11-6. PHA Special Terms and Conditions (30) (4).docx

F. TERMS & CONDITIONS

SECTION III. PHA SPECIAL TERMS & CONDITIONS

1. Term Of The Contract

The term of the Contract shall consist of a two (2) year base period with three (3) one-year option periods to extend services. This term includes the performance period of all task orders or purchases released under the contract. Contract options may be exercised early if Contract funding is utilized before the Contract performance period expires; provided that PHA shall be under no obligation to do so, and the Contract rates will not increase until the annual period for which they were proposed has elapsed.

2. Cost Proposals

Offerors are are not required to propose prices for all line items in the Schedule.

The following selected clauses are applicable to the Contract:

3. ☐ Proposal Security

a. Failure to furnish proposal security in the proper form and amount, by the time set for opening of bids, may be cause for rejection of the proposal.

b. The Offeror shall furnish a proposal guarantee in the form of a firm commitment, e.g., proposal bond supported by good and sufficient surety or sureties acceptable to PHA, postal money order, certified check, cashier's check, irrevocable letter of credit, or, under Treasury Department regulations, certain bonds or notes of the United States. PHA will return proposal guarantees, other than proposal bonds, (1) to unsuccessful Offerors as soon as practicable after the opening of proposals, and (2) to the successful Offeror upon execution of contractual documents and bonds (including any necessary coinsurance or reinsurance agreements), as required by the proposal as accepted.

c. The amount of the proposal guarantee shall be 5 percent of the proposal price.

d. If the successful Offeror, upon acceptance of its proposal by PHA within the period specified for acceptance, fails to execute all contractual documents or furnish executed bond(s) within 10 days after receipt of the forms by the Offeror, the Contracting Officer may terminate the Contract for default.

e. In the event the Contract is terminated for default, the Offeror is liable for any cost of acquiring the work that exceeds the amount of its proposal, and the proposal guarantee is available to offset the difference.

Multiple Awards

PHA reserves the right to make multiple awards under this solicitation. Although the scope of services will remain the same for each contract, the dollar amount of each contract may vary.

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Fixed Fee

a. If a cost plus fixed fee type of contract is used, PHA shall pay the Contractor for performing this Contract the fixed fee specified in the Schedule.

b. Payment of the fixed fee shall be made as specified in the Schedule; provided that after payment of 85 percent of the fixed fee, the Contracting Officer may withhold further payment of fee until a reserve is set aside in an amount that the Contracting Officer considers necessary to protect PHA's interest. This reserve shall not exceed 15 percent of the total fixed fee or $100,000, whichever is less.

Indefinite Quantity (Special Services)

a. This is an indefinite-quantity contract with FIRM FIXED UNIT PRICING for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this Contract.

b. Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The Contractor shall furnish to PHA, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the "maximum." PHA shall order at least the quantity of supplies or services designated in the Schedule as the "minimum."

c. Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. PHA may issue orders requiring delivery to multiple destinations or performance at multiple locations.

d. Any order issued during the effective period of this Contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The Contract shall govern the Contractor's and PHA's rights and obligations with respect to that order to the same extent as if the order were completed during the Contract's effective period.

Definite Quantity

a. This is a definite-quantity, indefinite-delivery contract with FIRM FIXED UNIT PRICING for the supplies or services specified, and effective for the period stated, in the Schedule.

b. PHA shall order the quantity of supplies or services specified in the Schedule, and the Contractor shall furnish them when ordered. Delivery or performance shall be at locations designated in orders issued in accordance with the Ordering clause and the Schedule.

c. Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. PHA may issue orders requiring delivery to multiple destinations or performance at multiple locations.

d. Any order issued during the effective period of this Contract and not completed within that time shall be completed by the Contractor within the time specified in the order. The Contract shall govern the Contractor's and PHA's rights and obligations with respect to that order to the same extent as if the order were completed during the Contract's effective period.

Requirements

a. This is a requirements contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies or services specified in the Schedule are estimates only and are not purchased by this Contract. Except as this Contract may otherwise provide, if PHA's requirements do not result in orders in the quantities described as

"estimated" or "maximum" in the Schedule, that fact shall not constitute the basis for an equitable price adjustment.

b. Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. Subject to any limitations in the Order Limitations clause or elsewhere in this Contract, the Contractor shall furnish to PHA all supplies or services specified in the Schedule and called for by orders issued in accordance with the Ordering clause. PHA may issue orders requiring delivery to multiple destinations or performance at multiple locations.

c. Except as this Contract otherwise provides, PHA shall order from the Contractor all the supplies or services specified in the Schedule that are required to be purchased by PHA activity or activities specified in the Schedule.

d. PHA is not required to purchase from the Contractor requirements in excess of any limit on total orders under this Contract.

e. If PHA urgently requires delivery of any quantity of an item before the earliest date that delivery may be specified under this Contract, and if the Contractor will not accept an order providing for the accelerated delivery, PHA may acquire the urgently required goods or services from another source.

f. Any order issued during the effective period of this Contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The Contract shall govern the Contractor's and PHA's rights and obligations with respect to that order to the same extent as if the order were completed during the Contract's effective period.

Ordering

a. Any supplies and services to be furnished under this Contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the Schedule during the term of the Contract. Such orders may be issued from the date of award through the remaining time and or available funds, in accordance with this Contract. The ordering activity for this Contract/task order is PHA's Procurement and or Contract Administration department.

b. All delivery orders or task orders are subject to the terms and conditions of this Contract. In the event of conflict between a delivery order or task order and this Contract, the Contract shall control.

c. If mailed, a delivery order or task order is considered "issued" when PHA deposits the order in the mail. Orders may be issued orally, by facsimile, or by electronic methods.

d. Contractor must resolve any discrepancies appearing on PHA's task/delivery order prior to delivery. Contractor must resolve issues regarding quantities, services, descriptions, items, etc. Failure to comply and resolve discrepancies shall remain the Contractor's sole responsibility.

Order Limitations

a. Minimum order. When PHA requires supplies or services covered by this Contract in an amount of less than $25.00 , the PHA is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the Contract.

b. Maximum order. The Contractor is not obligated to honor-

i. Any order for a single item in excess of 10% of the total Contract value for the Contract period;

ii. Any order for a combination of items in excess of 100% of the total Contract value for the Contract period; or

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iii. A series of orders from the same ordering office within seven (7) days that together call for quantities exceeding the limitation in paragraph (b)(1) or (2) of this section.

Offerors will be given ten (10) working days after notification by the Pre-Qualification Division to supply the information necessary to complete the Pre-Qualification application.

Offerors will be given two (2) working days after notification by the Pre-Qualification Division to supply the information necessary to complete the Pre-Qualification application.

Liquidated Damages

a. If the Contractor fails to complete the work within the time specified in the Contract, or any extension, the contractor shall pay to the PHA as liquidated damages, the sum of $ for each day of delay. To the extent that the Contractor's delay or nonperformance is excused under another clause of this Contract, liquidated damages shall not be due to PHA. The Contractor remains liable for damages caused other than by delay.

b. If the PHA terminates the Contractor's right to proceed, the resulting damage will consist of liquidated damages until such reasonable time as may be required for final completion of the work together with any increased costs incurred by PHA to complete the work.

Warranty

All work accomplished by Contractor will be warranted for at least one (1) year, and if the part that was installed breaks during the warranty period, the part will be replaced at no cost to PHA including cost of installation. All manufacturer warranties will be assigned to PHA.

Insurance

The following types of insurance is required in addition to the general liability, workers compensation and auto liability insurance included in Section 20 of PHA Standard Terms and Conditions.

15. □

Project Labor Agreement (PLA)

The PLA covers PHA's affordable housing residential development and major capital renovation projects estimated to cost three million dollars ($3,000,000.00) or more (the "Covered Projects") The Covered Projects shall encompass all of PHA's low-income housing tax credit developments, existing PHA-owned housing developments and the construction of new affordable housing developments consisting of four floors or less.

The attached Project Labor Agreement is to be applied to this proposal. Those vendors who do not submit a signed Project Labor Agreement with their proposals will be found non-responsive.

Subcontracting Any contractor or subcontractor awarded work that is performed by the following list of trades will have one or more union representing those trades as a representative of its employees prior to work commencing.

Asbestos Laborer Asbestos Laborer Foreman Carpenter Drywall Finisher Electrician Facilities Maintenance Foreman General Foreman General Foreman II Glazier Groundskeeper Laborer Laborer Foreman Laborer Supervisor Quality Control Locksmith Mechanic Maintenance Foreman/Instructor Maintenance Aide Maintenance Foreman Maintenance Mechanic Painter Painter Foreman/Instructor Plasterer Plasterer Foreman Plumber Sr Maintenance Aide Stationary Engineer Stationary Fireman Utility Equipment Foreman

17. Escalation Clause

Prices for the Goods or Services will remain unchanged for twelve (12) months following the Effective Date of the Contract, without exception. The Contractor shall have the right to request a price adjustment only during the thirty (30) days immediately preceding the annual anniversary date of the Effective Date of the Contract during the term of the Contract. During this thirty (30) day period, the Contractor may submit a request in writing to Philadelphia Housing Authority Contract Administration for a price adjustment that is consistent with, and relative to, price changes originating with and compelled by manufacturer and/or market trends and which changes are outside of the Contractor’s control. The Contractor must fully document its request, attaching to the request, without limitation, such manufacturer and market data as support the requested adjustment. PHA may, in its sole discretion, approve or disapprove the requested adjustment, in whole or in part. No adjustment will be paid without prior review and approval of all required documentation. Any approved adjustment shall be final and shall remain unchanged until the next annual anniversary date of the Effective Date of the Contract. Price reductions may be offered at any time during the Contract and PHA retains the right to reverse price increases if manufacturer and/or market prices decrease.

Price increases must be supported by a change in the Producer Price Index (PPI). This information is published by the U.S. Department of Labor, Bureau of Labor Statistics (BLS), and is available at http://www.bls.gov/data/. The change in PPI for the first price adjustment after the start date of the initial or renewal term shall be determined using the PPI for the month in which the initial Contract or renewal was executed and the latest available non-preliminary PPI at the time of the price adjustment request. The change in PPI for second and subsequent price adjustments shall be determined using the latest PPI that was used to support the previous price adjustment and the latest available non-preliminary PPI at the time of the request. In no event will the approved adjustment be more than 5% greater the change in the reported PPI.

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