biddoc.pdf

Solicitation

COVER SHEET

IDENTIFICATION

Number RFP-PW-26-027

Title Pump Maintenance and Support

Summary The City of Commerce City requires as-needed, on-demand services for inspection, maintenance, repair, replacement, and installation of irrigation pumps, swimming pool pumps, HVAC pumps, water-feature pumps, and related motors and controls. These services support the operational needs of both the Public Works and Parks, Recreation & Golf Departments, ensuring reliable and safe operation of critical systems across City facilities and parks.

Type Request for Proposals (RFP)

AUTHORIZED CONTACT PERSONS

Primary Brett Hardy, Senior Procurement Analyst, bhardy@c3gov.com, 303-227-7153

Secondary N/A

Notes See Solicitation Instructions, 3.1 Authorized Contact Persons.

IMPORTANT DATES

OFFERS DUE

Date and Time

Thursday, August 6, 2026, at 2:00PM MT

Notes See Solicitation Instructions, 5 Offer Submission.

QUESTIONS DUE

Date and Time

Five (5) business days prior to solicitation close date

Submission Method

BidNet Only

Notes See Solicitation Instructions, 3.2 Questions.

mailto:bhardy@c3gov.com

Solicitation Cover Sheet

PRE-OFFER CONFERENCE

Conference (Yes/No)

Yes

Mandatory (Yes/No)

No

Date and Time

Monday, July 27, 2026, at 2:00PM MT

Location Microsoft Teams:

Join: https://teams.microsoft.com/meet/26456855243468?p=ucIV5Ls51LV8xTvNmW

Meeting ID: 264 568 552 434 68

Passcode: Hy2da6Au

Notes If you are only able to dial-in, please have the solicitation documents available to review.

Use *6 to mute and unmute yourself if dialing into the meeting.

PUBLISHED

Date Thursday, July 16, 2026

Available Online

City of Commerce City - Bid Opportunities and RFPs | BidNet Direct

SOLICITATION DOCUMENTS

Document Name Pages Date

Solicitation Packet – RFP-PW-26-027 Includes the following:

Solicitation Cover Sheet 2 7/16/2026

Solicitation Instructions 9 7/16/2026

Draft Agreement 18 7/16/2026

Scope of Work 6 7/16/2026

Pricing Submittal – RFP-PW-26-027– Complete and return 1 7/16/2026 https://teams.microsoft.com/meet/26456855243468?p=ucIV5Ls51LV8xTvNmW https://www.bidnetdirect.com/colorado/city-of-commerce-city/solicitations/open-bids?selectedContent=BUYER

INSTRUCTIONS RFP

Solicitation Instructions Page 1

1 REQUEST FOR PROPOSALS

1.1 Invitation. The City of Commerce City invites all Responsible Offerors to submit Proposals to provide the goods and/or services described in this Solicitation.

1.2 Documents. This Request for Proposals (“RFP” or “Solicitation”) is composed of all documents listed in the Attachments section of the Solicitation Cover Sheet and those uploaded to the Documents section of BidNet.

1.3 Process. The process described in this RFP is procedurally compliant with local and state law.

1.4 Changes. The City may change or revise any of the contents of this Solicitation through the issuance of a written Addendum. Any Addenda issued will be issued through BidNet. Any explanation, clarification, interpretation or change to the Solicitation made in any other manner is not binding upon the City, and Offerors shall not rely upon such explanation, clarification, interpretation, or change. Oral explanations or instructions given before the award of the Contract are not binding.

1.5 Review of Documents. Offerors shall review the entire Solicitation, as revised through Addenda. Offerors shall notify the Authorized Contact Person(s) listed on the Solicitation Cover Sheet in writing of any omissions, ambiguities, inconsistencies or errors in the Solicitation prior to the Offer Due Date and Time displayed in the Important Dates section of the Solicitation Cover Sheet. Offerors shall also notify the City of any Solicitation contents the Offeror believes may be unreasonably restrictive.

1.6 Cancellation. The City reserves the right to cancel this Solicitation at any time for any reason and to resolicit the goods and services included in this Solicitation.

2 PUBLICATION AND NOTICES

2.1 Publication. This Solicitation was published on the Rocky Mountain E-Purchasing System, as of the Published date displayed in the Solicitation Cover Sheet section.

2.2 Email Notices. On the Solicitation’s Published date, email notices regarding this Solicitation were issued to all vendors registered in BidNet Direct, that had previously selected the applicable commodity codes. All subsequent email notices regarding this Solicitation will be limited to those vendors or other persons that subscribe to this Solicitation in the Rocky Mountain E-Purchasing System.

2.3 Third-Party Notices. The Rocky Mountain E-Purchasing System is the only source of official notices regarding this Solicitation. Prospective Offerors shall not rely on any notices concerning this Solicitation received from sources other than the Rocky Mountain E-Purchasing System.

3 COMMUNICATIONS AND MEETINGS

3.1 Authorized Contact Persons. The names and contact information for the authorized contact persons for this Solicitation are displayed in the Solicitation Cover Sheet.

3.2 Questions. Offerors shall submit any questions concerning this Solicitation in writing via BidNet. The City will respond to all questions received by the Questions Due Date and Time displayed on the Solicitation Cover Sheet.

The City will publish one or more Addenda displaying all timely received questions and the City’s responses to each for any information not already contained in the solicitation.

COMMERCE CITY

INSTRUCTIONS RFP-PW-26-027

Solicitation Instructions Page 2

3.3 Vendor Help Desk. For general questions concerning the Rocky Mountain E-Purchasing System, Offerors may contact the BidNet at support@bidnet.com or (800) 835-4603. Assistance from BidNet t is limited to navigating and using BidNet and the Rocky Mountain E-Purchasing System only. BidNet will not respond to any questions concerning a specific Solicitation.

3.4 Pre-Offer Conferences. The City may hold one or more pre-offer conferences to review the Solicitation and to receive verbal questions. The Solicitation Cover Sheet will display if a Pre-Offer Conference is being held and if attendance at this meeting is mandatory. If a Pre-Offer Conference is planned, the date, location, time, and any other necessary information regarding this meeting will also be displayed in the Solicitation Cover Sheet.

Attendance of potential Offerors at any Pre-Offer Conference will be recorded and will be included in an Addendum published following the meeting. As the Solicitation is subject to change, (See Solicitation Instruction, 1.4 Changes.) Offerors shall not rely on verbal exchanges that may occur at a Pre-Offer Conference.

Offerors shall continue to submit all questions in writing. (See Solicitation Instructions, 3.2 Questions.)

3.5 Site Visits. The City may hold one or more site visits to allow prospective Offerors to inspect the location(s) where work under any resulting contract will be performed and to receive verbal questions. The Solicitation Cover Sheet will display if a Site Visit is being held and if attendance at this meeting is mandatory. If a Site Visit is planned, the date, location, time, and any other necessary information regarding this meeting will also be displayed in the Solicitation Cover Sheet. Attendance at any Site Visit will be recorded and will be included in an Addendum published following the meeting. As the Solicitation is subject to changes, (See Solicitation Instruction, 1.4 Changes.) Offerors shall not rely on verbal exchanges that may occur at a Pre-Offer Conference.

Offerors shall continue to submit all questions in writing. (See Solicitation Instructions, 3.2 Questions.)

4 OFFER PREPARATION

4.1 Offer Submittals. Offerors intending to respond to this Solicitation shall download and complete each of the Submittal documents listed in the Solicitation Cover Sheet. Submittal documents will include additional Solicitation instructions specific to its contents. Offerors will complete each Submittal in accordance with the instructions in the submittal. At a minimum, submittals will include a Price Offer and a Technical Offer.

4.2 Alternate Offers. Unless excluded elsewhere in the Solicitation, Offerors may submit alternative Offers, in addition to their primary Offer. Offerors seeking to submit an alternative Offer may include with their completed Submittals, any alternative Submittals as applicable.

4.3 Exceptions. Offerors shall indicate if they take exception to any portions of the Solicitation in their Proposal.

Any exceptions included in the Proposal may negatively impact the City’s evaluation of the Proposal or may cause the City to reject the Proposal entirely.

4.4 Offer Acceptance Period. All Offers are valid for a period of one hundred and eighty (180) calendar days after the RFP closing date unless a longer acceptance period is offered in the proposal.

4.5 Proprietary and Confidential Information. All Offers received and opened by the City are subject to the Colorado Open Records Act (“CORA” or “Act”), C.R.S § 24-72-201, et seq., and will be made available to the public as required by law. Offerors may request parts of their Offers remain confidential and must indicate such in the Offer and on the appropriate proprietary or financial pages; provided, under no circumstances may an entire Offer be marked or identified as proprietary. The City will take reasonable steps to keep confidential only documents prohibited from disclosure under the Act, which efforts may include notifying the Offeror of a CORA request and allowing the Offeror to take steps to prevent disclosure, where and when it is reasonably possible to do so. By submitting a Proposal, each Offeror releases the City from any claim of damage or loss arising from the release of confidential or proprietary documents not clearly designated as such by an Offeror mailto:support@bidnet.com

Solicitation Instructions Page 3 and subject to the disclosure requirements of CORA, and from any claims arising from the release of documents as required pursuant to the Act. A copyright notice or symbol is insufficient to identify proprietary or confidential information.

4.6 Cost of Offer Preparation and Participation. Offerors are responsible for all costs related to the preparation of their Offer and incurred while participating in this Solicitation process.

4.7 Disadvantaged Businesses. Offerors utilizing subcontractors must outline in their proposal the affirmative steps taken to assure that small business, minority-owned business, and women-owned business enterprises, as well as labor surplus area firms are used when possible. Affirmative steps must include: (1) placing qualified small businesses, minority-owned and women-owned business enterprises on solicitation lists; (2) assuring that small businesses, minority-owned business, and women-owned business enterprises are solicited whenever they are potential sources; (3) dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small businesses, minority-owned business, and women-owned business enterprises; (4) establishing delivery schedules, where the requirement permits, which encourage participation by small businesses, minority-owned business, and women-owned business enterprises; and (5) using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the United States Department of Commerce.

5 OFFER SUBMISSION

5.1 Electronic Offers. All Offers in response to this Solicitation shall be submitted electronically (electronic documents) to the City of Commerce City using the Rocky Mountain E-Purchasing System, available through the BidNet system. To submit Electronic Offers, Offeror’s must first be registered as a vendor with BidNet Direct.

For any questions or problems concerning BidNet Direct contact support@bidnet.com or (800) 835-4603.

5.2 Due Date and Time for Electronic Offers. Electronic Offers in response to this Solicitation shall be submitted via the Rocky Mountain E-Purchasing System by the Offer Due Date and Time displayed in the Important Dates section of the Solicitation Cover Sheet. The time recorded within BidNet shall be the official time of record for Electronic Offers.

5.3 Withdrawing Electronic Offers. Electronic Offers submitted online in response to this Solicitation may be withdrawn, revised, and resubmitted using the functionality through BidNet any time prior to the Solicitation’s Due Date and Time. Withdrawn Electronic Offers may be resubmitted, with or without modifications, up to the Solicitation’s Due Date and Time.

5.4 Late Electronic Offers. Rocky Mountain E-Purchasing System will not allow Electronic Offers to be submitted past the Solicitation’s Due Date and Time.

6 OFFER EVALUATION

6.1 Basis of Competition. The City may compare Offers based on groups or categories and will choose the basis of competition that best meets the City’s needs for the resulting contracts. The basis of competition for each RFP will be described in section 11, Evaluation of Offers below.

6.2 Minimum Responsiveness. Proposals are Minimally Responsive when they include all of the Submittals listed in this Solicitation, completed and with sufficient detail in each to evaluate the Proposal in accordance with the Solicitation’s Instructions. Proposals that are not Minimally Responsive may be deemed non-responsive and rejected.

6.3 Responsibility. An Offeror is responsible if they have the financial and practical ability, resources, expertise, and past performance to provide the goods or services described in the RFP. Offerors must also demonstrate current mailto:support@bidnet.com

Solicitation Instructions Page 4 and past compliance with all of the City’s applicable legal, regulatory, and policy requirements. An Offer may be rejected if an Offeror is determined to not be responsible.

6.4 Clarifications. Any time after the opening of Proposals, the City may contact Offerors to ask questions about their Proposal’s contents to better understand these contents as written. Responses to clarification questions, whether done verbally or submitted in writing, do not change the Proposal’s contents. Clarifications are not to be confused with Discussions as described herein.

6.5 Evaluation. Proposals that are Minimally Responsive will be evaluated based on the Evaluation Factors listed in Section 11.1 of the Solicitation Instructions. Evaluation Factors correspond to their specified Submittals and shall indicate their respective weighting next to each. Proposal submittals not identified as Evaluation Factors will be evaluated on a pass / fail basis in accordance with the Solicitation’s Instructions and any further instructions within each Solicitation. Although minimum responses are required in all Submittals, the Submittals identified as Evaluation Factors will be used to differentiate the Proposals and to identify which Proposal(s) represents the Best Value to the City. The City’s evaluation may be made without Clarifications or Discussions with Offerors. Proposals should, therefore, include the Offeror’s most favorable terms.

6.6 Discussions and Proposal Revisions. After completing initial evaluations, the City may enter discussions (communications which may include negotiations and feedback about the Proposal submitted) with one or more Offerors submitting the highest rated Proposal(s). Following the completion of Discussions, the City may request Proposal revisions from these Offerors. The City may seek multiple rounds of Discussions and Proposal revisions as deemed necessary by the City. The City may revise its initial evaluations depending on the contents of any Proposal revisions received following these Discussions.

6.7 Interviews/Presentations. The City may require that one or more Offeror submitting the highest rated Proposals participate in interviews and/or presentations.

7 CONTRACT AWARD AND EXECUTION

7.1 Award Determination. City staff will recommend Contract award to the Offeror(s) submitting the highest rated Proposal(s) based on the Evaluation Factors set forth in this Solicitation. The notice of Intent to Award will be published to the Rocky Mountain E-Purchasing System and notice will be sent to all Offerors subscribed to the Solicitation.

7.2 Multiple Awards. If the City determines that multiple contracts are needed, the City will award one or more additional contracts to the Offeror(s) submitting the next highest rated Proposal(s).

7.3 Contract Execution. Contracts within the City Manager’s signature authority will be awarded and executed simultaneously. Contracts requiring approval of the award by the Commerce City Council will be executed following the Council’s approval.

8 ADMINISTRATIVE MATTERS

8.1 Solicitation File. All documents included in this Solicitation, and all timely received Offers in response to this Solicitation, except for Offer contents deemed by Offerors to be proprietary and confidential, will be available for public inspections upon the execution of the contract.

8.2 Debriefings. Offerors may request a debriefing meeting to ask any questions concerning the Solicitation’s contents, process, or the evaluation of their Offer. Debriefing meetings are informal exchanges and may be requested anytime following the earlier of (i) after the publication of the Notice of Intent to Award; (ii) the date the Solicitation is cancelled. Debriefings are not public meetings and are usually limited to a single Offeror and any of their representatives. Only information regarding the Solicitation documents and the Offeror’s Offer (including City’s evaluation of the Offer) in response to the Solicitation will be discussed.

Solicitation Instructions Page 5

8.3 Reservations. The City reserves the right to: (i) specify approximate quantities in the Solicitation; (ii) extend the Solicitation due date and time; (iii) add additional terms or modify existing terms in the Solicitation; (iv) reject an Offer containing exceptions, additions, qualifications or conditions not called for in the Solicitation;

(v) reject an Offer received from an Offeror who is currently debarred or suspended by the Federal Government;

(vi) reject an Offer that contains fraudulent information; (vii) reject an Offer that has material omissions; (viii) reject any or all Offers; (ix) procure any goods or services included in this Solicitation by other means; (x) consider and accept alternate Offers, if specified in the Solicitation, when most advantageous to the City; (xi) reject an Offer if prices in the Offer are unbalanced (some prices are significantly high and other prices are significantly low); (xii) waive any minor informality in any Offer or procedure so long as the deviation does not affect the competitiveness of the Solicitation process; and/or (xiii) reject any or all proposed exceptions to the form Contract (Attachment A).

9 DEFINITIONS. The terms used in this RFP shall have the following definitions.

“Addendum” means a written instrument issued by the Contract Awarding Authority that modifies or clarifies the

Solicitation prior to the Due Date. “Addenda” is the plural form of the word.

“Best Offer” means the best evaluated Offer in response to a Request for Proposals or Request for

Qualifications/Statements.

“Best Offeror” means the Offeror submitting the Best Offer.

“City” means the City of Commerce City, Colorado, a home-rule municipal corporation.

“Offer” means a complete signed response to a Solicitation including, but not limited to, a Request for Proposals.

“Offeror” means a person, firm, or entity that submits an Offer in response to this Solicitation. Any Offeror may be represented by an agent after submitting evidence demonstrating the agent’s authority. The agent cannot certify as to his own agency status.

“Proposal” means a complete, properly signed Offer to a Request for Proposals.

“Procurement Division” refers to the division within the Finance Department, responsible for the City’s procurement business function.

“Request for Proposals” means all documents utilized for soliciting Proposals.

“Responsible Offeror” means the financial and practical ability of the Offeror to perform the Contract and takes into consideration resources, expertise, and past performance of the Offeror as well as compliance with all City legal, regulatory, and policy requirements during the solicitation process.

“Responsive” means meeting all the requirements of a Solicitation.

“Solicitation” means this Request for Proposals or RFP.

Solicitation Instructions Page 6

10 PROPOSAL SUBMITTALS.

10.1 Cover Letter. A cover letter indicating the Offeror’s interest and identifying the entity or entities submitting the Proposal with the complete name and address of the participating firm(s). Include the name, address, email address, and telephone number of the person to contact regarding your firm’s response, along with other contact information for those authorized to represent the Respondent. The letter should also include:

• A signature by a representative of the Respondent authorized to bind the Respondent for the terms proposed.

• Any criteria expected by the City that Respondent will not provide.

• Any proposed exceptions to the Contract form (Attachment A).

• Any other information not appropriately contained in the body of the Proposal.

10.2 Authorized Negotiator. Include name, address, email, and telephone number of a person in your organization authorized to negotiate Contract terms and render binding decisions on Contract matters.

10.3 Technical Approach and Solution. A detailed description of the general approach that will be used to deliver the services as outlined in the Scope of Services. The approach should demonstrate the understanding, methodology, and capability to support the City’s operational needs, including at a minimum:

10.3.1 Understanding of City Needs. Demonstrated comprehension of the functional, operational, and environmental requirements associated with irrigation, pool, HVAC, and water-feature pump systems.

10.3.2 Service Delivery Approach. Methods for performing inspections, diagnostics, repairs, replacements, preventive maintenance, and installations. Ability to integrate multiple pump system types under a unified service model.

10.3.3 Project Management & Coordination. Structure for managing concurrent work across multiple City Departments. Communication approach for scheduling, updates, and emergency coordination. Staffing plan, including technician qualifications and resources.

10.3.4 Work Order Execution & Documentation. Process for developing Work Orders, preparing quotes, documenting work, and ensuring project-specific deliverables.

10.3.5 Performance & Quality Control. Procedures for ensuring safe, code-compliant, high-quality workmanship. Methods for testing equipment, verifying operational performance, and correcting deficiencies.

10.3.6 Safety & Public Interaction. Approach to work-site safety, signage, hazard mitigation, and professional conduct in public environments.

10.4 Demonstrated Applicable Experience and Personnel Qualifications. Demonstrated experience in repair and replacement services for irrigation & swimming pool pumps, motors & controls for the different manufacturers installed throughout the City. Offerors shall provide a description of their technical expertise and qualifications to assume the responsibilities required for this opportunity, including:

10.4.1 Relevant Company Experience. Describe only relevant corporate experience and individual experience for personnel who will be actively engaged in the project. Do not include corporate experience unless personnel assigned to this project actively participated.

10.4.2 Project Management Structure. A chart or other visual representation of the project team indicating reporting structures for personnel from the primary firm that also indicates the reporting structure to primary firm of any subcontractors.

Solicitation Instructions Page 7

10.4.3 References. Provide three (3) current and verifiable references where the proposed solution was successfully implemented of a similar size and scope. For each reference include the project title, project cost, project duration, year, and reference name, title, present address, and phone number of principal person for whom prior projects were accomplished.

The City at its discretion may check references of current or past clients to determine the Offeror’s experience and ability to provide the products and/or services described in this Solicitation.

10.4.4 Personnel. How do you intend to staff this contract? Include names and qualifications of all professional/technical personnel who will be assigned to this project. State the primary work assigned to each person and the percentage of time each person will devote to this work. Identify key persons by name and title. Provide all resumes.

10.5 Pricing Submittal. Submit an equipment/parts price list along with a complete Pricing Sheet. The Offeror proposing the most competitive hourly rates and deepest discount percentages will be awarded the maximum number of points available for pricing. Remaining points will be distributed on a pro-rated basis.

Solicitation Instructions Page 8

11 EVALUATION OF OFFERS

11.1 Evaluation Criteria

The City will use a qualitative-based selection process to award the contract, where cost is one of several factors considered. Selection, if any, will be based on the Proposal deemed to be the best value to the City at the City’s sole discretion using the following criteria for the Initial Evaluation:

RFP Evaluation Factors Maximum Points

Technical Approach and Solution 40

Demonstrated Applicable Experience and Personnel Qualifications 35 Price 25

Total 100

11.2 Interviews and/or presentations, Optional.

The City will score proposals based on the criteria listed above. The City may select a “competitive range” of Respondents based on those scores. “Competitive range” Respondents may be invited for presentations, demonstrations, or discussions with the City. The City reserves the right to re-score “competitive range” proposals as a result, and to make award recommendations on that basis.

If a Competitive Range evaluation is conducted, the following criteria will be used to evaluate shortlisted firms:

Competitive Range Evaluation Factors Maximum Points

Technical Approach and Solution 40

Demonstrated Applicable Experience and Personnel Qualifications 35

Price 25

Total 100

All proposals will be reviewed and evaluated by the Selection Committee consisting of staff members of various city departments. The City reserves the right to request clarification or additional information from individual Respondents. The City may also consult additional resources for subject matter, expertise, and reference. By submitting a Proposal, Respondent authorizes the City to undertake such investigation as may be necessary to verify Respondent’s qualifications and reputation. Respondents will execute releases as requested by the City to enable the City to obtain necessary information.

As part of the evaluation process, the City expects to interview some, but not necessarily all, of the Respondents.

If selected for an interview, presentations will be limited in time with additional time for questions.

Respondents may also be asked to supplement their submittals.

In addition to the criteria stated above, the City may consider without limitation a Respondent’s financial resources, ability to comply with all legal and regulatory requirements, ability to perform the work and complete all work on time, history of performance, reputation ability to obtain necessary equipment, data, and facilities, and any other factor deemed important by the City. The City may select multiple Respondents to provide Services as needed by the City.

The City will negotiate with the selected Respondent(s) regarding fees and Scope of Services. If an agreement cannot be reached with the chosen Respondent(s), the City may initiate negotiations with other Respondent(s).

This process may continue until an agreement is reached with a Respondent(s). If the chosen Respondent(s)

Solicitation Instructions Page 9 does not execute a contract within a specific deadline, the City reserves the right to award the contract to other Respondent(s).

The successful Respondent(s) shall commence work only after execution of an acceptable contract and direction from the City to proceed. The Respondent(s) must submit insurance documentation, a completed W-9, and additional documentation as requested by the City before the execution of any contract.

FORM OF CONTRACT

A G R E E M E N T

THIS AGREEMENT is made between the CITY OF COMMERCE CITY, a municipal corporation of the State of Colorado (the “City”) and [NAME], a [State] [type of entity] whose address is [address] (the “Contractor”), jointly (“the Parties”).

The Parties agree as follows:

1. COORDINATION AND LIAISON: The Contractor shall fully coordinate all services under the Agreement with the Director of Public Works or delegatee (the “Department

Director”).

2. SERVICES TO BE PERFORMED:

a. As the City directs, the Contractor shall diligently undertake, perform, and complete the services and produce all the deliverables set forth on Exhibit A, Scope of Services

(the “Services”) and pursuant to all Work Orders, as defined below, to the City’s satisfaction. The terms and conditions of this Agreement shall apply to the performance of all Services under this

Agreement, whether performed with or without a Work Order.

A “Work Order” is an order to establish specific Services to be performed

(including scope of Services, schedule, and total price) executed by the City and Contractor prior to Contractor commencing the Services described in the Work Order. Work Orders must be in the form of Exhibit B.

b. The Contractor is ready, willing, and able to provide the services on a non-exclusive, as-needed basis pursuant to this Agreement. This Agreement does not grant Contractor any exclusive privilege or right to supply the Services to the City.

c. The Contractor shall faithfully perform the services in accordance with the standards of care, skill, training, diligence, and judgment provided by highly competent individuals performing services of a similar nature to those described in the Agreement and in accordance with the terms of the Agreement. Contractor further warrants that all work performed under this

Agreement will be free from defects in workmanship, equipment, and materials. Upon acceptance of the work, Contractor will transfer the benefit of any applicable manufacturer’s warranty to the

City. If related to construction, all Services will be performed in accordance with the City’s

Engineering Standards and Specifications. The City’s Engineering Standards and Specifications are available on the City’s website.

d. This paragraph applies if the Services involve construction, erection, repair, maintenance, or improvement of any public works (excluding professional services).

(1) Any progress payments are payments on accounts and shall not be construed as acceptance by the City or any part of the work. All such progress payments, except for the final payment, shall be subject to correction on subsequent invoices after the discovery of any error.

Approval of an invoice shall not foreclose the right of the City to examine Contractor’s books and records to determine the correctness and accuracy of any item.

(2) At the time of delivery of the final payment to Contractor, Contractor shall execute and give to the City a final receipt for the same. The acceptance of final payment shall constitute a waiver of all claims by Contractor.

(3) The City may withhold amounts from any payment as may be necessary to cover:

(a) any liquidated damages; (b) claims for labor or materials furnished Contractor or any subcontractor or reasonable evidence indicating probable filing of such claims; (c) failure of the

Contractor to make proper payment to subcontractors or suppliers; (d) evidence of damage to another contractor, utility, or private property; (e) uncorrected defective work or guarantees that have not been met; (f) reasonable evidence that the work will not be completed within the allowed time and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; or (g) any other amounts that the City is authorized to withhold. If the reason for withholding is removed, the City will make payment of the withheld sums with the next regular progress payment unless another basis for withholding exists. Execution of this Agreement by

Contractor shall constitute a waiver by Contractor to claim any right of payment of interest upon any funds retained or withheld by the City pursuant to this Agreement or C.R.S. § 38-26-107.

e. Contractor is satisfied as to the nature and location of the Services, the conformation of the ground, the character, quality, and quantity of the materials to be encountered, the character of equipment and facilities needed before beginning and for the Services, the general and local conditions, and all other matters, which can in any way affect the performance of the

Services. Contractor specifically waives any claim for additional compensation for any changed condition arising out of any one or more of the following, unless such changed condition is caused in whole or in part by acts or omissions within the City’s control: (1) a physical condition of the site of an unusual nature; (2) any condition differing materially from those ordinarily encountered and generally recognized as inherent in work or services of the character and at the location provided for in this Agreement; or (3) any force majeure.

3. TERM: The Agreement will commence on [ ] and will expire on [ ] (the

“Term”). The term of this Agreement may be extended by the City under the same terms and conditions by a written amendment to this Agreement. Subject to the City’s prior written authorization, the Contractor shall complete any work in progress as of the expiration date and the

Term of the Agreement will extend until the work is completed or earlier terminated by the

Department Director.

4. COMPENSATION AND PAYMENT:

a. Budget. The City shall pay, and the Contractor shall accept as the sole compensation for services rendered and costs incurred under the Agreement the line-item amounts set forth in Exhibit A. Amounts billed may not exceed the budget set forth in Exhibit A.

b. Reimbursable Expenses: There are no reimbursable expenses allowed under the Agreement. All of the Contractor’s expenses are contained in Exhibit A.

c. Invoicing: Contractor shall provide the City with invoices for all Services performed pursuant to a Work Order monthly in a format and with a level of detail acceptable to the City including all supporting documentation required by the City. By submitting an invoice, Contractor warrants that: (i) the work covered by previous invoices is free and clear of liens, claims, security interests or encumbrances, except for any interest created by retainage; and (iii) no work covered by the invoice is subject to an agreement under which an interest therein or an encumbrance thereon is retained by the seller or otherwise imposed by Contractor or any other person or entity. Contractor shall not include in its invoice any billing for defective work or for work performed by subcontractors or suppliers if it does not intend to pay the subcontractors or suppliers for such work pursuant to this Agreement.

d. Maximum Contract Amount:

(1) Notwithstanding any other provision of the Agreement, the City’s maximum payment obligation will not exceed ____________________________ AND __/100

DOLLARS ($________________.00) (the “Maximum Contract Amount”). The City is not obligated to execute an Agreement or any amendments for any further services, including any services performed by Contractor beyond that specifically described in Exhibit A. Any services performed beyond those in Exhibit A are performed at Contractor’s risk and without authorization under the Agreement.

(2) The City’s payment obligation, whether direct or contingent, extends only to funds appropriated annually by the Commerce City’s City Council, paid into the

Treasury of the City, and encumbered for the purpose of the Agreement. The City does not by this

Agreement irrevocably pledge present cash reserves for payment or performance in future fiscal years. The Agreement does not and is not intended to create a multiple-fiscal year direct or indirect debt or financial obligation of the City.

5. STATUS OF CONTRACTOR: The Contractor is an independent contractor retained to perform professional or technical services for limited periods of time. Neither the

Contractor nor any of its employees are employees or directors of the City.

6. TERMINATION:

a. The City has the right to terminate the Agreement with cause upon written notice effective immediately, and without cause upon thirty (30) days prior written notice to the

Contractor. However, nothing gives the Contractor the right to perform services under the

Agreement beyond the time when its services become unsatisfactory to the City.

b. Notwithstanding the preceding paragraph, the City may terminate the

Agreement if the Contractor or any of its officers or employees are convicted, plead nolo contendere, enter into a formal agreement in which they admit guilt, enter a plea of guilty or otherwise admit culpability to criminal offenses of bribery, kickbacks, collusive bidding, bid-rigging, antitrust, fraud, undue influence, theft, racketeering, extortion or any offense of a similar nature in connection with Contractor’s business. Termination for the reasons stated in this paragraph is effective upon receipt of notice.

c. Upon termination of the Agreement, with or without cause, the Contractor shall have no claim against the City by reason of, or arising out of, incidental or relating to termination, except for compensation for work duly requested and satisfactorily performed as described in the Agreement.

d. If the Agreement is terminated, the City is entitled to and will take possession of all materials, equipment, tools and facilities it owns that are in the Contractor’s possession, custody, or control by whatever method the City deems expedient. The Contractor shall deliver all documents in any form that were prepared under the Agreement and all other items, materials and documents that have been paid for by the City to the City. These documents and materials are the property of the City. The Contractor shall mark all copies of work product that are incomplete at the time of termination “DRAFT-INCOMPLETE”.

7. WHEN RIGHTS AND REMEDIES NOT WAIVED: In no event will any payment or other action by the City constitute or be construed to be a waiver by the City of any breach of covenant or default that may then exist on the part of the Contractor. No payment, other action, or inaction by the City when any breach or default exists will impair or prejudice any right or remedy available to it with respect to any breach or default. No assent expressed or implied, to any breach of any term of the Agreement constitutes a waiver of any other breach.

8. INSURANCE:

a. Required Policies. Contractor will procure and keep in force the following insurance subject to the conditions below, for the duration of this Agreement:

(1) Commercial General Liability Insurance. Comprehensive general liability insurance insuring against any liability for personal injury, bodily injury or death arising out of the performance of the Services with minimum combined single limits of One

Million Dollars ($1,000,000.00) for each occurrence and Two Million Dollars

($2,000,000.00) general aggregate.

(2) Products and Completed Operations Insurance. Products and completed operations insurance insuring against any liability for bodily injury or property damage caused by the completed Services, with a combined single limit of at least One Million

Dollars ($1,000,000).

(3) Comprehensive Automobile Liability Insurance. Automobile

Liability coverage with minimum combined single limits for bodily injury and property damage of not less than One Million Dollars ($1,000,000.00) for any one occurrence with respect to each of Contractor’s owned, hired or non-owned vehicles assigned to or used in connection with performance of the Services. If Contractor’s insurance does not cover non-owned or hired vehicles, the requirements of this paragraph shall be met with respect to each such vehicle used in connection with performance of the Service, and Contractor agrees to ensure compliance prior to allowing use of a vehicle not owned by Contractor for such purpose.

(4) Professional Liability Insurance. Errors and omissions professional liability insurance insuring Contractor against any professional liability with a limit of at least

One Million Dollars ($1,000,000.00) per claim and annual aggregate.

(5) Other Insurance. Workers’ compensation insurance (unless

Contractor provides a completed Declaration of Independent Contractor Status Form) and other insurance required by applicable law.

(6) Excess or Umbrella Requirements. For the coverages required in

Section, Contractor shall provide umbrella or excess coverage written on a “follow-form” basis to the underlying policy and in a coverage amount not less than One Million Dollars

($1,000,000.00). In so doing, the coverage shall provide complete protection to the City consistent with the liability limits that may be imposed upon the City pursuant to C.R.S. § 24-

10-114, as may be amended.

The limits of any insurance required by this Agreement will not limit Contractor’s liability.

b. Terms of Insurance.

(1) Additional Insured. Except for the professional liability policy, if applicable, and workers’ compensation policy, all required insurance policies shall name the City as an additional insured and will provide that the City, although named as an additional insured, will nevertheless be entitled to recovery under said policies for any loss occasioned to the City or its officers, employees or agents by reason of the negligence of

Contractor or its officers, employees, agents, subcontractors or business invitees. The insurance policies will be for the mutual and joint benefit and protection of Contractor and the

City. Such policies will be written as primary policies not contributing to and not in excess of coverages the City may carry.

(2) Qualification; Deductible. Insurance required by this Section will be with companies qualified to do business in the State of Colorado and may provide deductible amounts as Contractor deems reasonable for the Services, but in no event greater than Ten

Thousand Dollars ($10,000.00), and Contractor will be responsible for the payment of any such deductible.

(3) Cancellation. No such policies will be cancelable or subject to reduction in coverage limits or other modification unless previously approved by the City in writing.

(4) Coverage Type. Contractor will identify whether the type of coverage is “occurrence” or “claims made.” If the type of coverage is “claims made,” which at renewal Contractor changes to “occurrence,” Contractor will carry a twelve (12) month tail.

Contractor will not do or permit to be done anything that will invalidate the policies.

(5) Pollution Coverage. The insurance required by this Agreement will cover any and all damages, claims or suits arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of pollutants, and will not exclude from coverage any liability or expense arising out of or related to any form of pollution, whether intentional or otherwise. If necessary, Contractor will secure and maintain either a rider or a separate policy insuring against liability for pollution related damages, claims or suits with at least Two Million Dollars ($2,000,000) each occurrence, subject to approval by the

City, which approval will not be unreasonably withheld.

(6) Evidence of Coverage. Before commencing work under this

Agreement, Contractor will provide certificates of insurance policies and all necessary endorsements evidencing insurance coverage required by this Agreement. The City will not be obligated under this Agreement until Contractor provides acceptable certificates of insurance and endorsements. If the Term extends beyond the period of coverage for any required insurance, Contractor will, at least ten (10) days before the expiration of any such insurance coverage, provide the City with new certificates of insurance and endorsements evidencing either new or continuing coverage.

c. Subcontracts. Contractor will include the insurance requirements of this

Agreement in all subcontracts. Contractor will be responsible if any subcontractor fails to procure and maintain insurance meeting the requirements of this Agreement.

9. BONDS.

a. This Section applies if the Services involve construction, erection, repair, maintenance, or improvement of any public works (excluding professional services). If applicable, the requirements of this Section may be waived or modified with the approval of the

City Manager or the City’s Risk Manager.

b. Before the commencement of any work, Contractor shall provide, at

Contractor’s sole cost, the City with a separate:

(1) Performance bond in an amount equal to 100% of the amount of this Agreement as a guarantee of Contractor’s faithful performance and completion of all undertakings, covenants, terms, conditions, warranties, and agreements of the Agreement; and

(2) Payment bond in an amount equal to 100% of the amount of this

Agreement, which bond shall conform to the requirements of C.R.S. § 38-26-101, et seq., as amended, as a guarantee of Contractor’s prompt payment to all persons supplying labor and materials in the prosecution of the Services.

The bonds shall remain in effect until acceptance of the work performed under this Agreement.

Contractor shall use the bond forms approved by the City.

c. Contractor and a surety shall execute the bonds. The surety shall be corporate bonding company acceptable to the City, licensed to transact such business in the State of Colorado, and listed in the U.S. Department of the Treasury Circular 570 in effect on the date of the Agreement. Evidence of authority of an attorney-in-fact acting for the surety shall be provided in the form of a certificate as to its power of attorney and to the effect that it is not terminated and remains in full force and effect on the rate of the bonds. If at any time a surety on any bond becomes irresponsible, is disqualified from doing business in the State of Colorado, or becomes insolvent or otherwise impaired, Contractor shall furnish bond(s) from an alternate surety acceptable to the City.

d. Contractor shall secure an increase in the bonds in an amount equal to the cost of any additional work authorized pursuant to a duly executed amendment that increases the amount of this Agreement by ten percent (10%) or more, unless waived in writing by the City.

10. DEFENSE AND INDEMNIFICATION:

a. Contractor will be liable and responsible for any and all damages to persons or property caused by or arising out of the negligent or willful actions or omissions in the performance of the Services by Contractor, its employees, agents, or other persons acting under the Contractor’s direction or control. Contractor will indemnify and hold harmless the City, as well as its elected and appointed officials current and former officers and employees, servants, volunteers, agents, attorneys, representatives, insurance carriers, and self-insurance pools

(“Indemnified Parties”), from any and all liability claims, demands, actions, damages, losses judgments, costs or expenses, including, but not limited to, attorney fees, which may be made or brought or which may result against any of the Indemnified Parties as a result of or on account of the negligent, grossly negligent, willful and wanton, or intentional actions or omissions of or failure to observe any applicable standard of care by Contractor and/or its employees, agents, or representatives or other persons acting under Contractor’s direction or control. Contractor will include the provisions of this Section in any such subcontracts engaged to perform any part of the

Services. The provisions set forth in this Section will survive the completion of the Services and the satisfaction, expiration or termination of this Agreement.

b. Insurance coverage requirements specified in this Agreement shall in no way lessen or limit the liability of the Contractor under the terms of this indemnification obligation.

The Contractor shall obtain, at its own expense, any additional insurance that it deems necessary for the City’s protection.

11. TAXES, CHARGES AND PENALTIES: The Contractor shall promptly pay when due, all taxes, bills, debts and obligations it incurs performing the services under the

Agreement and shall not allow any lien, mortgage, judgment or execution to be filed against City property. Contractor and each subcontractor must obtain all required licenses and permits, including a City Contractor’s license, if required. Contractor shall pay for all license and permit fees.

12. ASSIGNMENT; SUBCONTRACTING: The Contractor shall not voluntarily or involuntarily assign any of its rights or obligations, or subcontract performance obligations, under this Agreement without obtaining the City’s prior written consent. Any assignment or subcontracting without such consent will be ineffective and void and will be cause for termination of this Agreement by the City. The City has sole and absolute discretion whether to consent to any assignment or subcontracting, or to terminate the Agreement because of unauthorized assignment or subcontracting. In the event of any subcontracting or unauthorized assignment: (i) the Contractor shall remain responsible to the City; and (ii) no contractual relationship shall be created between the City and any sub-consultant, subcontractor or assign.

13. INUREMENT: The rights and obligations of the Parties to the Agreement inure to the benefit of and shall be…