274-TM-5-24_Sidewalk_Panel.pdf

CITY OF RALEIGH

SIDEWALK PANEL & SIDEWALK RAMP REPLACE CONTRACT

274-TM-5-24

DATE OF ADVERTISING:

DATE OF PRE-BID CONFERENCE:

DATE QUESTIONS DUE

DATE OF RESPONSES BY THE CITY

DATE OF BID OPENING:

April 16, 2024

May 9, 2024 10:00 a.m.

May 14, 2024 5:00 p.m.

May 17, 2024

May 30, 2024 2:00 p.m.

NAME OF BIDDER:

ADDRESS:

NC GC LICENSE NO.:

BID DEPOSIT 5%: (Must be submitted with your bid package in a separate sealed envelope)

TOTAL BID:

MWBE PERCENTAGE:

CONTRACTOR SIGNATURE:

Sidewalk Panel & Sidewalk Ramp Replace Contract 274-TM-5-24

TABLE OF CONTENTS

I. ADVERTISEMENT

II. BID

III. BID BOND

IV. INSTRUCTIONS TO CONTRACTORS

V. CONTRACT

VI. NON DISCRIMINATION AGREEMENT

VII. MINORITY DOCUMENTATION FORMS

VIII. PERFORMANCE BOND

IX. PAYMENT BOND

X. PROCEDURE FOR REPORTING SALES TAX

XI. FINAL PAYMENT AFFIDAVIT

XII. SCHEDULE OF PRICES

XIII. GENERAL CONDITIONS

XIV. STANDARD GENERAL PROVISIONS

XV. PROJECT SPECIAL PROVISIONS

3-5

XVI. APPENDIX 82

ADVERTISEMENT FOR BIDS

CITY OF RALEIGH PROJECT NO. 274-TM-5-24

SIDEWALK PANEL & SIDEWALK RAMP REPLACE

CONTRACT

Pursuant to the General Statues of North Carolina, Section 143-128 et. seq, sealed bids are invited and will be received by the City of Raleigh at the Transportation Field Services Office until 2:00 p.m.

May 30, 2024 at which time there will be a bid opening at 3228 Spottswood St, Raleigh N.C. 27615, the sealed bids will be publicly opened for construction consisting of furnishing and installing the following:

The removal and replacement of various lengths and widths of concrete sidewalk sections and various sidewalk curb ramps throughout the City of Raleigh. Estimated locations have been provided in the appendix of this contract. Locations may be added or deleted by the City as deemed necessary. For additional information, contact Daniel Callahan 919-996-2354

A Mandatory Pre-Bid Conference for all contractors, sub-contractors, minority and woman owned businesses will be held at 10:00 a.m. on May 9, 2024 at 3228 Spottswood St, Raleigh NC (Transportation Field Services – NERO Facility). Prospective bidders should contact Ben Griffin at the following email should there be any questions concerning the pre bid meeting.

Benjamin.Griffin@raleighnc.gov or at 919-996-6903

In review of the Bid, Vendors may have questions to clarify or interpret the bid to submit the best bid possible. To accommodate the bid questions process, Vendors shall submit any such questions by January 11, 2024 by 5:00 p.m. The City will not entertain any further questions after the question deadline. Send your questions via email to Daniel.Callahan@raleighnc.gov with the bid number in the subject line of your email. The City will answer all questions in addenda to the bid and post on the IPS website.

No proposal will be considered or accepted unless at the time of its filing, the same shall be accompanied by a cash deposit, cashier’s check, or certified check on a bank or trust company insured by the FDIC and authorized to do business in North Carolina in an amount equal to five percent (5%) of the proposal. In the alternative, a five percent (5%) bid bond issued by a corporate surety licensed by the State of North Carolina may be filed with the proposal.

Bidders must be properly licensed under Chapter 87 of the General Statutes of North Carolina as “Unclassified” or “Highway” and must comply with nondiscrimination provisions. The City is an equal opportunity Municipality/Owner and invites small and minority contractors to bid. The City Manager reserves the right to reject any or all bids.

This the 16th day of April 2024.

THE CITY OF RALEIGH

Marchell Adams-David, CITY MANAGER Paul Kallam, TRANSPORTATION DIRECTOR mailto:Benjamin.Griffin@raleighnc.gov mailto:Daniel.Callahan@raleighnc.gov

BID FORM

BID FOR THE CONSTRUCTION OF PROJECT NO. 274-TM-5-24

IN THE CITY OF RALEIGH, NORTH CAROLINA

DATE:

CITY MANAGER

CITY OF RALEIGH

RALEIGH, NORTH CAROLINA

Ladies and Gentlemen:

The undersigned bidder has carefully examined the Form of Contract, the Form of Contract Bonds, the General Conditions, the Special Conditions, the Plans and Specifications, all of which are acknowledged to be a part of the bid, and the Bid Form; and he has also carefully examined the site of the proposed work. The undersigned bidder agrees to bind himself on award to him by the City Manager of the City of Raleigh under this bid, to execute within ten (10) days, in accordance with such award, a Contract with necessary surety bonds, of which Contract this bid and the plans and specifications shall be a part, to provide all necessary machinery, tools, labor, and other means of construction, and to do all the work and to furnish all materials, except as otherwise noted, necessary to perform and complete the said project within the time limit specified below.

In addition to all other agreements and assurances, the undersigned bidder understands and hereby agrees as follows:

(1) If this Contract is awarded to him he must, upon completion of this Contract, or at any other time requested, furnish to the City of Raleigh an accurate itemized statement of North Carolina Sales Tax paid on materials, supplies, equipment and any other items charged to this Contract, and otherwise fully comply with the “Procedure for Reporting North Carolina Sales Tax Expenditures”, attached.

(2) The bidder further agrees to begin work within 10 calendar days from date of Contract Notice to Proceed.

(3) The bidder represents and agrees to complete the entire project by advertised completion date following notice to proceed.

Submitted this day of , 2024 .

Name of bidder:

Address:

ADDITIONAL BIDDER’S CERTIFICATION

Acceptance of Terms

In submitting this Bid, the undersigned agrees that this bid will remain in effect for a period of 120 days following the opening of the Bids, that the undersigned agrees to enter into a Contract with the Owner, if awarded, on the basis of this Bid, and that the undersigned agrees to complete the work in accordance with the Contract Documents.

Non-Collusion in Bidding

The Bidder specifically agrees to abide by all applicable provisions of Article 3 of Chapter 133 of the North Carolina General Statutes. By submission of this Bid, each Bidder and each person signing on behalf of any Bidder certifies, and in case of a joint Bid each party thereto certifies as to its own organization, under penalty of perjury, that to the best of knowledge and belief:

(1) The prices in this Bid have been arrived at independently without collusion, consultation, communication, or agreement, for the purpose of restricting competition, as to any matter relating to such prices with any other Bidder or with any competitor;

(2) Unless otherwise required by Law, the prices quoted in the Bid have not been knowingly disclosed by the Bidder and will not knowingly be disclosed by the Bidder prior to opening, directly or indirectly, to any other Bidder or to any competitor; and

(3) No attempt has been made or will be made by the Bidder to induce any other person, partnership, or corporation to submit or not to submit a Bid for the purpose of restricting competition.

Type of Business

The undersigned hereby represents that it is a (corporation, partnership, an individual or limited liability company). If a corporation, the undersigned further represents that it is duly qualified as a corporation under the Laws of the State of North Carolina and it is authorized to do business in this State.

Firm Name Date

Authorized Signature

Sidewalk Panel & Sidewalk Ramp Replace Contract Title Name of Project

Address of Firm

BID BOND FORM

NORTH CAROLINA BID BOND

KNOW ALL MEN BY THESE PRESENTS, THAT WE

as PRINCIPAL, and as SURETY, who is duly licensed to act as corporate surety in North Carolina, are held and firmly bound unto the City of Raleigh, North Carolina, a municipal corporation, as Obligee, in the penal sum Dollars, as 5% Bid Bond, lawful money of the United States of America, for the payment of which well and truly to be made, we bind ourselves, our heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents.

SIGNED, sealed and dated this day of , 2024. The condition of this obligation is such, that whereas, the said Principal is herewith submitting the attached bid for the Sidewalk Replacement Project and the Principal desires to file this bid bond in lieu of making the cash deposit as required by G.S. 143-129, as amended.

NOW, THEREFORE, THE CONDITION OF THE ABOVE OBLIGATION is such, that if the Principal shall be awarded the Contract for which the bid is submitted and shall execute the Contract and give bonds for the faithful performance thereof, and the payment of all sums due for labor and materials, within ten days after the award of same to the Principal, then this obligation shall be null and void; but if the Principal fails to so execute such Contract and give bonds as required by G.S. 143-29, as amended, the Surety shall, upon demand, forthwith pay to the Obligee the amount set forth in the first paragraph hereof.

Power of Attorney from the Surety to its Attorney-in-Fact is attached hereto.

IN WITNESS WHEREOF, the above bound parties have executed this instrument under their several seals on the date indicated above, the name and corporate seal of each corporate party being hereto affixed and these presents duly signed by its undersigned representative, pursuant to authority of its governing body.

(IF APPLICABLE)

ATTEST:

By:

Name of Principal

By: Indicate Capacity(Indicate Capacity) (AFFIX

CORPORATE SEAL IF APPLICABLE)

Name of Corporate Surety

By:

(ATTACH POWER OF ATTORNEY) Attorney-in-Fact

INSTRUCTIONS TO CONTRACTORS AND REQUIREMENTS

AS TO FORM FOR CITY OF RALEIGH CONTRACTS

DO NOT REMOVE FROM CONTRACT

Please observe the following in executing the attached Contract:

1. The City may contract with various categories of legal entities; and the legal requirements for proper execution (signing, witnessing, etc.) differ as to each.

(A) If the Contract is with an individual, that individual should sign the agreement exactly as his name is set out.

(B) Execution on behalf of a corporation, authorized corporate officer must sign, with 2nd officer signing to attest (which is 2nd officer’s verification of authority and signature authenticity), plus corporate seal affixed. The following are corporate officers allowed to sign for the corporation: president; vice-president; chairman; CEO; CFO; and Treasurer.

The following officers are typically authorized to attest: secretary; vice president, trust officer; clerk to board; cashier (only for banks); and their assistants or deputies.

A sole corporate officer may sign, accompanied with a notary’s acknowledgement, using the corporate acknowledgement form.

(C) If the agreement is with a partnership (General Partnership or Limited Partnership), a general partner must sign and his/her/its signature must be notarized.

(D) LLC “Manager” or “managing member” must sign with proper notary acknowledgement.

2. After signing the Contract, the appropriate notary’s acknowledgement, either in the corporate form or individual/partnership form should be completed.

3. The Performance and Payment Bonds should be attached to the Contract package. Bonds are required by law on construction and repair contracts subject to formal bidding requirements (N.C.G.S. § 143-129 et seq. -- $300,000.00 for construction). They should be signed by the contractor, and his signature should be acknowledged with the appropriate acknowledgement form. Next, the bonds, in approved form, must be signed by the authorized agent of the Surety Company issuing the bonds, and an executed Power of Attorney document authorizing the agent to sign must accompany the bond documents. Bonds should not be dated. Bonds will be dated on or after the Contract date by the City. (Performance and Payment Bonds are not to be included in your bid)

4. The instrument should not be dated, except by the last person executing the Contract, normally the City Clerk.

5. Non-discrimination provisions should be included with the Contract, as should applicable Certificates of Insurance with proper and timely coverage indicated.

6. All modifications or deletions should be initialed or signed by representatives of both the Contractor and the City.

Rev.03/30/23

7. Three (3) original copies of the Contract are sent to the Contractor for execution.

These three originals should be signed and returned to the City of Raleigh for final execution, after which one

(1) copy will be returned to the Contractor.

8. The minority business firm listing is to be completed and submitted as part of the Bid.

Additional pages may be added as needed. All backup information related to solicitation of minority participation shall be copied and submitted with the Bid.

Affidavit A and B must be submitted with your bid.

Rev.10/21/2021

NORTH CAROLINA

WAKE COUNTY

CONTRACT FOR CONSTRUCTION/REPAIR

THIS CONTRACT (the “Contract”) is entered into by and between [Keywords], hereinafter referred to as the “Contractor”, and the City of Raleigh, a North Carolina municipal corporation, hereinafter referred to as the “City” for the project entitled: .

And for the not to exceed total Contract Amount of: (in written word and numerals), unless changed by a duly authorized amendment or change order.

WITNESSETH:

WHEREAS, the City desires to procure a contractor to perform services; and

WHEREAS, the City has completed necessary steps for retention of construction/repair services under State law and applicable City policies; and

WHEREAS, the City has agreed to engage the Contractor, and the Contractor has agreed to contract with the City, for performance of services as described, and according to the further terms and conditions, set forth herein.

NOW THEREFORE, in consideration of sums to be paid to the Contractor, and other good and valuable consideration, the Contractor and City do contract and agree as follows:

1. Description of Work The Contractor, at its own proper cost and expense and with skill and diligence, shall furnish all labor, tools, materials and equipment and do all things necessary for the proper construction and completion ready for use of the following improvements:

• The complete removal and disposal of damaged sidewalk panels as identified by the City of Raleigh and replacement of those panels within the City of Raleigh areas under its jurisdiction and the complete removal and disposal of specified curb ramps as identified by the City of Raleigh and replacement of those curb ramps within the City of Raleigh areas under its jurisdiction.

• This contract is for sidewalk & specified curb ramp replacement to be performed in accordance with the list of various locations provided by the City or Raleigh in the Appendix.

In strict accordance with and as shown in the specifications, schedules, drawings and other documents set forth herein or incorporated by reference as follows:

• NCDOT Standards and Specifications for Roads and Structures (Latest Edition)

• NCDOT Standard Drawings

• City of Raleigh Public Utilities Handbook

• City of Raleigh Standards and Specifications

• Guidelines for Land Disturbing Activities

• ACI Specifications

• NCDOT QMS Practices for Quality Asphalt Pavements.

• United States Access Board – Public Right of Way Access Guidelines

The Contractor shall further perform in accordance with the directions (not inconsistent therewith) given from time to time during the construction by the project engineer or of such other official, employee, or other agent of the City as the City may designate.

2. General Obligations of the Contractor The Contractor will accept the prices specified in this Contract in full compensation and satisfaction for the performance of this Contract and as consideration of this Contract. The Contractor shall be responsible for all loss and damages of every kind and nature which may arise out of or an account of the performance of the work required by this Contractor, and for all risks of every description connected with the said work; and the Contractor shall be responsible for well and faithfully completing the whole work according to all applicable plans and specifications and the terms and conditions of this Contract.

3. Time of Commencement and Completion The work required by this Contract shall be commenced by the Contractor not later than 10 days after the date of the Contract Notice to Proceed and the entire work shall be completed not later than December 31, 2024. Failure to complete the work by that time will result in damages due to public inconvenience, obstruction and delay to traffic, safety, and other considerations. For each consecutive calendar day in excess of the Contract time specified above, the Contractor shall have withheld monies due it, a sum of $1,000.00 per calendar day. If applicable, liquidated damages will be deducted/adjusted on a monthly basis at the time of the partial payment request, based on the Contractor’s progress in comparison with the approved progress schedule. In the event the Contractor does not complete the Contract within the contract deadline, including any extensions of time for excusable delays as noted in Article 17 of the General Conditions portion of the Contract Documents, the Contractor shall have withheld monies due it based on the above noted procedure. Further, the Contractor shall have withheld monies due it a sum of $1,000.00 for each consecutive calendar day of delay, until the Contract is completed.

4. Workmanship and Quality of Services/Warranties All work under this Contract shall be done and performed to the satisfaction of the project engineer of the City of Raleigh, or of such other official, employee, or agent of the City as may be designated by the City, and such official, employee or agent designated by the City shall in all cases of dispute determine the quantity, quality, acceptability and fitness of the work and materials and of several portions thereof which are to be paid for under this Contract and shall decide and determine all questions which may arise as to the measurements, lines, levels and dimensions of the work and all questions respecting the true construction, interpretation or meaning of the plans and specifications. In case of dispute between the Contractor and the said official, employee, or agent of the City, the decision and determination of the latter shall be taken and shall be final and conclusive.

A. The Contractor, in executing this Contract, warrants that it will be responsible for the maintenance or correction of any work completed under this Contract that may become defective due to faulty workmanship or materials for a period of one (1) year after final acceptance of the work performed.

B. It is understood and agreed by the parties hereto that work done under this Contract shall be subject to all ordinances of the City of Raleigh relating to work done in the public streets or other public property of the City. Particularly reference is made to the provisions of Part 11, Chapter 6 of the Raleigh City Code.

5. Compensation In consideration of the performance of this Contract and the full completion of the work required of the Contractor by the terms and conditions of this Contract, the City agrees to pay to the Contractor the contract amount based on the following:

A. Partial payments will be made to the Contractor by the City NET thirty (30) days after presentation of a true and accurate payment application to the City as certified by the Project Engineer or agent of the City.

B. All invoices must include the following Purchase Order Number____________.

C. Final estimate of the amount due to the Contractor will be made within thirty (30) days after the certified completion and final acceptance of all the work required by the Contract less retainage per Section 6. Payment to the Contractor by the City of the amounts so determined to be due, in accordance with this Contract, shall relieve the City from all claims for work done and materials and equipment furnished under this Contract.

D. It is further mutually agreed between the parties that no estimate or partial payment made under this Contract shall be conclusive evidence of the performance of this Contract, either wholly or in part, and that no such payment shall be construed to be an acceptance of defective work or improper materials.

6. Retainage This section will only apply if this public construction contract pertains to a project in which the total project costs are equal to or greater than one hundred thousand dollars ($100,000.00).

To ensure proper performance of the Contract, the City may retain five percent (5%) of the amount of each approved partial or periodic payment application until the project work is fifty percent (50%) complete, provided that the Contractor continues to perform satisfactorily and any non-conforming work identified in writing prior to that date has been corrected by the Contractor and accepted by the construction manager.

If the City determines the Contractor’s performance is unsatisfactory, the City may reinstate retainage in the amount of five percent (5%) for each subsequent partial or periodic payment application until the Contractor’s performance becomes satisfactory. The project shall be deemed fifty percent (50%) complete when the contractor's gross project invoices, excluding the value of materials stored off-site, equal or exceed fifty percent (50%) of the value of the contract, except the value of materials stored on-site shall not exceed twenty percent (20%) of the contractor's gross project invoices for the purpose of determining whether the project is fifty percent (50%) complete. Following fifty percent (50%) completion of the project, the City may also withhold additional retainage from any subsequent periodic payment, not to exceed five percent (5%), in order to allow the City to retain two and one-half percent (2 ½%) total retainage through the completion of the project.

Within sixty (60) days after the submission of a pay request, the City with written consent of the surety shall release to the Contractor all retainage on payments held by the City if (1) the City receives a certificate of substantial completion from the architect, engineer, or designer in charge of the project; or (2) the City receives beneficial occupancy or use of the project. However, the City may retain sufficient funds to secure completion of the project or corrections on any work. If the City retains funds, the amount retained shall not exceed two and one-half (2 ½) times the estimated value of the work to be completed or corrected. Any reduction in the amount of the retainage on payments shall be with the consent of the contractor's surety.

Retainer provisions contained in Contractor’s subcontracts may not exceed the terms and conditions for retainage provided herein. Contractors are further required to satisfy the retainage provisions of N.C.G.S. 143-134.1(b2) with regard to subcontracts for early finishing trades (structural steel, piling, caisson, and demolition) and to coordinate the release of retainage for such trades from the retainage held by the City from the Contractor pursuant to statute.

Nothing shall prevent the City from withholding payment to the Contractor in addition to the amounts identified herein for unsatisfactory job progress, defective construction not remedied, disputed work, or third-party claims filed against the City or reasonable evidence that a third-party claim will be filed.

7. Notices Except as otherwise expressly provided in this Contract, all notices, requests for payment, or other communications arising hereunder shall be sent to the following:

City of Raleigh Contractor Attn: Benjamin R. Griffin, PE Attn:

Title: Street Maintenance Division Manager Title:

Address 1: P.O. Box 590 Address 1:

Address 2: Raleigh, NC 27602 Address 2:

Telephone: 919-996-6903 Telephone:

E-mail: benjamin.griffin@raleighnc.gov E-mail:

8. Non-Discrimination

A. To the extent permitted by North Carolina law, the Parties for themselves, their agents, officials, directors, officers, members, representatives, employees, and contractors agree not to discriminate in any manner or in any form based on actual or perceived age, mental or physical disability, sex, religion, creed, race, color, sexual orientation, gender identity or expression, familial or marital status, economic status, veteran status or national origin in connection with this Contract or its performance.

B. The Parties agree to conform with the provisions and intent of Raleigh City Code §4-1004 in all matters related to this Contract. This provision is incorporated into the Contract for the benefit of the City of Raleigh and its residents and may be enforced by an action for specific performance, injunctive relief, or any other remedy available at law or equity. This section shall be binding on the successors and assigns of all parties with reference to the subject matter of the Contract.

9. Minority and Women Owned Business Enterprise The City of Raleigh prohibits discrimination in any manner against any person based on actual or perceived age, race, color, creed, national origin, sex, mental or physical disability, sexual orientation, gender identity or expression, familial or marital status, religion, economic status, or veteran status. The City maintains an affirmative policy of fostering, promoting, and conducting business with women and minority owned business enterprises.

To further this policy, the City has an aspirational goal of 15% participation by certified minority and women-owned businesses in City construction and repair contracts for building projects with a cost of $300,000 or more or building projects with a cost of $100,000 or more with state funding.

10. Assignment This Contract may not be assigned without the express written consent of the City.

11. Applicable Law All matters relating to this Contract shall be governed by the laws of the State of North Carolina, without regard to its choice of law provisions, and venue for any action relating to this Contract shall be Wake County Civil Superior Court or the United States District Court for the Eastern District of North Carolina, Western Division.

12. Insurance Contractor agrees to purchase at its own expense insurance coverages to satisfy the following minimum requirements. A certificate reflecting the following minimum coverages shall accompany this Contract:

A. Workers’ Compensation Insurance:

Limits:

Workers Compensation: Statutory for the State of North Carolina Employers Liability: Bodily Injury by Accident $1,000,000 each accident Bodily Injury by Disease $1,000,000 policy limit Bodily Injury by Disease $1,000,000 each employee

B. Commercial General Liability:

Limits:

Each Occurrence: $1,000,000 Personal and Advertising Injury $1,000,000 General Aggregate Limit $2,000,000 Products and Completed Operations Aggregate $2,000,000

The aggregate limit must apply per project. The form of coverage must be the ISO CG 00 01 policy as approved by the State of North Carolina Department of Insurance. If a form of coverage other than the CG 00 01 is used it must be approved by the City’s risk manager. Any endorsed exclusions or limitations from the standard policy must be clearly stated in writing and attached to the Certificate of Insurance. Completed Operations coverage must be maintained for the period of the applicable statute of limitations.

C. Commercial Automobile Liability:

Limits:

$1,000,000 combined single limit.

D. Additional Insured:

Contractor agrees to endorse the City as an Additional insured on the Commercial General Liability, Auto Liability and Umbrella Liability if being used to meet the minimum liability limits for General Liability and Automobile Liability.

The Additional Insured shall read ‘City of Raleigh is named additional insured as their interest may appear’.

The Certificate Holder address should read:

City of Raleigh Post Office Box 590 Raleigh, NC 27602-0590

E. Builders Risk Coverage:

**Note**-Builder’s Risk Coverage Not Required For This Contract**

F. Policy Form:

Builder Risk coverage must be on a direct physical loss basis and contain no exclusion for theft, collapse or damage to foundations or underground structures, pipes or conduits.

G. Named Insured:

The Named Insured shall be The City of Raleigh, the Contractor, and all sub-contractors with a contractual assumption of responsibility for damage to the project.

All insurance companies must be admitted to do business in North Carolina and be acceptable to the City’s risk manager. If the insurance company(s) is a permitted surplus lines insurer, the insurance company name, and NAIC number must be submitted to the City’s risk manager for approval before commencing work. Contractor shall be required to provide the City no less than thirty (30) days’ notice of cancellation, or any material change, to any insurance coverage required by this Contract.

A Certificate of Insurance (COI) must be issued by an authorized representative of the insurance carrier(s).

Certificates of Insurance must have the insurance company name and NAIC number clearly identified. The acceptance of or the review of Certificates of Insurance by the City does not relieve Contractor of any requirements in the Contract to provide specific insurance coverage required by the Contract, nor does the acceptance of or review of Certificates of Insurance covenant all insurance requirements have been met.

13. Surety Bonds If Surety Bonds are required by the City for this project, the Contractor shall have furnished and attached hereto a performance bond and a payment bond each in the penal sum of the full Contract amount covering the faithful performance of the Contract and the payment of all obligations arising hereunder, in such form and content as the City may prescribe and with surety approved by the City. Should any surety upon the bond for the performance of this Contract become unacceptable to the City, the Contractor must promptly furnish additional security as may be required from time to time by the City to protect the interests of the City and of persons, firms and corporations supplying labor or materials in the performance of the work contemplated by the Contract.

14. Indemnity

A. To the fullest extent allowed by law, Contractor shall indemnify, defend, and hold harmless the City, its officers, officials, employees, agents, or indemnities (collectively called “Indemnified Parties”) from and against those Losses, liabilities, damages, and costs proximately caused by, arising out of, or resulting from the sole negligence of the Contractor, the Contractor’s agents, or the Contractor’s employees.

B. In matters other than those covered by subsection 14.1. above, and to the fullest extent allowed by law, Contractor shall indemnify, defend, and hold harmless the Indemnified Parties from and against those Losses, liabilities, damages, and costs caused by, arising out of, resulting from, or in connection with the execution of the work provided for in this Agreement when the Fault of the Contractor or its Derivative Parties is a proximate cause of the Loss, liability, damage, or expense indemnified.

C. Costs and expenses shall include attorneys’ fees, litigation or arbitration expenses, or court costs actually incurred by the Indemnified Parties to defend against third-party claims alleged in any court, tribunal, or alternative dispute resolution procedure required of any of the Indemnified Parties by law or by contract, only if the Fault of the Contractor or its Derivative Parties is a proximate cause of the attorney’s fees, litigation or arbitration expenses, or court costs to be indemnified.

D. The Contractor’s duty to indemnify, defend, and hold harmless described hereinabove shall survive the termination or expiration of this Contract.

E. Definitions:

a. For the purposes of this Section 14, the term “Fault” shall mean any breach of contract;

negligent, reckless, or intentional act or omission constituting a tort under applicable statutes or common law; or violation of applicable statutes or regulations.

b. For the purposes of this Section 14, the term “Loss” or “Losses” shall include, but not be limited to, fines, penalties, and/or judgments issued or levied by any local, state, or federal governmental entity.

c. For the purposes of this Section 14, the term “Derivative Parties” shall mean any of the Contractor’s subcontractors, agents, employees, or other persons or entities for which the Contractor may be liable or responsible as a result of any statutory, tort, or contractual duty.

15. Communications If communications to the public and/or City employees are required as part of the Contractor’s scope of work under this Contract, then the Contractor shall work with the City in the development of a communications plan (“Communications Plan”) that must first be approved by the City in writing before any such communications are delivered to the public and/or City employees.

For purposes of this Section 15, such written approval by the City shall be provided by electronic mail by the applicable City Communications Department employee who is responsible for reviewing and approving the Communications Plan, such electronic mail to be sent to the electronic mail address listed in Section 7, above, as part of the contact information for the Contractor representative identified in Section 7, above.

Among other things, the Communications Plan must establish whether the City or the Contractor will be responsible for sending any such communications to the public and/or City employees as required either by this Contract or the Communications Plan. The Communications Plan also shall include, but not be limited to, communications objectives, target audience, and deliverables (print, video, website, social, direct, or digital). The Contractor shall comply with the Communications Plan when communicating to the public and/or City employees pursuant to this Contract and the Communications Plan. All such communications shall comply with the City’s brand and communications guidelines, as the same may be amended or modified from time to time.

The City’s current brand and communications guidelines are incorporated into this Contract by reference and can be found on the City’s website here: https://raleighnc.gov/doing-business/city-brand-guidance-vendors.

For purposes of this Section 15, “Communications” is defined as any public or City employee facing information presented in channels such as, but not limited to, a website, mobile applications, social media, printed materials, vehicles, billboards, and videos.

A. Communications Plan Approval:

Any materials, messaging or outreach from the Contractor related to marketing and communications of any service or effort under this Contract must first be reviewed and approved by the City’s Communications Department. This is to ensure that the Communications Plan: (i) complies with the City’s brand and communication guidelines; (ii) integrates with the City’s other communications channels and digital strategy; (iii) meets accessibility guidelines; and (iv) conforms to communications best practices with respect to general user experience.

B. Accessibility Requirements:

For web content that the Contractor is to make accessible to the public and/or City employees as part of an approved Communications Plan that is included in the Contractor’s scope of work under this Contract, all web materials including, but not limited to, tools, mobile applications, and websites, generated by, or on behalf of, the Contractor must meet at least the mid-range conformance level, AA compliance of the current Web Content Accessibility Guidelines, as the same may be amended from time to time.

Any such web content generated by, or on behalf of the Contractor, as part of a Communications Plan associated with this Contract shall meet all standards of good cognitive web accessibility, which include the following:

a. Using proper headings and lists

b. Using unique links https://raleighnc.gov/doing-business/city-brand-guidance-vendors

c. Using alternative text and captions

d. Using more white space

e. Dividing content into more manageable pieces

f. Making forms manageable by breaking them into multiple, sequential steps

g. Providing a logical reading order

h. Being consistent with fonts, colors and locations of page elements

i. Offering keyboard access

j. Offering content in multiple formats

k. Understanding minimum contrast

C. Languages:

Digital sites/ tools that are for public use/consumption, including for use by City employees, under a

Communications Plan associated with this Contract must have translation module (e.g., G-translate, Weglot) so that the service is available in all languages. At minimum, Spanish translation is required on all such digital sites/tools based on low English proficiency requirements:

a. In most cases, entities that are recipients of federal financial assistance through U.S.

Department of Health and Human Services (HHS) must provide language assistance services in order to comply with their legal obligation to take reasonable steps to ensure meaningful access to their programs by persons with Limited English Proficiency (LEP).

D. Content:

For any communications content that the Contractor is required to generate, or have generated, as part of its scope of work under this Contract, the Contractor shall send such content to City Communications Department staff in raw, high-resolution format for inclusion in communications materials to be made accessible to the public and/or City employees as set forth in the Communications Plan that arises from this Contract (i.e., websites, mobile applications, printed materials collateral, and social media). PDF attachments shall be used only as a last resort and only after written approval by the City, with such written approval to be provided by the City in electronic mail format as described elsewhere in this Section 15.

a. Contractor shall only provide to the City communications materials for which the City has rights to use, with written documentation of such use rights being provided to the City as requested from time to time by the City in its sole discretion.

b. All working files agreed upon for the specific Communications Plan shall be provided to the City Communications Department, i.e., text, graphics, charts and data, infographics, and original native files such as Illustrator, Excel, ArcGIS, etc. Following are the file format specifications:

1. Images: At least 300dpi for printing at actual size; 96dpi and at least 1920x1080px for digital/Web.

2. Video: Any video should be no less than Standard HD (1920x1080) but preferable 4k.

https://www.hhs.gov/civil-rights/for-individuals/special-topics/limited-english-proficiency/index.html

3. Text: Word document using accessibility best practices (heading structure, table of contents, and tables).

16. Advertising The Contractor shall not use the existence of this Contract, or the name of the City, as part of any advertising without prior written approval of the City.

17. Acknowledgement of City Brand and Tree Logo Ownership and Restrictions The City of Raleigh has developed proprietary branding (the “City Brand”) centered around the Raleigh tree mark logo (the

“Tree Logo”). The City’s exclusive rights and ownership in and to the Tree Logo are protected under trademark and copyright, including U.S. Copyright Reg. No. VAu1-322-896, N.C. State Trademark Registration Reg. No. T- 23070 and Federal Trademark Registration Reg. No. 5,629,347, as well as under other federal and state laws.

Contractor acknowledges and understands that the City is not conferring any license to Contractor under this Agreement to use or depict the Tree Logo or other aspects of the City Brand. Contractor shall not make any use or depiction of the Tree Logo or other aspects of the City Brand without the prior express written approval of the City. In this regard, should any materials being produced by Contractor for the City under this Agreement contemplate use or depiction of the Tree Logo, including, but not limited to, printed materials, digital media, signage and/or display materials, Contractor shall proceed under the auspices and direction of the City’s Communications Department and shall comply with all guidelines and restrictions governing use or depiction of the Tree Logo.

18. Force Majeure Except as otherwise provided in any environmental laws, rules, regulations or ordinances applicable to the parties and the services performed under this Contract, neither party shall be deemed to be in default of its obligations hereunder if and so long as it is prevented from performing such obligations by an act of war, hostile foreign actions, nuclear explosion, earthquake, hurricane, tornado, or other catastrophic natural event or act of God. Either party to the Contract must take reasonable measures and implement reasonable protections when a weather event otherwise defined as a force majeure event is forecast to be eligible to be excused from the performance otherwise required under this Contract by this provision.

19. Termination If the Contractor fails to perform the work described herein by the time allowances provided in Section 3 or fails to provide adequate staff and resources required to properly execute said work in a workmanlike and safe manner, the City can declare the Contractor in Default. If the Contractor fails to complete the work in the provided project duration as stated in Section 3 of this Contract, or fails to meet periodic schedules describing work sequence, or fails to comply with all appropriate local, federal, or state laws, rules and regulations, then the City may, without prejudice to any other right or remedy and after giving the Contractor and its surety a maximum of seven (7) days from delivery of a written notice, declare the Contract in default, take possession of the project and of all equipment, tools, materials thereon owned by the Contractor and call upon the surety or appropriate legal recourse to finish the work by whatever method deemed expedient.

20. Laws/Safety Standards

A. The Contractor shall comply with all laws, ordinances, codes, rules, regulations, safety standards and licensing requirements that are applicable to the conduct of its business, including those of federal, state, and local agencies having jurisdiction and/or authority.

B. All manufactured items and/or fabricated assemblies subject to operation under pressure, operation by connection to an electric source, or operation involving a connection to a manufactured, natural, or LP gas source shall be constructed and approved in a manner acceptable to the appropriate state inspector which customarily requires the label or re-examination listing or identification marking of the appropriate safety standard organization, such as the American Society of Mechanical Electrical

Engineers for pressure vessels; the Underwriters' Laboratories and/or National Electrical Manufacturers' Association for electrically operated assemblies; or the American Gas Association for gas operated assemblies, where such approvals of listings have been established for the type(s) of devices offered and furnished. Further, all items furnished by the Contractor shall meet all requirements of the Occupational Safety and Health Act (OSHA), and state and federal requirements relating to clean air and water pollution.

C. Contractor must comply with North Carolina Occupational Safety and Health Standards for General Industry 13 NCAC 07F (29CFR 1910). In addition, Contractor shall comply with all applicable occupational health and safety and environmental rules and regulations.

D. Contractor shall effectively manage its safety and health responsibilities including:

a. Accident Prevention:

Prevent injuries and illnesses to its employees and others on or near the job site. Contractor managers and supervisors shall ensure personnel safety by strict adherence to established safety rules and procedures.

b. Environmental Protection:

Protect the environment on, near, and around the work site by compliance with all applicable environmental regulations.

c. Employee Education and Training:

Provide education and training to all contractors employees before they are exposed to potential workplace or other hazards as required by specific OSHA Standards.

21. Applicability of North Carolina Public Records Law Notwithstanding any other provisions of this Contract, this Contract and all materials submitted to the City by the Contractor are subject to the public records laws of the State of North Carolina and it is the responsibility of the Contractor to properly designate materials that may be protected from disclosure as trade secrets under North Carolina law as such and in the form required by law prior to the submission of such materials to the City. Contractor understands and agrees that the City may take any and all actions necessary to comply with federal, state, and local laws and/or judicial orders and such actions will not constitute a breach of the terms of this Contract. To the extent that any other provisions of this Contract conflict with this section, the provisions of this section shall control.

22. Miscellaneous

A. The Contractor shall be responsible for the proper custody and care of any property furnished or purchased by the City for use in connection with the performance of this Contract and will reimburse the City for the replacement value of its loss or damage. The Contractor shall keep the job sites and surrounding area reasonably free from rubbish at all times and shall remove debris from the site from time to time or when directed to do so by the City. Before final inspection and acceptance of the project, the Contractor shall thoroughly clean the job sites, and completely prepare the project and site for use by the City.

B. The Contractor shall be considered to be an independent contractor and as such shall be wholly responsible for the work to be performed and for the supervision of its employees. Nothing herein is intended or will be construed to establish any agency, partnership, or joint venture. Contractor represents that it has, or will secure at its own expense, all personnel required in performing the services under this Contract. Such employees shall not be employees of or have any individual contractual relationship with the City.

C. This Contract may be amended only by written agreement of the parties executed by their authorized representatives.

23. Right of Audit and Examination of Records

A. The City may conduct an audit of any services performed and fees paid subject to this Contract. The City, or its designee, may perform such an audit throughout the contract period and for three (3) years after termination thereof or longer if otherwise required by law.

B. The Contractor and its agents shall maintain all books, documents, papers, accounting records, contract records and such other evidence as may be appropriate to substantiate costs incurred under this Contract. The City, or its designee, shall have the right to, including but not limited to: review and copy records; interview current and former employees; conduct such other investigation to verify compliance with Contract terms; and conduct such other investigation to substantiate costs incurred by this Contract.

C. “Records” shall be defined as data of every kind and character, including but not limited to books, documents, papers, accounting records, contract documents, information, and materials that, in the City's sole discretion, relate to matters, rights, duties or obligations of this Contract.

D. Records and employees shall be available during normal business hours upon advanced written notice. Electronic mail shall constitute written notice for purposes of this section.

E. Contractor shall provide the City or its designee reasonable access to facilities and adequate and appropriate workspace for the conduct of audits.

F. The rights established under this section shall survive the termination of the Contract, and shall not be deleted, circumvented, limited, confined, or restricted by contract or any other section, clause, addendum, attachment, or the subsequent amendment of this Contract.

G. The Contractor shall reimburse the City for any overcharges identified by the audit within ninety

(90) days of written notice of the City’s findings.

H. If an audit discloses overpricing or overcharges by the Contractor or Subcontractor in excess of one percent (1%) of the total contract billings, the Contractor shall reimburse the City for the cost of the audit.

I. Contractor shall ensure that all contracts with any subcontractors provide the City with an equivalent right to audit as contained herein.

J. Contractor shall, upon request, provide any records associated with this engagement to the North Carolina State Auditor that are necessary to comply with the provisions of G.S. § 147-64.7.

24. Incorporation of Documents/Complete Agreement This Contract, and any documents incorporated below, represent the entire Contract between the parties and suspend all prior oral or written statements, agreements or Contracts.

Specifically incorporated into this Contract are the following attachments, or if not physically attached, are incorporated fully herein by reference:

Bid Advertisement/City-issued bid document Contractor’s Bid-response document Procedure for N.C. Sales Tax Reporting

Performance Bond (w/Power-of-Attorney) Payment Bond (w/Power-of-Attorney) Certificate of Insurance General Conditions Special or Supplemental Conditions Job Specifications SDMWOB Affidavits/documentation Other (Describe) __________________________________

In case of conflict between this Contract and any of the incorporated attachments or references listed above, the terms of this Contract shall prevail.

25. E – Verify Contractor shall comply with E-Verify, the federal E-Verify program operated by the United States Department of Homeland Security and other federal agencies, or any successor or equivalent program used to verify the work…