24-2543 Financial Advisor.pdf

DEPARTMENT OF FINANCE & MANAGEMENT- PROCUREMENT • 1903 MARQUETTE AVENUE, SUITE A106 •

MUSKEGON, MI 49442

(231) 724-6117 • bids@muskegoncounty.net • www.co.muskegon.mi.us

Friday, April 5, 2024

Financial Advisor

REQUEST FOR PROPOSAL

24-2543

The Muskegon County Board of Commissioners would like to thank you for the interest in this solicitation being presented. A set of conditions and specifications/requirements are enclosed.

The time of receipt shall be determined by the time clock stamp in the electronic Bidnet system.

Respondents are responsible for ensuring that their proposal response is submitted by the deadline indicated.

No late proposal responses will be accepted.

Sincerely, Angela Gasiewski

Angela Gasiewski, CPA Finance Director

Requesting Agency Administration

Description To procure a qualified contractor to serve as the County’s Financial Advisor on Debt Financing Projects, Analyze and make recommendations regarding the size, structure and other specific terms of debt management.

Deadline for Questions Thursday, April 11, 2024 at 9:00 AM

Response to Questions Monday, April 15, 2924

Proposal Deadline Tuesday, April 23, 2024 at 11:00 AM

Zoom Meeting Link & Passcode Click here for Link Code: 2543

BOARD OF

COMMISSIONERS

Charles Nash

Chair, District 5

Jessica Cook Vice Chair, District 6

Kim Cyr

District 1

Zach Lahring District 2

Michelle Hazekamp

District 3

Marcia Hovey-Wright District 4

Darrell L. Paige

District 7 https://us06web.zoom.us/j/87122243680?pwd=KtxZXmORZM3Vaiwf0VL3nMsO81Te6l.1

Table of Contents

COVER PAGE 24-2543

TABLE OF CONTENTS

PROPOSAL PACKET CHECKLIST

PROPOSAL CERTIFICATION

MINORITY VENDOR CERTIFICATIONS

CERT REGARDING DEBARMENT, SUSPENSION, & OTHER RESPONSIBILITY

MATTERS

NON-DISCRIMINATION STATEMENT

NO PROPOSAL RESPONSE FORM

ADDENDA SUMMARY

REFERENCES/WORK EXPERIENCE

PROPOSAL SUMMARY

PROPOSAL SPECIFICATIONS

PROPOSAL CONDITIONS/INSTRUCTIONS TO RESPONDERS

INSURANCE REQUIREMENTS

PROPOSAL PACKET CHECKLIST

This Proposal Packet Checklist is being provided as an aid to you in preparing your proposal response. However, the requirements of the Proposal Specifications supersede the Proposal Packet Checklist. It is the Respondent’s responsibility to review the Proposal Specifications in their entirety and submit all required items with their proposal response.

Please complete the required/requested forms below and check them off this list as you complete them.

Return the completed forms to the Muskegon County Procurement Office with your proposal response.

Complete Not

Applicable

Proposal Invitation Cover Letter

Proposal Certification/Non-Collusion Affidavit &

Minority Supplier Certification

Proposal Summary, Proposed Rates and Detailed Budget: Must be in separate sealed Envelope.

Addenda Summary (Failure to acknowledge all issued Addenda may be cause for rejection of proposal. Go to https://www.bidnetdirect.com/mitn/muskegon-county for Addenda.)

Proposal Technical Response: Do Not include pricing.

References / Work Experience

Debarment, Suspension and other Responsibility Matters

Non-Discrimination Statement

No Proposal Response Form

PROPOSAL CERTIFICATION/NON-COLLUSION AFFIDAVIT

I certify that this proposal is made without prior understanding, agreement, or connection with any corporation, firm or person submitting a proposal for the same materials, supplies, equipment, or service, that it meets or exceeds all specifications contained herein, and is in all respects fair and without collusion or fraud. The Respondent’s signature declares under penalty of perjury of the laws of the United States that the Responder submitting this proposal, its agents, officers or employees have not directly or indirectly entered into any agreements, participated in any collusion, or otherwise taken any action in restraint of free competitive bidding in connection with this proposal for the above project. I agree to abide by all conditions of this proposal and certify that I am authorized to sign for the Responder.

Proposal Number: 24-2543 Financial Advisor

Responder: _________________________________________

Responder Address: _________________________________________

Phone Number: _________________________________________

Fax Number: _________________________________________

Signature: _________________________________________

Name Printed: _________________________________________

Title: _________________________________________

Date Signed: _________________________________________

E-Mail: _________________________________________

Website: _________________________________________

MINORITY VENDOR CERTIFICATIONS

Please check all that apply:

The Responder represents that it � IS � IS NOT a woman or women-owned business.

The Responder represents that it � IS � IS NOT a minority-owned business.

The Responder represents that it � IS � IS NOT a disadvantaged business enterprise.

The Responder represents and warrants that the company meets the above and can provide supportive documentation upon request. Any lines left unchecked will be considered as if the “IS NOT” box has been checked.

Authorized Agent Signature Date

Authorized Agent Printed Name

COUNTY OF MUSKEGON

CERT. REGARDING DEBARMENT, SUSPENSION, & OTHER RESPONSIBILITY MATTERS

The prospective participant certifies, to the best of its knowledge and belief, that it and its principals:

1. Are not presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from participation in transactions under federal non-procurement programs by any federal department or agency.

2. Have not, within the three-year period preceding the proposal, had one or more public transactions (federal, state, or local) terminated for cause or default, have ever been on the Prevailing Wage Violator’s Registry or are currently being investigated under current name or any DBA’s, corporate names, subsidiaries or other business entities under which you have operated in the last three years; and

3. Are not presently indicted or otherwise criminally or civilly charged by a government entity (federal, state, or local) and have not, within the three-year period preceding the bid, been convicted or had a civil judgment rendered against it.

A. For the commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public transaction (federal, state, or local) or a procurement contract under such a public transaction.

B. For the violation of federal or state antitrust statutes, including that proscribing price fixing between competitors, the allocation of customers between competitors, or bid rigging, or

C. For the commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property.

I understand that a false statement on this certification may be grounds for the rejection of this proposal or the termination of the award. In addition, under 18 U.S.C. § 1001, a false statement may result in a fine of up to $10,000 or imprisonment for up to five years, or both.

Name/Title of Authorized Representative Name of Participant Agency or Firm

Signature of Authorized Representative Date

□ I am unable to certify to the above statement. Attached is my explanation.

NON-DISCRIMINATION STATEMENT

Responder Name:

Project Name: Financial Advisor

Project #: 24-2543

The Respondent’s signature indicates that respondent agrees that no individual shall, on the grounds of race, creed, age, color, national origin or ancestry, religion, sex, marital status or handicap be excluded from participation, be denied the benefit of, or be otherwise subjected to discrimination under any program or activity provided by this respondent.

Respondent further agrees that every subcontract entered into for the performance of this contract will contain a provision prohibiting discrimination against minority, women and handicapper owned businesses in subcontracting, and making discrimination a material breach of contract.

Authorized Signature Date

Note: Failure to submit the signed statement as part of the proposal will be cause for rejection of the proposal.

ADDENDA SUMMARY

If the County of Muskegon finds it necessary to post revisions, clarifications or additional information in regards to 24-2543 they will be posted to https://www.bidnetdirect.com/mitn/muskegon-county. The County is not bound by any oral representations, clarifications, or changes made in the RFP by the County or its agents, unless such clarifications or change is provided in written addendum from the County of Muskegon Procurement Office.

Please initial below acknowledging receipt of any addenda (give number and date of each). If none were received, please indicate this as well.

Addendum Number Addendum Date Initials

Company Name: ___________________________________

Printed Name: ___________________________________

Signature: ___________________________________

NOTE: Failure to acknowledge all issued Addenda may be cause for rejection of proposal. Go to https://www.bidnetdirect.com/mitn/muskegon-county for Addenda.

REFERENCES/WORK EXPERIENCE

Do not include County of Muskegon personnel. The Responder must furnish at least three (3) references from persons who can attest to the quality of similar prior work performed:

1. Company Name: __________________________________________________

Street Address: __________________________________________________

City/State/Zip Code: __________________________________________________

Contact Person: __________________________________________________

Telephone No.: __________________________________________________

Email Address: __________________________________________________

2. Company Name: __________________________________________________

Contact Person: __________________________________________________

3. Company Name: __________________________________________________

Contact Person: __________________________________________________

NO PROPOSAL RESPONSE FORM

Muskegon County Procurement Office 1903 Marquette Avenue, Suite A106 Muskegon, MI 49442 Bids@co.muskegon.mi.us

We would appreciate you completing this form if you do not intend to respond to this request.

Proposal: 24-2543 Name: Financial Advisor

Response

1. Specifications are too tight, i.e., geared toward one (1) brand or manufacturer only

(explain below). __________

2. Specifications are unclear (explain below). __________

3. We are unable to meet specifications. __________

4. Insufficient time to respond. __________

5. Our schedule would not permit us to perform within the required time. __________

6. We are unable to meet bond requirements. __________

7. We are unable to meet insurance requirements. __________

8. We do not offer this product or service. __________

9. Other (explain below). __________

REMARKS:

Company Name: ______________________________________________________________________

Signature: _________________________________ Printed Name: _____________________________

Title: _____________________________________ Date: ____________________________________

PROPOSAL SUMMARY

All costs (including labor, tools, equipment, materials, shipping, handling and all other costs) must be included in the total price. If there are any rebates or special qualifying programs please indicate their value and what must be done to qualify. The pricing information provided must be complete this includes any additional taxes, surcharges or other fees that may be passed on to the County on the invoices. The minimum time this proposal will be in force is 90 days.

Base Fee $_______________________________

Plus fee per $1,000 of par $________________________________

Provide fee structure for delinquent tax anticipation notes, competitive bond issues and negotiated bond issues if they vary, including tiers if applicable. For additional services not included in this fee structure, provide a list of those services and fees or standard hourly rates.

The County has historically issued $12 million in delinquent tax anticipation notes annually. Additional bonds have been issued based on an as-needed basis, averaging one bond issue per year over the last three (3) years.

Company Name: ________________________________________

Signature: _____________________________________________

Printed Name: __________________________________________

PROPOSAL SPECIFICATIONS

If there are any questions regarding the following specifications, please contact the Procurement Office at the Bidnet Hub website at: https://www.bidnetdirect.com/mitn/muskegon-county

Note: The County of Muskegon reserves the right to weigh each specification as to its importance to the needs of the department.

Muskegon County Administration Financial Advisor

I. PURPOSE

Muskegon County is seeking proposals from qualified independent financial advisory firms interested in serving the County as financial advisor. The term of the contract with the selected firm will be for a period of five (5) years, commencing upon execution of a contract by the Board of County Commissioners.

II. BACKGROUND

The County’s legislative body is a seven (7) member Board of Commissioners who are elected for two-year terms on a district basis determined by population, representing all geographical areas within the County. The Commissioners elect a Chairperson and a Vice Chairperson from within their ranks. The administration of the County is vested in a County Administrator who is the chief administrative official of the County.

The County has approximately 1,500 employees located in multiple buildings within the County.

The County operates a $303 million budget including Solid Waste, Water and Wastewater facilities as well as an Airport and Transit (bus) system.

A greater understanding of the County’s overall operations and financial condition may be obtained from its most recent audited financial statements for the year ended September 30, 2023. The Muskegon County Audited Financial Report can be found at:

https://www.co.muskegon.mi.us/Archive.aspx?AMID=37

Additional financial information which includes the adopted 2024 Budget can be found at:

https://www.co.muskegon.mi.us/1835/Fiscal-Year-2024-Adopted-Budget

The County currently maintains an AA rating from Standard and Poors.

III. SCOPE OF SERVICES

The selected Financial Advisor will be required to perform the following services to achieve the financial goals of the County:

1. Analyze and make recommendations regarding the size, structure and other specific terms of debt financings. Present information regarding methods of sale, including competitive public sales and privately negotiated options.

2. Evaluate the projected cash flow from any revenue source that may constitute security for a debt financing.

3. Prepare a plan of finance and financing schedule for each debt financing.

4. Prepare all necessary cash flow and debt service schedules.

5. Participate in working group meetings and, if requested by the County, attend necessary board meetings relative to the development of the plan of finance and sale of the bonds.

IV.

6. Assist the County in the selection of an underwriter (if applicable), paying agent, official statement printer and other professionals, as agreed upon.

7. Assist the County in the preparation of an Official Statement with respect to the Bonds.

8. Assist the County in the preparation of presentations to rating agencies and bond insurers.

Provide recommendations as to ways the County could enhance its credit rating. Assist in negotiations with bond insurers, if applicable.

9. Manage the competitive or negotiated sale process. In the case of a competitive sale, analyze the bids received, identify the most favorable bid and make a written recommendation as to the award of the bid. In the case of a negotiated sale, assist the county in negotiating appropriate terms, reviewing spreads, comparing deals and analyzing market levels, and make a written recommendation to the County as to the acceptability of the negotiated terms.

10.P repare all necessary applications to the Michigan Department of Treasury in connection with the issuance of debt financings.

11.A nalyze and provide recommendations as to the potential of any refinancing opportunities that may exist based on the County’s current outstanding debt.

12.P rovide independent advice to the County in the planning, structuring, sale and issuance of debt financings.

Start Date:

1. The term of the contract is anticipated to begin on or about June 1, 2024 or as soon thereafter as agreed upon by the successful vendor and Muskegon County.

Length of Contract:

1. The county anticipates a five-year contract.SUBMITTAL REQUIREMENTS

Each firm’s response to the following questions will assist the County in evaluating the firm’s experience and qualifications and ability to provide the services described in Part III of this Request for Proposal “RFP”.

Respondents must develop and submit a complete and accurate response to this Request for Proposal. Proposals must be structured to answer the questions contained in this section. Please limit your overall response to ten (10) pages, excluding appendices and cover letter of up to two

(2) pages, which may provide an executive summary of the proposal.

The following are the contents that all responses must include: all the listed criteria should be addressed completely and should follow, as closely as possible, the order and format in which it is listed below. These categories and criteria will be major considerations in the evaluation and determination of the most qualified and capable firm. Note: The sequence of the listing is not intended to reflect relative weight of each category.

1. Firm Profile and Principal Contacts

a. Provide a brief profile of the firm, including a description of the firm’s business, location and length of practice in the municipal financial advisory field. Include information on the firm’s technical and analytical capabilities.

b. State the full name, mailing address, telephone number, and email addresses of the primary contact person from your firm and of the principal author of this submission.

Identify the professional members of the firm who will be assigned on a full-time priority basis to the financing described in the RFP. Provide brief resumes for each, and explain the responsibilities that each would assume relating to the financing transaction described in this RFP. (These resumes may be included as an appendix and are not subject to the page limitation described above.)

c. If the intent is to use the services of any other investment banking, brokerage, financial advisory, specialty firms, or other professionals in the context of this engagement, please list the names and affiliation of any such individuals or firms, state the services to be provided by such firms or individuals, and provide details regarding any such arrangements.

2. Qualifications and Experience

a. Describe the firm’s capability and experience in providing the financial advisory services described in Part III of this RFP. Please identify any services described in Part II of this RFP that the firm will not provide in connection with the issuance of the Bonds, or that the firm intends to provide through the services of any other investment banking, brokerage, financial advisory firm or other professionals. In addition, please provide a description of any other services that the firm provides, not identified in Part III of this

RFP.

b. Provide a list of Michigan County, City, Village and Township bond issues for which the firm has acted as independent financial advisor since January 1, 2019, including the par amount of each issue. (This list may be included as an appendix and is not subject to the page limitation described above.)

c. Provide a list of three (3) client references for which your firm has provided independent financial advisory services similar to those described in those described in this RFP.

Include the name, title, address, phone number and email address for each reference.

3. Litigation and Investigation and Conflicts of Interest

a. State whether there are currently any investigations by the Securities and Exchange Commission, the Municipal Securities Rulemaking Board or any other regulatory body or court, or pertinent litigation, regarding the conduct of your firm or its management.

Please further state whether there have been any such investigations or litigation regarding the conduct of your firm or its management in the past three (3) years.

b. Describe any existing or potential conflicts of interest your firm might have in the course of the service as financial advisor to the County. Please describe the nature of any such conflict.

4. Insurance

State whether the firm carries professional liability insurance. If such insurance is carried by the firm, include proof of such insurance, indicating the amount and type of coverage, as an appendix to your response (such appendix is not subject to the page limitation described above).

5. Professional Fees

Present the firm’s fee structure for debt financings for all services described in this RFP and a statement of any costs or expenses not covered within the proposed fee structure.

If the fee is based upon the principal amount of bonds to be issued, please indicate any differences in the firm’s fee structure based on the chosen method of sale of the bonds (i.e., competitive or negotiated sale). The County may request additional services as needed during the term of the contract. The proposal should include the firm’s standard hourly rates for services.

V. EVALUATION CRITERIA

A review of the proposals will be made by an evaluation committee based on the consideration of which Contractor proves to be the most qualified to perform the services outlined in this Request for Proposals. Factors to be considered in making the recommendation to the Board of Commissioners shall be as follows:

1. Qualifications and experience of the organization and employees

2. Firm’s understanding of the specifications and ability to perform the services as required

3. Resources currently available to provide services

4. Adherence to the specifications in this RFP

5. Cost

6. References

PROPOSAL CONDITIONS/INSTRUCTIONS TO RESPONDERS

These conditions are an integral part of the request for proposals and the Responder must comply with them.

1. Proposal Submittals

Responder must submit proposals on these forms as requested. Proposals may be submitted electronically through the Bidnet site.

Proposals may also be submitted in a physical package, please call 231-724-6281 to make appointment for delivery/drop-off.

For electronic submittal, proposals may be submitted at the Bidnet site only. Proposal offers sent by other electronic devices are NOT acceptable and will be rejected upon receipt.

A. Responses submitted electronically will be submitted through the online Bidnet Portal at:

https://www.bidnetdirect.com/mitn/muskegon-county. Electronic submissions by other methods will not be accepted. Preferred viewing browsers are Internet Explorer 11, Microsoft Edge, Google Chrome, or Mozilla Firefox. JavaScript must be enabled.

B. Submission materials should be prepared in the file formats listed under Requested Information for this opportunity in the Bidnet Portal. The maximum upload file size is 1000 MB. Documents should not be embedded with uploaded files, as the embedded files will not be accessible or evaluated.

2. Invoices and Payment Terms Invoices are to be mailed to the County department on the resulting purchase order. All invoices must include the purchase order number. Failure to comply may result in delayed payments. The County payment terms are Net 30 days unless a cash discount is allowed for payments within not less than fifteen (15) days. The payment term shall begin on the date the service/product is accepted by the County and the correct invoice is received in the office specified on the purchase order.

3. Specification Inquiries / Proposal Procedure Inquiries

The sole point of contact concerning the Request for Proposal (RFP) is the Muskegon County Procurement Office at the Bidnet portal at: https://www.bidnetdirect.com/mitn/muskegon-county.

Contacting any other personnel, agent, consultant or representative is Non-Binding and may result in disqualification.

To contact the County of Muskegon or ask questions in relation to this RFP, respondents must register with the Muskegon County’s public purchasing portal at https://www.bidnetdirect.com/mitn/muskegon-county (the “Portal”) and initiate the communication electronically through the Opportunity Q&A. The Organization will not accept any respondent’s communications by any other means, except as specifically stated in this RFP.

Questions must be submitted no later than the time and date specified on the cover of this document. In the interest of transparency, only written questions will be accepted. Answers to questions will be posted on https://www.bidnetdirect.com/mitn/muskegon-county

4. Response Preparation.

Responders must follow the instructions and provide a complete response to all specifications.

Responder should include its company name in the header of all response documents. All cost associated with the submittal and preparation shall be borne by the respondent. This solicitation does not require the County to offer a contract.

5. Clarification Request If the County determines, after the deadline to submit proposals, that a responder’s proposal is not clear, the County reserves the right to issue a request (‘Clarification Request”) to a responder to clarify its proposal. Failure to respond to a Clarification Request may be cause for disqualification.

6. Reservations The County reserves the right to discontinue the RFP process at any time for any reason. The issuance of an RFP, your preparation and submission of a proposal and the County’s subsequent receipt and evaluation of your proposal does not commit the County to award a Contract to you or anyone, even if all the requirements in the RFP are met.

7. Award

The award of a County contract will be made to the responsive and responsible responder who offers the best value to the County. The following criteria may be considered by the County in selecting the best value: a) Ability to perform the service required within the specified time; b) Conformance to specifications; c) The quality of the performance in previous contracts; d) Financial ability to perform the contract; e) Item pricing; f) responder references.

8. Vendor/Respondent Complaints or Protests The County of Muskegon has established administrative procedures for handling vendors complaints in a fair and timely manner. Vendors should observe the following steps in order to file complaints:

Step 1 The vendor must contact the Director of Finance within seven (7) days of the incident about which he or she has a complaint. The Director of Finance will reply verbally or in writing to the vendor after discussion with the County Administrator.

Step 2 If the vendor is dissatisfied with the Director of Finance’s reply, an appeal must be made in writing within seven (7) days to the Muskegon County Board of Commissioners.

9. Freedom of Information Act Proposals will be available for public inspection after the award announcement, except to the extent that a respondent designates trade secrets or other proprietary data to be confidential. Material designated as confidential must be readily separable from the remainder of the proposal to facilitate public inspection of the non-confidential portion of the proposal. A respondent’s designation of material as confidential will not necessarily be conclusive and the respondent may be required to provide justification why such material should not be disclosed, on request, under the Michigan Freedom of Information Act.

10. Rights to Information Contained in Proposals All Proposals will be considered the property of Muskegon County.

11. Responder Samples, Brochures and Literature

Include brochures, literatures and samples if available. Samples of items when required, must be furnished free of expense to the County and upon request, be returned to the Responder at the Responder’s expense. Samples of selected items may be retained for comparison purposes.

12. Commission Privilege

The Board of Commissioners reserves the right to accept or reject any or all proposals, reserves all rights granted to it by law, reserves the right to waive formalities and to take such action, as it deems necessary in the best interest of the County of Muskegon.

13. Legal Requirements

Federal, State, County and local ordinances, rules and regulations, and policies shall govern development, submittal and evaluation of proposals and disputer about proposals. Lack of knowledge by a Responder about applicable law is not a defense.

14. Forum Selection Any litigation regarding the agreement or its contents shall be filed in the County of Muskegon, if in a State Court, or in the United States District Court of the Western District of Michigan, if in Federal Court.

15. Execution of Counterparts

The agreement may be executed in any number of counterparts and each such counterparts shall for all purposes be deemed to be an original; and all such counterparts, or as many of them as the parties shall preserve undestroyed; shall together constitute one and the same instrument.

16. Entire Agreement

The final agreement may be altered, amended or modified only by an instrument in writing, executed by the parties to the agreement and by no other means. Each party waives their future right to claim, contest or assert that the agreement was modified, canceled, superseded or changed by any oral agreements, course of conduct, waivers or estoppels.

17. Respondent/Offeror Representation

Each respondent/offeror must sign the proposal with his/her usual signature and shall give his/her full business address on the form provided in this Request for Proposals.

Proposals by partnership shall be signed with the partnership name by one of the members or by an authorized representative. Proposals by corporations shall be signed with the name of the corporation followed by the signature and designation of the president, secretary or other person authorized to bind it in the matter.

18. Subcontracting No portion of this proposal may be subcontracted without the prior written approval by the County. It may be in the best interest of the awardee to subcontract some parts of any given job; however, the successful Respondent will be held responsible by the County for the quality, delivery and all terms and conditions of this proposal.

19. Assignment

Any purchase order awarded shall not be assignable by the successful Respondent without the express written approval of the County and shall not become an asset in any bankruptcy, receivership or guardianship proceedings.

20. Civil Rights

A. The responder assures that in accordance with Title VII of the Civil Rights Act of 1964 (42U.S.C.

2000 et seq.); Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. 794); Title IX of the Education Amendment of 1972, as amended (20 U.S.C. 1681-1683 and 1685-1686); the Age Discrimination Act of 1975, as amended (42 U.S.C. 6101 et seq.); the Regulations issued thereunder (45 CFR Parts 80, 84, 86, and 91); the Michigan Persons with Disabilities Civil Rights Act 220 of 1976, as amended; the Handicapper Business Opportunity Act, Public Act 112 of 1988 (MCL 450.791-45.795); the Qualified Service-Disabled Veteran-Owned Preference, Public Act 91 of 2005 and 133 of 2008 (MCL 18.261); the Americans with Disabilities Act, Public Law 101-336 of 1990 and the ADA Amendments Act public Law 110-325, and the Michigan Elliot-Larsen Civil Rights Act 453 of 1976 that no individual shall, on the grounds of membership in a protected class be excluded from participation, be denied the benefit of, or be otherwise subjected to discrimination under any program or activity provided by this responder.

Assurance is given to the County that good faith efforts will be made to identify and encourage the participation of minority, women, handicapper and disadvantaged business enterprises in contract solicitations. The responder shall incorporate language in all contract awards: 1) prohibiting discrimination against minority, women, handicapper and disadvantaged businesses in subcontracting; and 2) making discrimination a material breach of contract.

B. The responder assures that it meets the requirements of the Drug Free Workplace Act of 1988, 34

CFR Part 85, Sub-Part F.

C. The County of Muskegon operates on an equal opportunity basis in its bidding policy (Title VII of Civil Rights Act of 1964, Equal Opportunity Clause, Executive Order 11246, Chapter 60, Sub-Part A, 60-I.4, Revised Order No. 4). Bidding is open to all interested parties, in compliance with national, state and local laws.

21. Alternates & Deviations

Specifications referred to herein are used to indicate the desired type, and/or construction, and/or operation. An alternate may be offered if deviations from specifications are minor and if all deviations are properly outlined on a separate sheet. Failure to outline all deviations may be grounds for rejection of your proposal. Alternates must be placed on a separate sheet.

The decision of the County of Muskegon, acting through the Director of Finance or their authorized representative, shall be final as to what constitutes acceptable deviations from specifications.

22. Michigan Iran Economic Sanctions Act, 2012 P.A. 517 Pursuant to the Michigan Iran Economic Sanctions Act, 2012 P.A. 517, by submitting a bid, proposal or response, Respondent certifies, under civil penalty for false certification, that it is fully eligible to do so under law and that it is not an “Iran linked business,” as that term is defined in the Act.

23. Responder Arrears

No proposal shall be accepted from and no contract will be awarded to any person, firm or corporation that is in arrears to the County upon debt or contract that is a defaulter, as surety or otherwise, upon any obligation to the County, or that is deemed irresponsible or unreliable by the County. If requested, respondents/offerors shall be required to submit satisfactory evidence that they have a practical knowledge of the particular supply/service bid and that they have the necessary financial resources to provide the proposed supply/service as described in the Specifications.

being used.

24. Errors/Omissions/Discrepancies

Any errors, omissions or discrepancies in the specifications discovered by a prospective successful Responder and/or service provider shall be brought to the attention of the Director of Finance as soon after discovery as possible. Further, the successful Responder and/or services provider shall not be allowed to take advantage of errors, omissions or discrepancies in the specifications.

25. Solicitation Opening

Solicitations will be opened and the responder names read publicly online via Zoom meeting. A meeting invite is embedded in the cover page of the solicitation or you can request an invite by sending an email to bids@muskegoncounty.net.

26. Proposal Changes

No late proposals will be accepted. Proposals, amendments thereto, or withdrawal requests received after the time advertised for proposal opening will be void regardless of when they were mailed.

27. Purchase Order A purchase order will be issued to the successful Responder after the proposal has been awarded and a contract has been fully executed with a copy presented to the Purchasing Department. The County of Muskegon shall not be responsible for any goods delivered or services performed without a purchase order issued and signed by the Director of Finance or an authorized representative.

28. Accelerated Pay Discounts Accelerated discounts should be so stated on the proposal form. If quick pay discounts are offered, the County reserves the right to include that discount as part of the award criteria. Prices proposed must, however, be based upon payment within thirty (30) days after receipt, inspection and acceptance. In all cases, quick pay discounts will be calculated from the date of the invoice or the date of acceptance, whichever is later.

29. Proposal Results Responders who submitted a proposal and who wish to know the results before the award may visit the Bidnet web site at https://www.bidnetdirect.com/mitn/muskegon-county.

30. Taxes Sales and other taxes: Purchases made directly by the County of Muskegon are generally exempt from sales and other applicable taxes. However, goods and services purchased by a Contractor to be used in the construction, alteration, repair, or improvement of property owned by the County may be taxable to the Contractor and Contractor should contact its tax professional for guidance.

Notwithstanding, the price bid for contracts will be construed to include all applicable taxes and any such applicable taxes shall be paid directly by Contractor.

31. Gender

For the benefit of brevity, when the pronouns “he” or “his”/“she” or “her” are used, it is not intended to denote the gender of any person.

32. Exceptions

The respondent shall furnish a statement on company letterhead giving a complete description of all exceptions to the terms, conditions and specifications. Failure to furnish the statement will mean that the respondent agrees to meet all requirements of the terms, conditions and specifications.

33. Ownership and Use of Documents

A. All documents prepared in connection with the Submittal will become the property of the County whether any project related to this agreement is executed or not.

B. The successful Responder will retain all of its records and supporting documentation relating to this RFP, and not delivered to the County, for a period of three years, except that in the event the successful Responder goes out of business during that period, it will turn over to the County all of its records relating to the project for retention by the County.

34. Termination for Convenience

Muskegon County may terminate a solicitation or contract, in whole or in part, whenever the County determines that such termination is in the best interest of the County, without showing cause, upon giving notice to the successful Responder. Muskegon County does not pay for cost associated with the solicitation process. Muskegon County shall pay all reasonable costs incurred by the successful Responder up to the date of termination. However, in no event shall the successful Responder be paid any amount, which exceeds the price bid for the work performed. The successful Responder will not be reimbursed for any profits, which may have been earned up to the date of termination.

35. Termination for Default

When the successful Responder has not performed or has unsatisfactorily performed the contract or in the event, any of the provisions of the purchase order are violated, the County may serve written notice of its intention to terminate the contract and/or purchase order for default. Upon termination for default, payment will be withheld at the discretion of Muskegon County. Failure on the part of the successful Responder to fulfill the contractual obligations shall be considered just cause for termination of the contract. The successful Responder will be paid for work satisfactorily performed prior to termination less any excess costs incurred by the County in procuring and completing the work.

36. Termination Due to Unavailability of Funds in Succeeding Fiscal Years When funds are not appropriated or otherwise made available to support continuation of performance in a subsequent fiscal year, the contract shall be canceled and the successful Responder shall be reimbursed for a reasonable value of any non-recurring costs incurred, but not amortized in the price of the supplies or services delivered under the contract.

37. Rights and Remedies of County for Default

If any item furnished by the successful Responder fails to conform to specifications, or to the sample submitted by the successful Responder, the County may reject it. Upon rejection, the successful Responder must promptly reclaim and remove such item without expense to the County, and shall immediately replace all such rejected items with others conforming to such specification and samples.

If the successful Responder fails to do so, the County has the right to purchase in the open market a corresponding quantity of any such items and to deduct from any monies due the successful Responder the difference between the prices named in the purchase order and the actual cost to the County. If the successful Responder fails to make prompt delivery of any item, the County has the right to purchase such item in the open market and to deduct from any monies due the successful Responder the difference between the prices named in the purchase order and the actual replacement cost to the County. The rights and remedies of the County identified above are in addition to any other rights and remedies provided by law or under the contract.

38. Avoidance of Conflict of Interest and Confidentiality

The successful Responder may provide consultation services to other government organizations in Michigan and elsewhere. In order to preserve the trust and confidence of their client, the successful Responder must adhere to a set of principles that enables them to perform their work in a manner that is free of real or perceived conflicts of interests. These principles are as follows:

A. The successful Responder will not discuss, distribute or use in any way the data or information acquired in the course of providing services to Muskegon County without prior approval by the County.

B. The successful Responder will not undertake a specific activity, which may be viewed as adverse to the interests of another client without obtaining the agreement of both parties.

C. The successful Responder states that no County officer or employee, nor any business entity in which they have an interest: a) has an interest in the contract awarded; b) has been employed or retained to solicit or aid in the procuring of the resulting contract; c) will be employed in the performance of such contract without immediate disclosure of such fact to the County.

39. Incorporation of Instructions

Proposal conditions/instructions to respondent, specifications/requirements may become part of a contract for this product/service.

40. Debarment

If a respondent is presently debarred, suspended, proposed for debarment, declared ineligible, or otherwise excluded from doing business with any government agency, which prohibits your firm from participating in any procurement, the respondent must provide the County with that information as part of its response to this solicitation. Failure to fully and truthfully provide the information required, may result in the disqualification of your bid from consideration or termination of the purchase order, once awarded.

41. Respondent Registration

Successful Respondent registration, as well as the request for proposal materials, is available on the Bidnet web site at https://www.bidnetdirect.com/mitn/muskegon-county.

42. Proposal Award/Contract Renewal Option The proposal award/contract is for a five-year contract.

INSURANCE REQUIREMENTS

The successful Responder, and any and all of their subcontractors, shall not commence work under this contract until they have obtained the insurance required under this paragraph, and shall keep such insurance in force during the entire life of this contract. All coverage shall be with insurance companies licensed and admitted to do business in the State of Michigan and acceptable to County of Muskegon. The requirements below should not be interpreted to limit the liability of the successful Responder. All deductibles and SIRs are the responsibility of the successful Responder.

The successful Responder shall procure and maintain the following insurance coverage:

1. Worker’s Compensation Insurance, including Employers’ Liability Coverage, in accordance with all applicable statutes of the State of Michigan.

2. Commercial General Liability Insurance on an “Occurrence Basis” with limits of liability not less than $1,000,000 per occurrence and aggregate. Coverage shall include, but not limited to, the following extensions: (A) Contractual Liability; (B) Products and Completed Operations; (C) Independent Contractors Coverage; (D) Broad Form General Liability Extensions or equivalent, if not already included ; (E) Deletion of all Explosion, Collapse, and Underground (XCU) Exclusions, if applicable.

3. Automobile Liability, including Michigan No-Fault Coverages, with limits of liability not less than

$1,000,000 per occurrence combined single limit for Bodily Injury, and Property Damage.

Coverage shall include all owned vehicles, all non-owned vehicles, and all hired vehicles.

4. Commercial General Liability and Automobile Liability Required liability limits may be obtained by using an Excess/Umbrella Liability policy in addition to the primary liability policy(ies). If coverage limits are satisfied by an Excess and/or Umbrella policy, coverage must follow form of the primary liability policy(ies), including but not limited to additional insured and primary/non-contributory coverage.

5. Additional Insured: Commercial General Liability Insurance shall include an endorsement stating the following shall be Additional Insureds: The County of Muskegon, all elected and appointed officials, all employees and volunteers, agents, all boards, commissions, and/or authorities and board members, including employees and volunteers thereof. It is understood and agreed by naming the County of Muskegon as additional insured, coverage afforded is considered to be primary and any other insurance the County of Muskegon may have in effect shall be considered secondary and/or excess.

6. Professional Liability insurance in an amount not less than $1,000,000 per occurrence and aggregate. If this policy is claims made form, then the successful Responder shall be required to keep the policy in force, or purchase “tail” coverage, for a minimum of 3 years after the termination of this contract.

7. Cancellation Notice: Policies, as described above, shall be endorsed to state the following: It is understood and agreed Thirty (30) days, Ten (10) days for non-payment of premium, Advance Written Notice of Cancellation or Non-Renewal shall be sent to the Certificate Holder: (County of Muskegon, Attention: Procurement, 1903 Marquette Avenue, Suite A106, Muskegon, Michigan 49442).

8. Proof of Insurance Coverage: The successful Responder shall provide the County of Muskegon at the time the contracts are returned by him/her for execution a Certificate of Insurance as well as the required endorsements. In lieu of required endorsements, if applicable, a copy of the policy sections where coverage is provided for additional insured and cancellation notice would be acceptable. Copies or certified copies of all policies mentioned above shall be furnished, if so requested.

9. If any of the above coverages expire during the term of this contract, the successful Responder shall deliver renewal certificates, endorsements, and/or policies to County of Muskegon at least ten

(10) days prior to the expiration date.

10. HOLD HARMLESS AGREEMENT: All contracts must contain the following Hold Harmless

Agreement:

To the fullest extent permitted by law, the successful Responder shall defend, indemnify, and hold harmless the County, its subsidiaries, departments, divisions, and agencies and their respective officials, officers, directors, employees, and agents from and against any and all liability, litigation, causes of action, and claims, by whomsoever brought or alleged, and regardless of the legal theories upon which based, and from and against all losses, costs, expenses, and fees and expenses of attorneys and expert witnesses resulting therefrom on account of, relating to, or arising out of bodily injury to or death of any person or on account of damage to property, including loss of use thereof, arising or allegedly arising out of or resulting from the work; provided, however, that in compliance with MCL 691.991, the successful Responder has no obligation to defend or indemnify the County or any other party for any amount greater than the degree of fault of the successful Responder. The successful Responder will include a similar provision in favor of the County in all subcontracts. The foregoing indemnity of the County shall include, but is not limited to, claims alleging or involving the negligence of the successful Responder, its subcontractors, or the joint negligence of the successful Responder, its subcontractors, and/or the County, but shall not extend to liability found by way of final judgment to have resulted from the sole negligence of the County or as limited by MCL 691.991.