Bid Document 860-76-21A.docx

Bid File #860-76-21A

BID DOCUMENT

City of Grand Rapids, Purchasing Department 300 Monroe, NW Room 720 Grand Rapids, MI 49503 Buyer: Daniel Williamson Email: dwilliamson@grand-rapids.mi.us

Tickets, Parking Ramps Bid File #860-76-21A Solicitation Due Date: February 7, 2025

Bids are requested for a one-year term contract with, two one-year renewal options for the “as needed” purchase and delivery of various types of tickets for use at City parking ramps and facilities, as specified herein. The City reserves the right to award any single item and/or any combination of items as it deems in its own best interest.

All information in a bidder’s proposal and the subsequent contract is subject to the provisions of the Freedom of Information Act. 1976 no.442, as amended, MCL 15.231 or latest revision thereof. Bidders shall note that pricing methodologies, cost and fee proposals, and any other response information related to pricing shall not be considered confidential information.

All solicitation information and documents shall be available to vendors in the MITN Purchasing Group at https://www.bidnetdirect.com/mitn/cityofgrandrapids

Bidders shall contact Vendor Support at the MITN Purchasing Group if they are having issues with their electronic bid submission. Vendor Support is available at 800-835-4603, Option 2, or at support@bidnet.com.

It shall be the responsibility of the bidder to determine the correct product and to furnish the correct product based upon the item description and specifications provided. Fields provided within this document are editable and may be completed electronically. Bidders shall download all attached bid document files, complete the documents as requested, save the completed documents under a new name and upload the saved documents to the bid response. Descriptive literature, technical specifications, licenses, attachments, etc. may also be provided as part of any submittal to this solicitation. No separate schedules, agreements, terms, conditions, etc. shall be recognized or accepted if not submitted with the response to this solicitation.

Any awarded companies for this solicitation are required to be registered in the City’s financial management system, Advantage360. If you are not currently registered, or wish to update an existing vendor profile, click on the following link to begin registration: https://myadvantagecloud.cgi.com/micgr/vss/AltSelfService

SPECIFICATION

Scope of Work:

The City of Grand Rapids desires to establish a term contract for the “as needed” purchase and delivery of printed tickets for use at various City of Grand Rapids parking facilities. The work shall include but not be limited to all labor, materials, equipment, initial setup and layouts, incidentals, and delivery, fit for the intended use of the City. The City reserves the right to select the tickets that are deemed to be in the City’s best interest.

Pricing shall be provided for each of the order quantities provided. As contractor supplied information, layout, and locations of facilities may change, the department is authorized to request minor changes in design, layout, etc., of the spitter tickets so long as the changes do not result in an increase in the per unit price. In the event the requested changes do result in increased costs, the vendor shall contact the Purchasing Department.

In this scope of work, it is specified that the thermal paper and receipt rolls required for use with FlashParcs and TIBA MP 30 systems are not restricted to any specific brand name. Bidders may submit bids featuring various brands, provided that the paper rolls and receipt roll are fully compatible with the aforementioned systems. The compatibility with FlashParcs and TIBA MP 30 is the primary criterion, ensuring that the performance and functionality of the systems are maintained without any brand-specific restrictions.

Samples:

Samples of exact ticket stock, paper and receipt rolls proposed shall be provided to the Purchasing Department within three (3) days of request. Samples may also be provided with the bid response or mailed separately, labeled with corresponding bid item number and bidder’s name. Samples provided shall be the same as items delivered throughout the life of the contract.

The City reserves the right to change layout at any time to enhance results at no additional costs, as it deems in its own best interests.

Quantities:

Historical usage has shown annual ticket usage average between 1,200,000 tickets to 1,700,000 tickets, ordered in various quantities throughout the year, need dependent.

As tickets are ordered on an “as needed” basis, bidders are strongly cautioned not to base their bid price on printing any estimated quantity at one time.

Bid Item #1 – Spitter Tickets, for use with Designa PARC, please see attached example:

· Packed in sleeves of 5,000

· 4 sleeves per case (20,000 tickets per case)

· Size: 2.125” x 3.406”

· Sequential numbering in red ink, numbering sequence to be provided by City Project Manager at time of order

· Paper stock: 300 DPI Thermal, White

· Wording, setup, and configuration for each ticket as designated by the City Project Manager

· Tickets provided shall be of the exact weight, size, configuration and separation tension as the tickets currently utilized by the City

· Ordered in various quantities listed, as designated by the City Project Manager

· Blank Stock

Bid Item #2 – Thermal Paper Rolls, for use with FlashPARCS Smart Station, per Roll

· Roll Width: 58 mm

· Diameter: Usually around 80 mm (3.15 inches), but can vary

· Core Size: 25.4mm (1 inches)

· Length: Varies depending on the thickness of the paper, but commonly around 230 feet (70 meters)

· Paper Type: Thermal paper

Bid Item #3 – Thermal Paper Rolls, for use with Tiba MP-60, Smart Station, per Roll

· Roll Width: 58mm - 60mm

· Roll diameter: Typically, around 50-70mm (varies based on length and paper thickness)

· Length: 50 meters (varies depending on the manufacturer)

· Core size: 25.4mm (1 inch)

· Paper type: Thermal paper

· Color: White

SPECIFICATION - CONTINUED

Receipt Paper:

Bid Item #4A – Receipt Paper, for use with FlashPARCS & Designa

· Roll Width: 2 1

· OD Diameter: Typically, 4.75 inches, but can vary

· Core Size: 25.4mm (1 inch)

· Length: Varies depending on the thickness of the paper, but commonly around 250’

· Paper Type: Thermal paper

Bid Item #4B – Receipt Paper, for use with Tiba VPS-60

· Roll Width:2 ¼ “

· OD Diameter: 5”

· Core Size: 12.7 mm (0.5 inches)

· Length: Varies depending on the thickness of the paper, but commonly around 60’

· Paper Type: 3.4 mil Thermal paper

SOLICITATION RESPONSE - COST SHEET

02/28/2026 02/28/2027 02/28/2028

1. Print, parking ramp spitter tickets, for use with Designa PARC, 5,000 individual tickets, size: 2.125” x 3.406”, 2-sided, with sequential numbering in red ink, paper stock: 300 DPI Thermal, white, as per the specifications contained herein.

A. 1 M Spitter Tickets, ordered in lots of 20,000 $ /M $ /M $ /M

B. 1 M Spitter Tickets, ordered in lots of 40,000 $ /M $ /M $ /M

C. 1 M Spitter Tickets, ordered in lots of 60,000 $ /M $ /M $ /M

D. 1 M Spitter Tickets, ordered in lots of 80,000 $ /M $ /M $ /M

E. 1 M Spitter Tickets, ordered in lots of 100,000 $ /M $ /M $ /M

F. 1 M Spitter Tickets, ordered in lots of 120,000 $ /M $ /M $ /M

G. 1 M Spitter Tickets, ordered in lots of 10,000 $ /M $ /M $ /M

H. 1 M Spitter Tickets, ordered in lots of 160,000 $ /M $ /M $ /M

Specify paper stock bid.

2. Paper Roll, for FlashPARCS Smart Station, per case $ /Case $ /Case $ /Case

Specify Make Product Part # Bid. Case Qty.

3. Paper Roll, for Tiba Parking Systems Smart Station, per case $ /Case $ /Case $ /Case

Specify Make Product Part # Bid. Case Qty.

4. Receipt Paper

a. Receipt Paper A, for use with FlashPARCS & Designa, per case $ /Case $ /Case $ /Case

Specify Make Product Part # Bid. Case Qty.

b. Receipt Paper B, Receipt Paper, for use with Tiba VPS-60, per case $ /Case $ /Case $ /Case

Specify Make Product Part # Bid. Case Qty.

SOLICITATION RESPONSE - QUESTIONNAIRE

Bidders are required to complete the information as requested herein. Failure to do so may result in the bid being rejected as non-responsive. The City reserves the right to use responses to these questions in the award of the bid.

List references, other than the City of Grand Rapids, for the exact products your company has provided to other organizations in the last 12 months as specified herein:

Company Experience:

Provide a brief summation of your company’s history and credentials including year established, principal owner(s) and officers, the number of continuous years your company has been in business as provider of the commodities specified, affiliations, awards, etc., and other information that would indicate your qualifications and capabilities of providing the products specified herein:

Delivery Time:

Specify delivery timeframe for standard, in-stock items: Days

Specify the standard delivery timeframe for any non-stock items. Days

If using subcontractors in the performance of any part of this contract, including delivery, provide complete company information and detail, including but not limited to company name, services to be performed, etc.:

The City may desire expedited/emergency deliveries or pick-up of items within 24-hours of request from the designated Project Manager, at the prices provided on the Cost Sheet, can you comply: |_| Yes |_| No.

If no, please specify:

Specify if your company maintains an on-site inventory of materials as specified herein which can be picked up by the City upon 24-hours notice: |_| Yes |_| No.

If yes, specify the address/ location of inventory.

If no, specify.

Bidder:

SOLICITATION RESPONSE - QUESTIONNAIRE CONTINUED

Specify if there are minimum order quantities, or dollar thresholds for product listed.

Describe quality control procedures that are utilized in the manufacture of the products proposed:

Specify in detail how the tickets are packaged for delivery to Mobile GR Department, including packaging material, quantity per package, shipping containers, etc.:

Provide colors that are available to the City for the printing of spitter tickets for each bid item:

List national holidays observed by your company that may affect the delivery of product:

|_| New Year’s Day |_| Martin Luther King Day |_| Memorial Day

|_| Juneteenth |_| Independence Day |_| Labor Day

|_| Veterans Day |_| Thanksgiving Day |_| Friday after Thanksgiving

|_| Christmas Eve |_| Christmas Day |_| Other:

Bidder:

TERMS AND CONDITIONS

Bidders are requested to complete information requested herein; failure to do so may result in the bid being rejected as non-responsive. The City reserves the right to use responses to these questions in the award of the bid.

The City of Grand Rapids “General Terms and Conditions” are hereby incorporated by reference.

Information requested herein shall be furnished completely in compliance with instructions. The information requested, and the manner of submission, are essential to permit prompt evaluation of all bids on a fair and uniform basis. Accordingly, the City reserves the right to declare as non-responsive and reject any bid in which material information requested is not furnished or where indirect or incomplete answers of information are provided, or if departments are contacted prior to bid opening. All bids submitted shall be on the City’s bid document and in the format requested, no exceptions. Any bid response not completed on the City bid document may be rejected as non-responsive.

No separate agreements shall be recognized unless they are included in the bid response for analysis and review, prior to contract award. The City shall not be bound by any part(s) of any bidder’s response to the bid which contains information, options, conditions, terms, or prices not requested nor required in the bid unless such conditions are agreed to by both parties prior to entering a contract.

The City bid document and all submittals provided with the bid response shall be subject to public inquiry and dissemination as required. Any bid response that is submitted in full as “confidential” or “proprietary” shall be rejected as non-responsive, no exceptions.

Any and all financial, statistical, personnel, technical and any other data and information relating to the City’s operations shall remain strictly confidential. Any breach of confidentiality pertaining to any part of the City’s operations shall result in immediate contract termination.

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.

Debarment:

Contractor hereby warrants that it, its employees, contractors, subcontractors or agents (collectively “Contractor”) are not suspended, debarred, excluded, or ineligible for participation in or from receiving Federal funds as listed in the List of Parties Excluded from Federal Procurement or Non-procurement Programs issued by the Federal General Services Administration. Contractor must within 30 calendar days advise the City if, during the term of this Purchase Order, Contractor becomes suspended, debarred, excluded or ineligible for participation or from receiving Federal funds as listed in the List of Parties Excluded from Federal Procurement or Non-procurement Programs issued by the Federal General Services Administration. Contractor will indemnify, defend and hold the City harmless for any loss or damage resulting from the conviction, debarment, exclusion or ineligibility of the Contractor.

Cost of Preparation:

The Respondent shall be responsible for any and all costs incurred in the development and submission of any response. The City assumes no contractual obligation as a result of the issuance of the solicitation, the preparation or submission of a response by a Respondent, the evaluation of an accepted response, or the selection of finalists. The City shall not be contractually bound until the City and the successful Respondent have executed a written Contract for performance of work.

Discrepancies or Omissions:

If a bidder should find discrepancies or omissions in these documents, he/she should at once notify the Purchasing Agent/Buyer. The bidder is required to furnish any information regarding any additional costs not covered herein by the City with their bid. It is the City's intent for all costs to be included herein. Any costs not included herein may not be considered allowable costs under this contract.

Non-Collusion:

By signed submittal and completion of this document, the Contractor certifies that this proposal response is made without prior understanding, agreement, or connection with any corporation, firm, or person submitting a proposal for the same product and that this proposal is in all respects bona fide, fair and not the result of any act of fraud or collusion with another person or firm engaged in the same line of business or commerce. The Contractor understands collusive bidding is a violation of Federal Law and that any false statement thereunder constitutes a felony and can result in fines, imprisonment, as well as civil damages.

Solicit Cancellation:

The City reserves the right to cancel this solicitation and/or any planned award for any or no reason as it deems in its own best interests, at no additional costs to the City. Such cancellation notice shall be provided to the awarded vendor prior to a final order being placed.

TERMS AND CONDITIONS CONTINUED

Economy of Responses:

Responses and presentations should be prepared simply and economically, providing a straightforward and concise description of the Respondent’s capabilities to satisfy the requirements of the solicitation. Special bindings, colored displays, etc. are not necessary. Emphasis should be placed on completeness and clarity of content.

Taxpayer Identification Number Certification:

Bidders are certifying with the signature applied to this bid response the following,

1. The number shown on this document is the correct taxpayer identification number (or I am waiting for a number to be issued to me)

2. I am not subject to backup withholding,

(a) I am exempt from backup withholding, or

(b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a failure to report all Interest or dividends, or

(c) The Internal Revenue Service (IRS) has notified me that I am no longer subject to backup withholding and

3. I am an U.S. person (including an U.S. resident alien)

Certification Instructions:

You shall cross out item #2 above if you have been notified by the Internal Revenue Service (IRS) that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item #2 does not apply.

Environmentally Preferable Purchasing:

The City of Grand Rapids desires wherever possible to reduce energy consumption, reduce waste products, develop higher energy efficiencies, acquire products with less toxic content, higher recycled content, and promote the use of less packaging while encouraging higher recycled content in packaging of shipments. The City also desires to have alternate products/services proposed that would provide more durable, reusable, recycled and/or remanufactured alternatives that will help reduce/eliminate waste or pollution, the products/services offered shall be environmentally preferable so as to provide the best value and best life span consistent with the industry standards for the use of the products/services.

Reserved Rights:

The City of Grand Rapids reserves the right to request any additional information which might be deemed necessary after responses are submitted as it deems in its own best interests to do so.

Further, the City, as it deems in its own best interest, reserves the right to:

1. Reject any or all bids.

2. Issue subsequent Requests for Bid.

3. Postpone opening for its own convenience.

4. Remedy technical errors in the Request for Bid process.

5. Approve or disapprove the use of particular subcontractors.

6. Solicit best and final offers from all or some of the Bidders.

7. Award an agreement to one or more Bidders.

8. Waive informalities and irregularities in bid responses and/or products proposed.

The City reserves the right to check all references furnished and consider responses received in determining the award. The City reserves the right to perform investigations as may be deemed necessary by the City to assure that competent persons will be and are utilized in the performance of any Agreement and to verify the accuracy of the contents of responses.

Addendum:

The City will issue responses to inquiries and any other corrections or amendments it deems necessary in written addenda issued through the MITN Purchasing Group and prior to the response due date. Respondent should not rely on any representations, statements, or explanations other than those made in this solicit or in any written addendum to this solicit. Where there appears to be conflict between the solicit and any addenda issued, the last addendum issued shall prevail.

It is the Proposer’s responsibility to assure receipt of all addenda. The Proposer should verify with the MITN Purchasing Group site prior to submitting a response that all addenda have been received. Respondent who obtains copies of this solicit from sources other than the MITN Purchasing Group, risk the potential of not receiving addenda. Such Respondent is solely responsible for those risks.

Price Quotations:

All prices shall be quoted in U.S. dollars. Pricing charged to the City shall include all costs for shipping, freight, delivery, etc. Manufacturer/ supplier price decreases received by the vendor from any manufacturer shall be passed on to the City in the form of reduced cost of goods to the supplier from the prices currently in effect. From time to time, the City will verify such decreases with the vendor and request new price adjustments. No increases over the bid price shall be permitted to compensate the Contractor for inefficiency, errors in judgment, increases in labor costs, or profit.

Quantities:

Quantities listed or referred to in any part of the solicitation shall be for cost analysis only and are not a guarantee of any minimum or maximum quantities to be purchased by the City.

Samples:

Samples of exact ticket stock proposed shall be provided to the Purchasing Department within three (3) days of request. Samples may also be provided with the bid response or mailed separately, labeled with corresponding bid item number and bidder’s name. Samples provided shall be the same as items delivered throughout the life of the contract.

Examples of tickets currently utilized have been provided as digital files in the MITN Purchasing Group. Paying for parking in any City ramp will also yield a ticket sample. Any and all samples, examples, etc., are for viewing and analysis purposes only and subject to change and shall not be considered to be the final product required. It is urged that prospective bidders examine/view the samples and be satisfied as to the nature of work required. No allowance shall be made subsequently in this connection, on behalf of the Contractor for any negligence on their part.

Questions:

Any formal requests for clarification, questions, or additional information regarding this solicitation shall be submitted in writing no later than 2:00 p.m. January 31, 2025, to Project Buyer Daniel Williamson at (dwilliamson@grand-rapids.mi.us).

Proofs:

Proofs may be required for each ticket prior to printing run, at the discretion of the City Project Manager. If proofs are requested by the Project Manager, no tickets shall be accepted without the proof approved in writing by the designated Project Manager prior to printing.

Response Submittals:

Bidders should complete and submit this completed, signed document, along with any descriptive literature or attachments, in the Bidnet Direct solution shall be uploaded in Bidnet Direct (https://www.bidnetdirect.com/mitn), as per the instructions provided, by the deadline specified. The City reserves the right to waive, at its discretion, any irregularity or informality that City deems correctable or otherwise not warranting rejection of the bid response.

Responses may be withdrawn or modified in writing prior to the response submission deadline. Following the deadline date responses will be considered firm. Responses received after the date and time indicated will not be accepted or considered.

All responses become the property of the City of Grand Rapids. The content of all responses shall be held confidential and sealed until after the public bid opening.

Purchasing Department - City of Grand Rapids 300 Monroe NW Room 720 Grand Rapids, MI 49503

Bid File #860-76-21 Tickets, Spitter, Parking Ramps Due: February 7, 2025 11:00 AM EST

Company Name: #####

Hard copies of the response may be either mailed, delivered, or hand-delivered by the City’s Purchasing Department no later than the date specified; submittals received in this manner shall be received no later than the due date. Responses must be shipped in one box or package. If the response is sent by mail or commercial express service, the Respondent shall be responsible for actual delivery of the response to the City Purchasing Department before the deadline.

Solicit Evaluation/Award:

The evaluation of and award for this solicitation shall be made to the responsible offer whose response is determined in writing to be the best value for the City taking into consideration total costs and the evaluation factors set forth in the solicitation. Further, the City reserves the right to award the solicitation and enter into a contract deemed to be in the City’s best interest. The City reserves the right to award in total, to reject any and all responses in whole or in part, and to waive any informality or technical defects of the products proposed, if, in the City’s sole judgment, the best interests of the City will be served.

The award of a contract shall be at the sole discretion of the City. Upon making an award, or giving notice of intent to award, the Purchasing Department will provide appropriate notice electronically. The contract file shall contain the basis on which the award is made.

Factors that will be considered, but shall not be limited to are:

The City reserves the right to award any single item and/or combination of items if it deems it in its own best interest. The City reserves the right to award to multiple contractors if it deems it in its own best interest.

Debriefing: The entire solicitation file, including ratings and justifications of award, will become public information and may be available for review upon request, only after final award approvals are completed. Debriefing requests shall be by appointment only.

Indemnity Requirements:

Upon execution of the Contract, the Contractor shall agree to assume all liability for and protect, indemnify and save the City, its agents, officers and employees, harmless from and against all actions, claims, demands, judgments, losses, expense of suits or actions and attorney fees for injuries to, or the parties hereto, and their agents contractors, sub-contractors, officers and employees, arising in connection with or as a direct or indirect result of entering into and performance of the contract, whether or not due to or arising out of the acts of any party thereto or its agents, contractors, sub-contractors, officers and employees, or by or in consequence of any negligence or carelessness in connection with the same or on account of liability or obligation imposed directly or indirectly upon the City by reason of any law of the State of Michigan or the United States, now existing or which shall hereinafter be enacted, imposing any liability or liability or obligations, or providing for compensation to any person or persons on account of or arising from the death of, or injury to employees, said contractor shall pay, settle, compromise, and procure the injury to employees, said contractor shall pay, settle, compromise, and procure the discharge of any and all such claims and all such losses, damages, and expenses.

Contacts:

The Purchasing Department is the sole point of contact in the City of Grand Rapids with regards to all procurement and contractual matters relating to the commodities and/or services described herein. The Purchasing Department is the only office authorized to change, modify, amend, alter, clarify etc., the specifications, terms, and conditions of this bid and any contract awarded as a result of this request. The Purchasing Department shall remain the “sole point of contact” throughout the procurement process until such a time as the Purchasing Agent/Buyer shall direct otherwise in writing.

Project Manager:

The Project Manager when herein after used shall refer to the administrator or designated representative responsible for the facilities as defined herein and will be the contact person for the successful vendor for day-to-day operations. The Project Manager shall be provided to the vendor upon award of the bid. The Purchasing Agent and Purchasing Project Buyer shall serve as contacts for all contractual issues. The Contractor shall schedule and coordinate all services with the Project Manager.

Non-Assignment:

The Contractor shall not assign, sub-contract, or sub to a sub-contractor without the written approval of the Purchasing Agent and the City Project Manager. No subs shall be allowed if not specified initially on the bid document.

Contract Term:

The initial contract term shall be for a one-year period from the date on the contract. Renewals shall be for the same period of the following years upon approval of the Purchasing Agent. Pricing provided to the City herein shall remain firm for each contract period.

Renewal Options:

The City reserves the right to renew the contract for two additional one-year terms at the prices contained herein and upon approval of the Purchasing Agent/Buyer.

Compensation:

Any provision in this Agreement to the contrary notwithstanding, the maximum obligation of the City for goods described in this agreement is limited to the not-to-exceed amount of $XXXXXX per Contract year, as specified in subsequent contract(s), unless this Agreement is modified in writing after the City Commission has authorized additional funds. The City is not obligated to spend any minimum or maximum amount authorized under this Agreement.

Orders/Releases/Purchase Orders:

Orders shall be placed for items as contained herein on an "as needed" basis from the ordering department against a master agreement purchase/direct order. Individual purchase orders shall be provided for each order, under the contractual terms and conditions of this contract. Vendor shall be aware that orders may be frequent, throughout the year.

Delivery:

All shipments shall be F.O.B. delivered, freight included, to the City of Grand Rapids Mobile GR Department, 50 Ottawa Avenue NW, Grand Rapids, MI. F.O.B. terms other than “F.O.B. delivered” shall not be accepted. All goods shall be individually labeled with corresponding bid part numbers on all shippers, invoices and on individual items/parts.

Product Supply:

Contractor shall guarantee an adequate supply of all commodities/services bid that is ready and available for use upon confirmation of a purchase order for the City of Grand Rapids, and at the prices bid, under all market conditions for the life of the contract. No product development of any type, shape, or form shall be allowed or accepted by the City over the life of the contract.

The successful bidder will be responsible at all times, for warranting that products provided under this contract shall comply with all Federal, State, and local safety regulations at time of delivery to the City of Grand Rapids. The Contractor shall become fully informed of and ensure compliance with all regulations of MIOSHA, OSHA and EPA requirements and regulations that are in effect at time of delivery.

City Income Tax to Be Withheld:

The Contractor shall certify the status of such payment to the City by Affidavit assuring the City regarding the withholding of income taxes as needed.

Personal Property Tax:

The Contractor shall certify the status of such payment to the City by Affidavit assuring the City regarding the payment of property taxes as needed.

Invoicing:

All invoicing of goods shall be forwarded to the City’s Project Manager(s). Invoicing shall be on completion of each purchase order request and include but not be limited to the following:

Vendor Shall Note:

The successful Contractor shall be aware that invoicing shall be accepted only from the Contractor as listed on the bid document and subsequent term purchase order and only in the format as specified herein. Invoices not meeting this requirement shall be discarded. No consideration shall be made by the City on behalf of the Contractor for any reason in these circumstances. In these circumstances corrected invoices resubmitted for payment shall not be considered after (90) ninety days.

Non-Reimbursable Charges:

Pricing proposed shall include all overhead expenses and incidentals which shall include, but not be limited to shipping/delivery. No additional cost shall be recognized.

Independent Contractor:

The Contractor shall perform all work and services described herein as an independent contractor and not as an officer, agent, servant or employee of the City of Grand Rapids. Contractor shall have exclusive control of and the exclusive right to control the details of the services and work performed hereunder and all persons performing the same and shall be solely responsible for the acts and omissions of its officers, agents, employees, contractors and subcontractors, if any. Nothing herein shall be construed as creating a partnership or joint venture between the City of Grand Rapids and Contractor. No person performing any of the work or services described hereunder shall be considered an officer, agent, servant or employee of the City of Grand Rapids, nor shall any such person be entitled to any benefits available or granted to employees of the City of Grand Rapids.

Modifications:

This contract shall not be modified, amended, extended, or augmented without prior approval of the Purchasing Agent/Buyer. City Commission approval may also be required. Changes of any nature reflecting a modification to this contract, or any increase or decrease in costs, shall not be permitted without a properly drafted change order submitted by the Purchasing Agent or Buyer. Failure to comply shall result in non-payment of the additions and cancellation of the contract.

Additions/Deletions:

The City reserves the right to add new and/or delete commodities as needed through the life of the contract upon approval of the Purchasing Agent/Buyer, at the pricing, terms, and conditions herein. Additional commodities may be included on this contract upon receipt of written quote by the Purchasing Department, and subsequent change order issued. As this is a non-exclusive contract, City reserves the right to obtain competitive pricing as it deems in its own best interests for any additional items identified by the City, and to order such items from additional vendors if in the City’s best interests.

Method of Resolving Dispute:

Should an inspection by the City of Grand Rapids Project Manager reveal that the Contractor's work results in any non-acceptable condition:

Reports:

The Contractor shall be required to report the contract usage by City departments, including but not limited to job descriptions, materials provided, labor hours, usage/quantities, weigh slips, amounts paid to the Contractor, etc. All records, regardless of physical form, and the accounting practices and procedures of the Contractor relevant to this contract shall be subject to examination by the City. Such records shall be reported when requested by the Purchasing Department Buyer or the City Project Manager. Reports shall be provided to the City within five business days. Contractor shall maintain all the applicable records for at least three years following completion of this contract. Should an audit, inspection, or examination of the contract disclose any overpricing or overcharging of any nature by the Contractor to the City, the Contractor shall reimburse, through either cash remuneration or crediting of the City’s account, the actual amount of the overcharge. Failure to provide reimbursement in a timely manner to the City shall result in immediate contract cancellation

Remedies:

All claims, counterclaims, disputes and other matters in question between the City and the Contractor, including their agents, employees, subcontractors, Contractors or other subordinate parties arising out of or relating to this Agreement or its breach shall be decided in a court of competent jurisdiction within the County of Kent, State of Michigan, or in the U.S. District Court for the Western District of Michigan. This Agreement is to be governed by and interpreted in accordance with the law of the State of Michigan.

Force Majeure:

Whenever a Contractor’s place of business, mode of delivery, or source of supply has been disrupted by strike, or act of God, it shall be the responsibility of the Contractor to promptly advise the City of such circumstance. In such circumstance, the City reserves the right to cancel any and all orders with the Contractor, and source the needed items or material from another source of its choice, at no additional cost.

Waiver:

This Agreement shall be construed in a manner that a waiver of any breach of any provision of this Agreement shall not constitute or operate as a waiver of any other breach of such provision or of any other provisions, nor shall any failure to enforce any provision hereof operate as a waiver of such provision or of any other provision.

Severability:

This Agreement shall be severable, if any part or parts of this Agreement shall for any reason be held or unenforceable by a court of competent jurisdiction, all remaining parts shall remain binding and in full force and effect.

TERMS AND CONDITIONS CONTINUED

Press Release or Other Public Communications:

Under no circumstances shall the Contractor without the express written consent of the City: a) Issue or permit to be issued any press release, advertisement or literature of any kind which refers to the City, or the Work being performed hereunder, unless the Contractor first obtains the written approval of the City. Such approval may be withheld if for any reason the City believes that the publication of such information would be harmful to the public interest or is in any way undesirable; and b) Communicate in any way with any Contractor, department, board, agency, commission or other organization or any person whether governmental or private in connection with the Services to be performed hereunder except upon prior written approval and instruction of the City; and c) Except as may be required by law, the Contractor and its employees, agents, subcontractors and suppliers will not represent, directly or indirectly, that any product or service provided by the Contractor or such parties has been approved or endorsed by the City.

Cancellation:

The City reserves the right to cancel this contract for any or no reason with thirty days written notice at no additional cost to the City.

Acceptance of Facsimile, Scanned, or Electronic Signatures:

The parties agree that this Agreement, agreements ancillary to this Agreement, and related documents to be entered into in connection with this Agreement will be considered signed when the signature of a party is delivered by facsimile transmission or delivered by scanned image or such other electronic means including a signature entered into the City’s Purchasing Software. Such facsimile, scanned, or electronic signature shall be treated in all respects as having the same effect as an original, wet-ink signature.

Counterparts:

This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but all of which, taken together, shall constitute one and the same agreement.

Entirety of Agreement:

This Agreement, and any attachments, incorporated by reference, constitutes the entire agreement between City and Contractor relating to the subject matter hereof and supersedes any previous agreements or understandings, oral or written. If additional or supplemental terms and conditions either intentionally or inadvertently appear separately in transmittal letters, specifications, literature, price lists or warranties, it is understood and agreed that the general and any special conditions in this response are the only conditions applicable to the response and any ensuing contract and the bidders authorized signature affixed to the response solicitation signature form attests to this.

Bid responses comply with all terms and conditions contained herein: |_| Yes |_| No

If no, list exceptions below in detail:

Bidder:

TERMS AND CONDITIONS CONTINUED

Litigation History A. The Proposer must provide a history for the last five (5) years of all claims, settlements, arbitrations, litigation proceedings, and civil actions involving $20,000 or more, and all criminal legal actions in which the company, its parent company, subsidiaries, all partners, or principals were involved. For each case, the Proposer must provide the following: The name of the claim, arbitration, litigation or action, the amount at issue or the criminal charges alleged, and the status or final disposition of the case.

B. The Proposer must also provide details of any current or threatened legal actions in Michigan against the Proposer or its parent company, subsidiaries, all partners, principals, or joint venture company(ies) by a governmental entity contracting with the Proposer or its parent, or against such a government entity by the Proposer or its parent company or joint venture company(ies). For each action, the Proposer must provide the following: The name of the action and the court in which the action is pending, the action number and the amount at issue.

C. The Proposer shall provide a list of all enforcement actions taken against it during the last five (5) years by any regulatory agency such as, but not limited to, the Internal Revenue Service, the United States Environmental Protection Agency, the Michigan Department of Environment, Great Lakes & Energy or a Local Enforcement Agency. The list shall include name of the regulatory agency and the date of enforcement action.

D. The Proposer shall inform the City if it has had a permit, franchise, license, entitlements or business licenses that have been revoked or suspended in the last five (5) years.

E. The Proposer must list any claims against a Bid or Performance Bond and the results or any contractual defaults or termination over the last five (5) years.

Check One:

[ |_| ] Neither the undersigned firm, nor any of its officers or principals, has been a party to any litigation and/or judgments entered against it or them by any local, state or federal governmental entity, and has had no litigation and/or judgments entered against any such entity on its or their behalf during the past five (5) years.

OR

[ |_| ] The undersigned firm, BY ATTACHMENT TO THIS FORM, submits a summary and disposition of individual cases of litigation and/or judgments entered by or against it or one or more of its officers or principals by any local, state or federal governmental entity, by any state or federal court, during the past five (5) years.

COMPANY NAME

NAME (PRINT OR TYPE)

TITLE

AUTHORIZED SIGNATURE

Failure to check the appropriate blocks above may result in disqualification of your response. Likewise, failure to provide documentation of a possible conflict of interest, or a summary of past litigation and/or judgments, that the City obtains after the fact, through any means, may result in disqualification of your response and cancellation of any contract(s).

Vendor shall note: if the City obtains or becomes aware of any and all past or pending complaints, disciplinary actions, civil actions, criminal actions, etc., that were not disclosed in the space and form provided in the bid document, the City reserves the right to unilaterally cancel the contract immediately, as it deems in its own best interests to do so.

Conflict of Interest By signing below, the Contractor represents that:

No officer, director, employee, agent, or other consultant of the City or a member of the immediate family or household of the aforesaid has directly or indirectly received or been promised any form of benefit, payment or compensation, whether tangible or intangible, in connection with the grant of this Agreement.

There are no undisclosed persons or entities interested with the Consultant in this Agreement. This Agreement is entered into by the Contractor without any connection with any other entity or person making a proposal for the same purpose, and without collusion, fraud or conflict of interest. No elected or appointed officer or official, director, employee, agent or other consultant of the City, or of the State of Michigan (including elected and appointed members of the legislative and executive branches of government), or a member of the immediate family or household of any of the aforesaid:

1. is interested on behalf of or through the Consultant directly or indirectly in any manner whatsoever in the execution or the performance of this Agreement, or in the services, supplies or work, to which this Agreement relates or in any portion of the revenues; or

1. is an employee, agent, advisor, or consultant to the Consultant or to the best of the Consultant’s knowledge any subcontractor or supplier to the Consultant.

Neither the Consultant nor any officer, director, employee, agency, parent, subsidiary, or affiliate of the Consultant shall have an interest which is in conflict with the Consultant’s faithful performance of its obligation under this Agreement; provided that the City, in its sole discretion, may consent in writing to such a relationship, provided the Consultant provides the City with a written notice, in advance, which identifies all the individuals and entities involved and sets forth in detail the nature of the relationship and why it is in the City's best interest to consent to such relationship.

The provisions of this Article are supplemental to, not in lieu of, all applicable laws with respect to conflict of interest. In the event there is a difference between the standards applicable under this Agreement and those provided by statute, the stricter standard shall apply.

In the event Consultant has no prior knowledge of a conflict of interest as set forth above and acquires information which may indicate that there may be an actual or apparent violation of any of the above, Consultant shall promptly bring such information to the attention of the City's Project Manager. Consultant shall thereafter cooperate with the City's review and investigation of such information and comply with the instructions Consultant receives from the Project Manager in regard to remedying the situation.

Conflict/Non-Conflict of Interest Statement: Check One

[ |_| ] To the best of our knowledge, neither the undersigned firm, nor any of its officers or principals, has a potential conflict of interest due to any other clients, contracts, or property interest for this project.

OR

[ |_| ] The undersigned firm, or one or more of its officers or principals, BY ATTACHMENT TO THIS FORM, submits information which may be a potential conflict of interest due to other clients, contracts, or property interest for this project.

COMPANY NAME

NAME (PRINT OR TYPE)

TITLE

AUTHORIZED SIGNATURE

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