any person associated therewith, as an inducement for the award of a subcontract or order.

b. The prohibition against conflicts of interest and gratuities and kickbacks shall be conspicuously set forth in every local public agency written contract and solicitation therefor.

c. It shall be a breach of ethical standards for any public employee or former employee knowingly to use confidential information for his actual or anticipated personal gain, or the actual or anticipated personal gain of any other person.

BB. PUBLIC INFORMATION NOTICE

1. Until an award has been made or this RFP has been otherwise canceled, all

Proposals submitted to the City will be kept in confidence by and shall be used solely for the purpose of evaluating the Proposal for a possible award. The City retains the right to provide copies to its staff, legal, technical, and financial advisors and representatives. Respondent should take care not to provide any confidential information, trade secrets or other intellectual property, that they do not want to be received by City staff.

2. Please note that all information submitted for review may be subject to the Kentucky

Open Records Act and may be made available upon request by the public.

Respondents should identify any confidential, proprietary information or trade secrets and provide justification as to why the disclosure of the records would permit an unfair commercial advantage to the Respondent’s competitor.

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