3-Automated Bulk Water Sales Solution RFP.pdf

Request for Proposal (RFP):

Automated Bulk Water Sales Solution

UNSPSC Code: 81 (Engineering and Research and Technology Based Services) UNSPSC Code: 471015 (Water Treatment and Supply Equipment)

Issued by: City of Westerville, Ohio | February, 2026

RFP Deadline Dates

• Open Date: February 12, 2026

• Questions Due Date: February 25, 2026, 5:00 PM EST

• Close Date/Deadline for Responses: March 12, 2026, 5:00 PM EDT

Contact Information

• Point of Contact: Kara Spaulding, IT Business Relationship Manager

• Email: Bids@westerville.org

• Project Portal: https://westerville.bonfirehub.com/opportunities/221036 mailto:Bids@westerville.org https://westerville.bonfirehub.com/opportunities/221036

TABLE OF CONTENTS

● Checklist – pg. 3

● Purpose – pg. 4

● Background – pg. 4

● Scope of Work – pg. 4

● Pre-Proposal Conference – pg. 9

● Site Visit – pg. 9

● Proposal Content – pg. 9

● Submission Instructions – pg. 13

● Presentation, Demonstration, and Interview – pg. 14

● Review and Evaluation – pg. 14

● Right of Refusal – pg. 16

● Procurement Schedule – pg. 16

● Public Records – pg. 16

● Non-Waiver of Rights – pg. 17

● Relationship of the Parties – pg. 17

● Termination – pg. 17

● Expense of Preparing Responses – pg. 17

CHECKLIST

Offerors are urged to complete this checklist to confirm that all required documents are included with their proposal.

I. REQUIRED PROPOSAL FORMS

TRANSMITTAL LETTER (offeror supplied)

TECHNICAL PROPOSAL (offeror supplied)

II. OPTIONAL PROPOSAL FORMS

SUPPORTING DOCUMENTATION (offeror supplied)

EXCEPTIONS LETTER (as needed – offeror supplied)

CONTRACT FORMS (download from Project Portal)*

*Offerors are urged to include completed Contract Forms (including a Noncollusion Affidavit and Personal Property Tax Affidavit) with their proposal. If not included with the submission, the Successful Offeror will be required to execute and submit such forms before contract award. These forms are available for download at:

https://westerville.bonfirehub.com/opportunities/23840

PURPOSE

The purpose of this Request for Proposal (RFP) is to inform the private sector of a potential business opportunity to provide and implement a comprehensive Automated Bulk Water Sales Solution for the City of Westerville (hereinafter “City”) Water Division. This solution shall modernize and streamline the City’s bulk water dispensing operations, providing automated payment processing, real-time monitoring, accurate metering, and comprehensive reporting capabilities for bulk water sales to commercial and residential customers.

The City’s operational goals for the new solution are to enhance customer convenience, improve operational efficiency, ensure accurate billing, and provide robust data for water resource management. We anticipate the new system will need to accommodate a diverse range of users and dispensing needs, with the ability to operate 24/7 without direct staff supervision.

BACKGROUND

The City’s Water Division currently operates a single, automated code/account-based bulk water dispensing station. This station serves a variety of commercial and residential customers. The current system relies, however, on manual record-keeping and billing, which is labor intensive and presents challenges in accurately tracking water usage and revenue.

SCOPE OF WORK

The RFP respondent that is awarded a contract on the merits of their offer (hereinafter “Successful Offeror” or “Solution Provider”) shall be responsible for the following outcomes:

Following the execution of an agreement and implementation of services and associated technology from the Successful Offeror, the City will have the ability to offer bulk water sales 24/7 without direct staff supervision.

Contemplated features and functionality for the new solution include, but are not necessarily limited to:

General Considerations

The City is interested in exploring vendor-hosted, browser-based solutions that offer a comprehensive and intuitive platform for both customers and staff.

Proposals for the Automated Bulk Water Sales Solution should be complete and include all software, hardware, licenses, design, hosting, installation, configuration, training, testing, and any other appurtenant goods or services necessary for the final acceptance of the solution to the complete satisfaction of the City of Westerville.

The Successful Offeror will be responsible for providing all services and functions that are necessary for a reliable, efficient, and well-managed system within the general parameters described in this RFP, and consistent with established industry practices, regardless of whether those services, equipment, facilities, and functions are specifically mentioned in this RFP or not. Items, features, products, and services not specifically called for in the RFP, but which are necessary for the successful implementation and operation of the proposed Automated Bulk Water Sales Solution must be included in the proposal.

Key areas of interest for the Automated Bulk Water Sales Solution include:

● System Features

○ Automated Dispensing Control System

■ Industrial-grade automated valve control system capable of remotely activating and deactivating water flow based on customer authorization.

■ Fail-safe mechanisms to prevent unauthorized water dispensing.

■ Emergency shut-off capabilities accessible both locally and remotely.

■ Compatibility with existing fill station infrastructure.

■ The system should operate reliably in a wide array of temperature ranges.

■ Backup power supply (battery or UPS) to maintain system operation and data integrity during power outages for a minimum of 1-hour.

○ Flow Metering Equipment

■ Totalizer function to track cumulative volume dispensed per transaction.

■ Pulse output compatible with the control system for real-time monitoring.

■ Tamper-evident seals and secure mounting to prevent unauthorized adjustment.

● Customer-Facing Functionality

○ Availability of various fill point configurations, such as overhead booms for large trucks and accessible side-fill connections for smaller tanks, with both high-flow and low-flow discharge options.

○ Simple and clear instructions for system operation at the dispensing station.

○ Audio and/or visual indicators for transaction status.

○ Comprehensive payment options, including major credit/debit cards

(Mastercard, VISA, Discover, American Express). The City is also interested in exploring solutions with contactless payment methods such as tap-to-pay, Apple Pay, Google Pay, and Samsung Pay.

○ Secure and reliable card authorization processing.

○ Payment security features like encryption, tokenization, EMV, and PCI compliance.

○ Paymentus is the City’s primary provider for payment processing. Solution Providers are encouraged to submit proposals that interface with Paymentus.

○ Receipt printer.

○ Intuitive user interface (touchscreen and multi-language support recommended).

○ ADA-compliant design with appropriate height and accessibility features.

○ Integrated camera for security monitoring and transaction verification.

● Internal Operational Features

○ Ability to produce transaction reports for finance purposes:

■ Operational reports with real-time transaction logs with customer ID volume, timestamps, and payment method. Maintenance and service history logs.

■ Financial reports by payment type, customer class, and time period.

Reconciliation reports matching transactions to bank deposits.

○ Robust security features to prevent unauthorized access.

○ Capacity to integrate with and control existing City-owned hardware components, including various types of flow meters and actuated valves.

● Technical Features

○ Capability to handle diverse bulk water dispensing applications, including both high-volume commercial and low-volume residential use cases.

○ Functionality as a fully automated, self-service solution designed for continuous, unattended operation (24/7/365).

○ Ability for a single control system to manage and independently operate multiple dispensing valves or risers of different sizes.

○ Provision of durable, tamper-proof, and weather-resistant dispensing hardware suitable for year-round outdoor operation featuring secure locking mechanisms and vandal-resistant keypads and card readers.

○ Comprehensive vendor support, including system maintenance, software updates, and clearly defined Service Level Agreements (SLAs) for timely customer service.

○ Cellular modem (recommended) and/or ethernet connectivity for data transmission.

○ Minimum 99.5% uptime for communication systems.

○ Remote diagnostic and troubleshooting capabilities.

● Security and Monitoring Equipment

○ Intrusion detection sensors on all access panels and enclosures.

○ Audible alarm system for unauthorized access attempts.

Ongoing Support

Following the implementation of the system, Westerville will require technical support with a phone number that can be called to assist in resolving issues that may arise, and a 24x7 technical support on-call number for urgent issues.

Additional Terms & Conditions

Assignment Neither the Successful Offeror nor the City shall sell, transfer, assign or otherwise dispose of the contract or any portion thereof, or their right, title, or interest therein, or the obligation thereunder, without the written consent of the other party.

Compliance The Successful Offeror shall observe and comply with all applicable laws, ordinances, and the rules and regulations of all authorities having jurisdiction over the City’s contract.

The Successful Offeror shall comply, when applicable, with the U. S. Department of Labor, Safety and Health Regulations identified as Chapter XVII of Title 29, Code of Federal Regulations (CFR) Parts 1910 and 1926 and subsequent amendments.

The Successful Offeror agrees that in the hiring of employees for the performance of work under the City’s contract or any subcontract, no contractor, subcontractor, or any person acting on his behalf shall, by reason of race, color, religion, sex, national origin, age, familial status, military status, disability, pregnancy, sexual orientation, gender identity, or gender expression, or any prohibition provided by federal or state law, discriminate against any citizen of the State in the employment of labor or workers who are qualified and available to perform the work to which the employment relates, nor shall any contractor, subcontractor, or any person acting on his behalf, in any manner, discriminate against or intimidate any employee hired for the performance of work under the City’s contract on account of race, color, religion, sex, national origin, age, familial status, military status, disability, pregnancy, sexual orientation, gender identity, or gender expression, or any prohibition provided by federal or state law.

Duty to Notify the City of Cybersecurity Incidents:

Contractor shall promptly notify the City of any actual or suspected cybersecurity incident, data breach, security incident, or unauthorized access, use, or disclosure involving any data or information provided by the City or generated in connection with the performance of this contract. Such notice shall be provided as soon as practicable and in no event later than three (3) calendar days after discovery of the breach or incident. Contractor shall cooperate fully with the City in investigating and mitigating the effects of any such breach or incident and shall bear all costs associated with the incident, including any notifications, remediation, and compliance required under applicable law.

Indemnification/ Insurance

To the extent authorized by law, the Successful Offeror shall indemnify and hold harmless the City, its officers, elected officials, agents, and employees from and against all claims, damages, losses and expenses, including attorney’s fees arising out of or resulting from the Successful Offeror’s performance, provided that any such claims, damage, loss or expense is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property, including the loss of use resulting therefrom; and is caused in whole or in part by any negligent or willful act or omission of the Successful Offeror, subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable.

The Successful Offeror and the Successful Offeror’s subcontractors shall secure and maintain Liability and Property Damage Insurance (1) in an amount not less than One Million Dollars ($1,000,000) for bodily injuries, including wrongful death, to any one person, subject to the same limit for each person, in an amount not less than Two Million Dollars ($2,000,000) for bodily injury damages for any one accident; and (2) in an amount not less than One Million Dollars ($1,000,000) for property damages on account of one accident and in an amount not less than Two Million Dollars ($2,000,000) for damages for all accidents. Professional Liability insurance (including cyber liability) in an amount not less than Five Million Dollars ($5,000,000). If the Solution Provider and the Solution Provider’s subcontractors maintain higher limits than the minimums shown above, the City shall be entitled to coverage for the higher limits.

Contract/Laws Governing The Successful Offeror to whom the award is made will be required to execute a written contract with the City of Westerville, Ohio, as required by the City Manager. A contract award is anticipated to occur by early second quarter and the work to be completed and in place by the end of second quarter.

Any contract resulting from this RFP shall be governed by and construed according to the laws of the State of Ohio. The venue for any action related to the City’s contract shall be in Franklin County, Ohio.

PRE-PROPOSAL CONFERENCE

A non-mandatory pre-proposal conference will be held on Thursday, February 19, 2026, at 1:00 PM (EST) for all offerors. The conference will be held via Google Meet.

Google Meet joining info.

Video call link: https://meet.google.com/ytf-dbdx-obk Or dial: (US) +1 662-493-2800 PIN: 742 255 171#

SITE VISIT

A site visit will be held on Monday, February 23, 2026, between 10:00 AM (EST) and 12:00 PM (EST). The site visit will be held at the City’s Water Treatment Plant located at 312 W. Main Street, Westerville, Ohio 43081, and Water Utility Manager Adam McDowell will assist with site access.

Please note that City staff will solely be responsible for assisting with site access and will not be responsible for addressing any questions. All questions need to be submitted in writing in accordance with this RFP.

PROPOSAL CONTENT

Proposals should include concise but complete information about your company, emphasizing why you believe your company to be best qualified to meet the City’s Automated Bulk Water Sales needs.

At a minimum, the Proposal should include:

https://meet.google.com/ytf-dbdx-obk

● Transmittal Letter (REQUIRED - offeror supplied PDF; should not exceed two (2) electronic pages). Provide an introductory letter that (1) states the full name and address of your company, (2) states the number of years you have been in business under your present firm or trade name, and (3) includes the name, telephone number, and email address of the contact person for the submission. Additionally, this introductory letter should succinctly highlight your understanding of the City’s Automated Bulk Water Sales needs and the benefits of accepting your proposal, explaining the value that you provide to the City.

● Technical Proposal (REQUIRED - offeror supplied PDF). All proposals should specifically address the following items:

o Executive Summary – Provide a high-level overview of the proposed solution and how it meets Westerville's needs.

o Experience & Qualifications – Please provide at least five customer references that can be contacted by the City for the purpose of providing a reference for the proposed system and services. Among these references, please include municipal utilities of similar size and complexity that would be open to site visits from Westerville staff. The references should contain:

▪ the name of the organization for which the system and services were provided;

▪ a brief description of the system and services, including year implemented, version implemented, version currently in use; and

▪ name, contact email, and phone number of the appropriate contact person.

Additionally, please state if any governmental agency has ever suspended or debarred your company. If yes, explain.

o Project Team – Please identify the project manager and other key staff positions your company will assign to the City to ensure the successful delivery of the City’s project. Please provide biographical sketches highlighting their qualifications and experience. Include only staff that will have a direct role in the project.

If partnering with other firm(s)/subcontractors(s) is needed for the successful delivery of the proposed system and services, please identify all subcontractors by name and explain the prime contractor and subcontractor relationship between the parties. Include biographical sketches highlighting qualifications and experience for any key staff positions.

o System Capabilities & Project Approach – Please demonstrate your understanding of the project scope and the City’s needs and objectives.

Specifically address the following:

▪ Proposed System Architecture: Detail the hardware and software components proposed, including the use of the automated dispensing control system, the flow metering equipment, the customer service terminal, communication infrastructure, security and monitoring equipment, the payment processing capabilities, and the software platform.

▪ Cybersecurity and Disaster Recovery: Provide a comprehensive plan, including but not limited to, addressing compliance with the EEI Model Procurement Contract Language Addressing Cybersecurity Supply Chain Risk (available on the the City’s procurement portal at:

https://westerville.bonfirehub.com/opportunities/221036) and noting in detail any exceptions. Detail assistance with vulnerability scanning and patching and locking down systems per CIS/NIST best practices.

Describe the process for applying security updates, the proposed anti-malware solution, etc.

▪ Project Management and Implementation Plan: Please describe your approach to project management and communication, and provide a detailed timeline that begins upon notification of contract award through completion of all project tasks. The Implementation Plan and timeline should include key milestones and deliverables, installation methodology and approach, testing and commissioning procedures, mitigation strategies, and quality assurance procedures.

▪ Training Plan: Training should be completed within 10 days of installation. Please provide a detailed approach for the proposed comprehensive on-site training. This training should cover all specified topics, including instruction for Water Treatment Plant staff, routine maintenance procedures and schedules, basic troubleshooting for automated systems, and hands-on practice with the actual equipment.

▪ Licensing: Explain any licensing models associated with your proposed system and how such licenses support expansion for devices and points.

▪ Ongoing Support: Describe the proposed technical support plan for the Westerville Water Treatment Plant.

▪ Insurance: Please disclose the types and amounts of insurance coverage you carry. The City expects solution providers to have sufficient coverage to protect against liabilities associated with the execution of the work.

▪ Subcontract and Third-Party Dependency: List each 3rd party partner, dependent application, outsourced function or subcontractor relevant to the proposed system. Include name, function, description of the software or service, and the type and longevity of the relationship.

▪ Additional Information: Offerors are invited to provide any additional information and/or value-added services specific to the RFP parameters that will assist the City in considering their proposal overall.

o Cost – The project cost is important to the City. Submissions shall include:

▪ Initial Project Costs: Provide an initial project cost capturing all one-time and first year costs for the proposed Automated Bulk Water Sales system including but not limited, to all hardware, software and applications, professional services, implementation, hosting, licensing, third-party services, training, and any other cost or expense, in connection with or incidental to delivery of the system to the complete satisfaction of the City of Westerville. Offerors should include (1) a line-item breakdown of the initial project costs and (2) a TOTAL LUMP

SUM NOT TO EXCEED FEE.

▪ Continuing Project Costs: Please indicate if there will be Ongoing Project and Ongoing Support costs associated with maintaining and operating the Automated Bulk Water Sales system for future years beyond the initial project. Offerors should include a line-item breakdown of the continuing project costs.

● Supporting Documentation (OPTIONAL – offeror supplied PDF). Example O&M manuals, service level agreements, and any other offeror supplied PDFs that you feel may be of benefit to the City and illustrate how the offeror will meet the requirements.

● Exceptions Letter (OPTIONAL – offeror supplied PDF). Should you take exception to ANY requirements, terms and conditions identified in this RFP, a letter must be submitted with your response identifying ALL exceptions. Any exceptions will be part of the evaluation process. The City will not entertain any exceptions not previously submitted with the offeror’s response at the time of contract negotiations.

● Contract Forms (OPTIONAL – download from Project Portal). Offerors are urged to include completed Contract Forms (including a Noncollusion Affidavit and Personal Property Tax Affidavit) with their proposal. If not included with the submission, the Successful Offeror(s) will be required to execute and submit such forms before contract award.

SUBMISSION INSTRUCTIONS

Requested Information:

Name Type # Files Requirement

Transmittal Letter (offeror supplied) File Type: PDF (.pdf) 1 File Required

Technical Proposal (offeror supplied) File Type: PDF (.pdf) 1 File Required

Supporting Documentation (offeror supplied) File Type: PDF (.pdf) 1 File Optional

Exceptions Letter (as needed -offeror supplied) File Type: PDF (.pdf) 1 File Optional

Contract Forms (download from Project Portal) File Type: PDF (.pdf) 1 File Optional

Requested Documents:

Please note the type and number of files allowed. The maximum upload file size is 1000 MB.

Please do not embed any documents within your uploaded files, as they will not be accessible or evaluated.

Upload your submission at: https://westerville.bonfirehub.com/opportunities/221036

You will not be able to prepare a submission unless you submit 'Yes' for your Intent to Bid.

The Q&A period for this opportunity is February 12, 2026, 3:30 PM (EST) to February 25, 2026, 5:00 PM (EST). You will not be able to send messages after this time. Questions may be submitted to the City at either Bids@westerville.org or via the Project Portal. Questions will be documented, and an addendum will be issued with the City’s responses. The City will endeavor to have a copy of such addendum delivered to each person receiving a Request for Proposal; however, it is ultimately the Offeror’s responsibility to check the City’s Bonfire Procurement Portal (https://westerville.bonfirehub.com/opportunities/221036) for verification of any issued addenda.

mailto:Bids@westerville.org

Your submission must be uploaded, submitted, and finalized prior to the Closing Time of March 12, 2026, 5:00 PM (EDT). We strongly recommend that you give yourself sufficient time and at least ONE (1) day before the Closing Time to begin the uploading process and to finalize your submission.

Important Notes:

Each item of Requested Information will only be visible after the Closing Time.

Uploading large documents may take significant time, depending on the size of the file(s) and your Internet connection speed.

You will receive an email confirmation receipt with a unique confirmation number once you finalize your submission.

Minimum system requirements: Microsoft Edge, Google Chrome, or Mozilla Firefox.

Javascript must be enabled. Browser cookies must be enabled.

It is the sole responsibility of the offeror to see that their proposal is received in the proper time. Proposals received after the specified time will not be considered.

Adherence to the rules set forth in this RFP is mandatory to ensure a fair and objective analysis of all proposals. Failure to comply with or complete any portion of this request may result in the rejection of a submitted proposal.

Receipt of a proposal by the City or submission of a proposal to the City confers no rights upon the offeror nor obligates the City in any manner.

Need Help?

The City uses a Bonfire portal for accepting and evaluating proposals digitally. Please contact Bonfire at Support@GoBonfire.com for technical questions related to your submission.

Please direct general inquiries to bids@westerville.org.

PRESENTATION, DEMONSTRATION, AND INTERVIEW

Selected offerors may be invited to submit product samples/sample materials and/or make presentations to City personnel. Representative(s) attending/hosting these presentations must be qualified to respond to questions related to any component of the proposal.

REVIEW AND EVALUATION

The City will use a Proposal Evaluation Committee (“PEC”) comprised of project stakeholders and other City personnel to review all proposals received as part of a documented evaluation process. For each decision point in the process, the PEC will evaluate offerors on a variety of quantitative and qualitative criteria and will then elevate a select number of offerors to compete in the next level. Offerors not previously elevated may be elevated at a later date. The lowest price proposal will not necessarily be selected.

mailto:support@gobonfire.com mailto:bids@westerville.org

The sole purpose of the proposal evaluation process is to determine which offeror can provide the best value to the City (highest level of service and desired deliverables in the most cost-effective manner that most closely meets the City’s needs). The evaluation process is not meant to imply that one offeror is superior to any other, but rather that the selected offeror can best support the City’s needs, based on the information available and the City’s best efforts of determination.

● Evaluation Criteria The proposal evaluation criteria should be viewed as standards that measure how well an offeror’s approach meets the desired requirements and needs of the City. The criteria that will be used to evaluate proposals may include, but are not limited to the following:

Title Points Type Description

Responsiveness 5 pts Rated - Scale [0 - 10] The degree to which the offeror’s Transmittal Letter and Technical Proposal have responded to the purpose and scope of the RFP—e.g., the system and services to be provided, including, but not limited to, conformance in all material respects to the RFP. Scored by PEC.

Experience & Qualifications

25 pts Rated - Scale [0 - 10] Offeror's experience in providing systems, services, and deliverables as requested in the RFP, including but not limited to quality of references/reference checks and the moral/business integrity to assure good faith performance. Scored by PEC.

System Capabilities & Project Approach

60 pts Rated - Scale [0 - 10] Offeror's capability, flexibility, and skill to meet the City’s requirements and perform the work identified in the RFP, including but not limited to team, approach, system architecture, system functionality, security, project management, project timeline, service methodologies, creative alternatives, and value-added services. Scored by PEC.

Cost 10 pts Relative (lowest gets full marks)

During the initial evaluation phases, cost represents no more than 10 percent of the overall points. Scored by the Procurement Division relative to lowest response (lowest gets full marks).

Before making a contract award recommendation, the PEC may elect to use cost to perform a trade-off analysis to determine if the technical differences between proposals justify paying a cost or price differential.

The City reserves the right to determine the suitability of proposals on the basis of any or all of these criteria or other criteria not included in the above list. This detailed evaluation process may result in one or more finalists. The City may request presentations by finalists and may carry out contract negotiations to obtain best and final offers.

● Validity of Proposals Proposals are to be good for ninety (90) days from the proposal due date. The City may hold the proposals for ninety (90) days after the proposal due date, and may award a contract at any time during that period. Should there be reasons why a contract cannot be awarded within the specified period; the time may be extended by mutual agreement between the City and the selected offeror.

● Contract Negotiations/Award The City reserves the right to (a) reject any or all proposals or to make no award, (b) request modifications to initial proposals, or (c) make partial or multiple awards. In addition, the City reserves the right to obtain other supplemental information concerning the offerors. The City further reserves the right to excuse technical defects in a proposal when, in its sole discretion, such excuse is beneficial to the City. The City may award based on initial proposals received, without discussion of such proposals.

RIGHT OF REFUSAL

The City reserves the right to reject any and all proposals in their entirety or to select certain applications from the proposals. The City reserves the right to award a contract in any manner deemed in the best interest of its citizens.

PROCUREMENT SCHEDULE

RFP Date 2/12/2026 Pre-Proposal Conference 2/19/2026 Site Visit 2/23/2026 Deadline for Submission of Written Questions 2/25/2026 Date of City Response to above-mentioned Questions 3/3/2026 Proposals Due 3/12/2026 Evaluation of Proposals 3/13/2026 - 3/24/2026 Presentations/Interviews (if needed) 3/25/2026 - 4/3/2026 Contract Negotiations/Award 4/4/2026 - 4/14/2026 Commencement of Services On or about 4/15/2026

PUBLIC RECORDS

In entering into a contract with the City (or responding to a City solicitation), all offerors are hereby notified that all bids, proposals, quotations, RFI responses, agreements, invoices, correspondence, and any other documents submitted to the City become public property and are subject to public disclosure in accordance with Ohio Public Records Law. All public records will be made available upon request at the earliest time permitted by law.

Ownership of all data, materials, and documentation originated and prepared for the City pursuant to this RFP shall belong exclusively to the City and be subject to public disclosure in accordance with Ohio Public Records Law.

NON-WAIVER OF RIGHTS

No failure of either party to exercise any power given to it hereunder or to insist upon strict compliance by the other party with its obligations hereunder, and no custom or practice of the parties at variance with the terms hereof, nor any payment under this agreement shall constitute a waiver of either party’s right to demand exact compliance with the terms hereof.

RELATIONSHIP OF THE PARTIES

The relationship between the parties to a contract resulting from this solicitation shall be that of independent contractors. Nothing contained herein shall be interpreted or construed as establishing an agency or employer/employee relationship between the parties or between either party and the employees or representatives of the other party. The Successful Offeror is responsible for all Social Security taxes and Bureau of Workers Compensation contributions for itself and any of its employees.

TERMINATION

The City reserves the right to terminate any contract resulting from this solicitation in whole or in part for default (termination due to the Solution Provider’s failure to perform satisfactorily) or convenience (termination due to the best interests of the City). After ten

(10) days from delivery of a written notice to the Solution Provider, the City may, without cause and without prejudice to any other right or remedy, elect to terminate the contract.

In such case, the Solution Provider shall be paid for work executed, goods delivered and accepted, and any expense sustained plus a reasonable profit, unless such termination was due to the act or conduct of the Solution Provider.

EXPENSE OF PREPARING RESPONSES

The City accepts no responsibility for any expenses incurred by the responders to this RFP, including the cost associated with RFP responses and presentations. Such expenses are to be borne exclusively by the responders.