BL096-23 PAGE 1

June 21, 2023

INVITATION TO BID

BL096-23

The Gwinnett County Board of Commissioners is soliciting competitive sealed bids from qualified contractors for the Provision of Fire Suppression Systems Inspection and Maintenance on an Annual Contract for the Department of Water Resources.

Bids should be typed or submitted in ink and returned in a sealed container marked on the outside with the BL# and Company Name. Bids will be received until 2:50 P.M. local time on August 10, 2023 at the Gwinnett County Financial Services - Purchasing Division – 2nd Floor, 75 Langley Drive, Lawrenceville, Georgia 30046. Any bid received after this date and time will not be accepted. Bids will be publicly opened and read at 3:00 P.M. Apparent bid results will be available the following business day on our website www.gwinnettcounty.com.

A pre-bid conference is scheduled for 11:00 A.M. on July 10, 2023 at the Gwinnett County F. Wayne Hill Water Resources Center Conference Room. All contractors are urged to attend.

Instruction on Submitting Questions:

Questions regarding bids should be directed to Brittany Bryant, Purchasing Associate II, at Brittany.Bryant@GwinnettCounty.com or by calling 770-822-7759, no later than 3:00PM on July 25, 2023. Bids are legal and binding upon the vendor when submitted. All bids should be submitted in duplicate.

All Bidders are required to submit a Bid Bond, or a certified check made payable to the Gwinnett County Board of Commissioners in the amount of five percent (5%) of the total amount bid. The Bid Bond or certified check must be enclosed in the envelope with the sealed bid. Failure to submit a bid bond with the proper rating will result in the bid being deemed non-responsive. The successful bidder will be required to furnish a contract Performance Bond and Payment Bond, each up to a sum of $150,000.00 and provide insurance coverage as required by the contract documents. The payment and performance bond amounts are subject to change for each renewal option. It is the intent of Gwinnett County to award this contract to multiple contractors. Each awarded contractor will be provided the required bond amount during the renewal process and will be required to provide bonds for that amount. Insurance and Bonding Company should be licensed to do business by the Georgia Secretary of State, authorized to do business in Georgia by The Georgia Insurance Department, listed in the Department of Treasury’s Publication of Companies holding Certificates of Authority as Acceptable Surety on Federal Bonds and as acceptable reinsuring companies. The bid bond, payment bond, and performance bond must have an A.M. Best rating of A-5 or higher.

Gwinnett County does not discriminate on the basis of disability in the admission or access to its programs or activities. Any requests for reasonable accommodations required by individuals to fully participate in any open meeting, program or activity of Gwinnett County Government should be directed to the ADA Coordinator at the Gwinnett County Justice and Administration Center, 770-822-8165.

The written bid documents supersede any verbal or written prior communications between the parties.

Award will be made to the contractor(s) submitting the lowest responsive and responsible bid. Gwinnett County reserves the right to reject any or all bids to waive technicalities and to make an award deemed in its best interest. Bids may be split or awarded in entirety. Gwinnett County reserves the option to negotiate terms, conditions and pricing with the lowest responsive, responsible vendor(s) at its discretion.

Award notification will be posted after award on the County website, www.gwinnettcounty.com and companies submitting a bid will be notified via email.

We look forward to your bid and appreciate your interest in Gwinnett County.

Brittany Bryant Purchasing Associate II http://www.gwinnettcounty.com/ mailto:Brittany.Bryant@GwinnettCounty.com http://www.gwinnettcounty.com/

BL096-23 PAGE 2

STATEMENT OF WORK

The Gwinnett County Department of Water Resources (DWR) is soliciting competitive sealed bids for Fire Suppression Systems Inspection and Maintenance Services on an Annual Contract at various DWR facilities.

Contractor shall furnish all insurance, transportation, materials, supplies, parts, test equipment, instrumentation, apparatus, services, tools, project management, supervision, labor, technical knowledge, skills, and all things necessary to provide an annual contract for the inspection, testing, maintenance, repair, and replacement of fire suppression systems and ancillary equipment. Contract to begin September 19, 2023 or upon award. The initial term of the contract will be through March 19, 2024. If exercised, there is four (4) additional renewal options for twelve (12) month periods.

SCOPE OF WORK

I. Initial Inventory and Assessment – Awarded Contractor shall conduct an inventory and assessment of all fire suppression systems at all DWR facilities. The results of this inventory and assessment will be used to update DWR’s records and plan ongoing maintenance. This work will be done under a time and materials basis using the labor rates in the Bid Schedule. The inventory and assessment are to be completed within 60 days of contract award. This is intended as a one-time project. Appendix A lists fire suppression equipment listed in DWR’s computerized maintenance management system.

II. Inspections and Testing - All inspection and testing shall be performed in accordance with the requirements of the relevant and current National Fire Protection Association standards, any manufacturers’ recommendations, and the authority having jurisdiction for the individual location.

Contractor will provide the DWR representative with a Not to Exceed (NTE) cost proposal for all inspection and testing services. Compensation for inspections and testing will be based on the hourly labor rates provided in the Bid Schedule, the actual cost of parts, materials, and equipment plus a percentage mark-up indicated in the Bid Schedule (not to exceed 10%). The Contractor shall return the system to normal operation after any work has been completed. Any deficiencies shall be brought to the immediate attention of the DWR representative. The Contractor shall provide a detailed report documenting the inspection and test procedures and results. This report shall include any recommended modifications or repairs and an itemized proposal to correct these issues. This report shall be delivered to the DWR representative within 7 business days.

III. Preventive Maintenance - All maintenance shall be performed in accordance with the requirements of the relevant and current National Fire Protection Association standards, any manufacturers’ recommendations, and the authority having jurisdiction for the individual location. Contractor will provide the DWR representative with a Not to Exceed (NTE) cost proposal for all preventive maintenance services. Compensation for preventive maintenance services will be based on the hourly labor rates provided in the Bid Schedule, the actual cost of parts, materials, and equipment plus a percentage mark-up indicated in the Bid Schedule (not to exceed 10%). The Contractor shall return the system to normal operation after any work has been completed. Any deficiencies shall be brought to the immediate attention of the DWR representative.

IV. Corrective Maintenance – All corrective maintenance services (repairs) shall be performed in accordance with the requirements of the relevant and current National Fire Protection Association standards, any manufacturers’ recommendations, and the authority having jurisdiction for the individual location. Repairs may be initiated due to failure of equipment or from the discovery of deficiencies. Once the need for repairs is identified, Contractor shall provide a Not to Exceed (NTE) cost proposal to do the repairs. Compensation for repair work will be based on the hourly labor rates provided in the Bid Schedule, the actual cost of parts, materials, and equipment plus a percentage mark-up indicated in the Bid Schedule (not to exceed 10%). The Contractor will provide the appropriate

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personnel to complete the work within an agreed upon schedule. In some cases, repair work may be considered emergency or urgent, in which case the Contractor will be required to allocate the necessary resources to expedite the work.

If the Contractor’s repair estimate exceeds 85% of the cost of a major equipment element or a complete system, the Contractor shall notify the DWR representative of this situation prior to any repair activities. It will be at DWR’s discretion whether to proceed with the repair or replace the equipment/unit. Depending on the exigency of the situation, DWR may authorize the Contractor to proceed with purchase and installation of the replacement equipment/unit, or it may choose to purchase the equipment/unit and furnish it to the Contractor for installation.

Any major repairs, upgrades and/or replacements may require procurement separate from this annual contract to be compliant with Public Works Law.

GENERAL SPECIFICATIONS

1. The qualifications and experience of the Contractor are critical to DWR, which must have assurances that the selected Contractor is a responsible organization capable of professionally implementing the services requested. Contractor shall have at least 5 years’ experience providing similar scope of services. To confirm such capabilities, the Contractor should provide three References indicating projects of similar size and scope as the one specified in this solicitation. Include contact names, addresses, telephone numbers, email addresses, and brief descriptions of the projects.

2. Technicians providing services for this contract shall possess current State of Georgia Fire Suppression professional license. The Contractor should include documentation of this license with the bid. Failure to provide documentation prior to award, may result in bid being deemed non-responsive.

3. Contractor personnel may work alongside or in conjunction with DWR personnel for any work.

4. Contractor shall keep work sites clean and free of debris. When providing services, contractor shall maintain a level of cleanliness and neatness needed for proper execution of the work. Contractor shall keep newly installed work clean and protect it from damage. When services are complete, contractor shall clean the work site, in all areas, disturbed by its activities, of rubbish, waste material and litter;

remove all tools, equipment and surplus materials from the site, and remove any temporary protection and facilities installed during its services. Any surfaces and/or finishes that are damaged by contractor’s work shall be patched, repaired, and repainted to match surrounding area. Contractor also shall take precautions to protect trees, shrubbery, and sod at its service locations. Where such items are inadvertently destroyed or damaged, contractor shall replace or restore at its cost.

5. The successful Contractor may be asked to purchase and install various parts or materials for the modification or repair of fire suppression systems.

6. The hourly labor rates on the Bid Schedule shall include all costs associated with transportation by service vans and trucks as well as all costs for hand tools, power tools, ladders, carts, testing equipment, and miscellaneous items and consumables normally associated with fire suppression system service calls for testing, inspection, repair, and installation work.

7. Hourly labor rates shall begin when the Contractor’s personnel reach the service site and shall end when leaving the service site.

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8. All work should be completed between 7:30 A.M.- 3:30 P.M., but work may be required outside of that time frame on occasion.

9. The Contractor’s cost for materials, parts, supplies, and equipment in the Bid Schedule refers to the approximate amount DWR would pay if DWR purchased these items from a local supply house.

10. Contractor agrees that it will provide documentation of costs for parts and materials with their invoice.

11. The Contractor shall warrant against failure of all materials and workmanship associated with its service request work for one (1) year after the date of acceptance of such work by DWR. If any of the work is found defective or not in accordance with the service request or applicable codes and standards, the Contractor shall correct warranted work promptly, at no cost to DWR, after receipt of a written notice from DWR to do so.

Contractor shall provide the DWR Representative copies of the standard manufacturer’s warranties for any new equipment and parts purchased and installed by the Contractor. The Contractor shall provide this warranty information with its service request report whenever applicable.

12. The Contractor shall be prepared to perform all the services called for under this agreement with its own staff, and its bid should reflect this approach. In such cases as a specialized sub-contractor may be needed, the DWR representative shall approve such sub- contractors before they are utilized. Sub-contractor expenses shall be billed as “reimbursables” at the documented actual costs plus the Contractor’s pre-determined mark-up for parts/materials as submitted in the Bid Schedule.

13. Contractor will respond to regular service calls within twenty-four (24) hours after receipt of call or notification from DWR. Delivery of regular services will be within five (5) calendar days. Contractor will respond to emergency calls within two (2) hours after receipt of notification from DWR. An emergency shall be defined as any condition that poses a threat to health, welfare, or safety of people and/or property or a condition that will negatively affect any essential service(s) as determined by Gwinnett County. Contractor will provide DWR with a twenty-four (24) hour emergency contact and telephone number(s). * Delivery of emergency services MUST occur within two (2) hours.

14. SAFETY: Contractor will be responsible for the safety of their personnel. Costs for safety program and measures to be included in the hourly rates and percentages of markup in the Fee Schedule.

a. Contractor must comply with all applicable OSHA regulations, Gwinnett County, Gwinnett County DWR Safety Policies and Procedures as well as other applicable regulatory agencies (i.e. DOT, EPA, EPD) or established industry standards (i.e. NFPA 70E) where required by Federal, State or local regulations. Service providers may follow their own policies and procedures, provided they are equal to or more stringent than applicable standards.

b. Contractor will ensure they provide an accurate headcount to the DWR key contact should conditions warrant a facility evacuation. These situations include fire, chemical spill, etc.

c. Contractor will contact 9-1-1- in the event of a serious injury or illness and notify the Gwinnett County Project Director/Manager immediately.

d. Contractor will require any subcontractors to adhere with all applicable laws and regulations.

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e. Contractor will provide proof of employee safety training and/or programs within 2 business days to DWR documenting compliance with regulatory requirements and assuring safe working practices upon request.

f. Contractor will notify DWR of any work-related hazards or hazardous chemicals they intend to introduce into the workplace and provide SDS’s.

g. Contractor will utilize appropriate personal protective equipment (PPE) to protect their employees and subcontractors from conditions associated with their work.

h. While working on DWR property the Contractor (and sub-contractors) may be subject to a Contractor Safety Assessment conducted by DWR.

i. The Contractor shall ensure that all Contractor personnel performing any work in Confined Spaces are properly regulated, trained, equipped, and certified under CFR-29-

1910.46 (or current regulation).

j. Contractor shall provide and require use of safety equipment, clothing, and accessories as required by its work activities and safety regulations. NOTE: As a safety precaution, GCDWR requires the Contractor to always furnish its own equipment, tools, and ladders.

15. Each completed service request shall be documented by a Contractor Service Report. The format of the Contractor Service Report shall be developed at the beginning of the contract period and shall be acceptable to the Contractor and DWR Representative. The Contractor Service Report shall include, at a minimum, the following information:

- DWR purchase order number

- Location of services

- Description of repairs, services, or installation performed

- Personnel utilized and hours of service. This section shall clearly indicate for each day of service the individuals assigned, the labor rates, the hours worked, and the labor subtotals and totals

- Parts, materials, and equipment utilized. Include descriptions, quantities, costs, applicable mark-ups, and subtotals and totals

- Summary of Costs

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BID SCHEDULE

*Unit prices cannot exceed two decimal points.

* Hourly rates in the bid schedule should cover the cost of all in-direct labor, equipment, and materials necessary to support the direct labor categories in fulfilling the requirements of this annual contract.

Gwinnett County requires pricing to remain firm for the duration of the initial term of the contract. Failure to hold firm pricing for the initial term of the contract will be sufficient cause for Gwinnett County to declare bid non-responsive and the bid will not be considered for award. Contract to begin September 19, 2023 or upon award. The initial term of the contract will be through March 19, 2024. If exercised, there is four (4) additional renewal options for twelve (12) month periods.

Unless otherwise noted, quoted prices will remain firm for four (4) additional 12-month periods. If a percentage increase/decrease is a part of the renewal options, please note this in the space provided together with an explanation.

Renewal Option 1: ______________% Increase ______________% Decrease Explanation________________________

Renewal Option 2: ______________% Increase ______________% Decrease Explanation________________________

Renewal Option 3: ______________% Increase ______________% Decrease Explanation________________________

Renewal Option 4: ______________% Increase ______________% Decrease Explanation____________________

Item

Description

Est.

Annual Qty Hourly Rate Total Hourly Cost

Senior Fire Suppression Technician

(Minimum 5 years relevant experience)

During normal hours Monday – Friday, 7:30 a.m. to 3:30 p.m.

200 HRS $ $

Senior Fire Suppression Technician

(Minimum 5 years relevant experience)

After hours Monday – Friday, After 3:30 PM, Weekends & Holidays

20 HRS $ $

Fire Suppression Technician

(Less than 5 years relevant experience)

During normal hours - Monday – Friday, 7:30 a.m. to 3:30 p.m.

200 HRS $ $

Fire Suppression Technician

(Less than 5 years relevant experience)

After hours - Monday – Friday, After 3:30 PM, Weekends & Holidays

20 HRS $ $

State percentage of mark up above cost for repair parts (not to exceed 10%)

Calculate Total Price by adding $10,000.00 + mark -up

$10,000.00 % $

State percentage of mark up above cost for new fire suppression equipment (not to exceed 10%)

Calculate Total Price by adding $40,000.00 + mark -up

$40,000.00 % $

TOTAL $

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BID SCHEDULE CONTINUED

The undersigned acknowledges receipt of the following addenda, listed by number and date as issued appearing on each:

Addendum No. Date Addendum No. Date

Certification Of Non-Collusion in Bid Preparation _______________________________________________________ Signature Date

The County requires that all who enter into a contract for the physical performance of services with the County must satisfy OCGA § 13-10-91 and Rule 300-10-1-02, in all manner, and such are conditions of the contract.

In compliance with the attached specifications, the undersigned acknowledges all requirements outlined in the "Instructions to Bidders" and all documents referred to therein, if this bid is accepted by the Board of Commissioners within sixty (60) days of the date of proposal opening, to furnish any or all of the items upon which prices are quoted, at the price set opposite each item, delivered to the designated point(s) within the time specified in the fee schedule. By submission of this proposal, I understand that Gwinnett County uses Electronic Payments for remittance of goods and services. Vendors should select their preferred method of electronic payment upon notice of award. For more information on electronic payments, please refer to the Electronic Payment information in the instructions to bidders.

TERMINATION FOR CAUSE: The County may terminate this agreement for cause upon ten days prior written notice to the contractor of the contractor’s default in the performance of any term of this agreement. Such termination shall be without prejudice to any of the County’s rights or remedies by law.

TERMINATION FOR CONVENIENCE: The County may terminate this agreement for its convenience at any time upon 30 days written notice to the contractor. In the event of the County’s termination of this agreement for convenience, the contractor will be paid for those services actually performed. Partially completed performance of the agreement will be compensated based upon a signed statement of completion to be submitted by the contractor, which shall itemize each element of performance.

Legal Business Name _________________________________________________________________________ (If your company is an LLC, you must identify all principals include addresses and phone numbers in your submittal)

Gwinnett County Vendor Number

Address ______________________________________________________________________________________ Does your company currently have a location within Gwinnett County? Yes No

Representative Signature ______________________________________________________________________

Printed Name _________________________________________________________________________________

Telephone Number __________________________ Fax Number ___________________________________

E-mail address __________________________________________________________________________________

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FAILURE TO RETURN THIS PAGE AS PART OF YOUR BID DOCUMENT MAY RESULT IN REJECTION OF BID.

REFERENCES

Gwinnett County requests a minimum of three (3) references where work of a similar size and scope has been completed.

Note: References should be customized for each project, rather than submitting the same set of references for every project bid. The references listed should be of similar size and scope of the project being bid on. Do not submit a project list in lieu of this form.

1. Company Name

Brief Description of Project

Completion Date

Contract Amount $ Start Dates

Contact Person Telephone

E-Mail Address

2. Company Name

Contract Amount $ Start Date

3. Company Name

Contract Amount $ Start Date

Company Name

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Solicitation Name & No. BL096-23, Provision of Fire Suppression Systems Inspection and Maintenance on an Annual Contract

CONTRACTOR AFFIDAVIT AND AGREEMENT

(THIS FORM SHOULD BE FULLY COMPLETED AND RETURNED WITH YOUR SUBMITTAL)

By executing this affidavit, the undersigned contractor verifies its compliance with The Illegal Immigration Reform

Enhancements for 2013, stating affirmatively that the individual, firm, or corporation which is contracting with the Gwinnett County Board of Commissioners has registered with and is participating in a federal work authorization program* [any of the electronic verification of work authorization programs operated by the United States Department of Homeland Security or any equivalent federal work authorization program operated by the United States Department of Homeland Security] to verify information of newly hired employees, pursuant to the Immigration Reform and Control Act, in accordance with the applicability provisions and deadlines established therein.

The undersigned further agrees that, should it employ or contract with any subcontractor(s) in connection with the physical performance of services or the performance of labor pursuant to this contract with the Gwinnett County Board of Commissioners, contractor will secure from such subcontractor(s) similar verification of compliance with the Illegal Immigration Reform and Enforcement Act on the Subcontractor Affidavit provided in Rule 300-10-01-.08 or a substantially similar form. Contractor further agrees to maintain records of such compliance and provide a copy of each such verification to the Gwinnett County Board of Commissioners at the time the subcontractor(s) is retained to perform such service.

E-Verify * User Identification Number Date Registered

Legal Company Name

Street Address

City/State/Zip Code

BY: Authorized Officer or Agent Date (Contractor Signature)

Title of Authorized Officer or Agent of Contractor

Printed Name of Authorized Officer or Agent

SUBSCRIBED AND SWORN

BEFORE ME ON THIS THE

_______ DAY OF ______________________, 20_______

Notary Public My Commission Expires: ___________________________

* As of the effective date of O.C.G.A. 13-10-91, the applicable federal work authorization program is “E-Verify” operated by the U.S. Citizenship and Immigration Services Bureau of the U.S. Department of Homeland Security, in conjunction with the Social Security Administration (SSA).

For Gwinnett County Use Only:

Document ID #________________

Issue Date: ___________________

Initials: ______________________

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Bid # & Description BL096-23, Provision of Fire Suppression Systems Inspection and Maintenance on an Annual Contract

CODE OF ETHICS AFFIDAVIT

PLEASE RETURN THIS FORM COMPLETED WITH YOUR SUBMITTAL. SUBMITTED FORMS ARE REQUIRED

PRIOR TO EVALUATION.

In accordance with Section 54-33 of the Gwinnett County Code of Ordinances the undersigned bidder/proposer makes the following full and complete disclosure under oath, to the best of their knowledge, of the name(s) of all elected officials whom it employs or who have a direct or indirect pecuniary interest in or with the bidder/proposer, its affiliates or its subcontractors:

1. _____________________________________________________________________________________

Company Submitting Bid/Proposal

2. Please select one of the following:

No information to disclose (complete only section 4 below) Disclosed information below (complete section 3 & section 4 below)

3. If additional space is required, please attach list:

Gwinnett County Elected Official Name Gwinnett County Elected Official Name

Gwinnett County Elected Official Name Gwinnett County Elected Official Name

4. BY:

Authorized Officer or Agent Signature

Printed Name of Authorized Officer or Agent

Title of Authorized Officer or Agent of Contractor

Sworn to and subscribed before me this day of , 20

Notary Public

(seal)

Note: See Gwinnett County Code of Ethics Ordinance EO2011, Sec. 54-33. The ordinance will be available to view in its’ entirety at GwinnettCounty.com

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Gwinnett County, Georgia

BID BOND

KNOW ALL MEN BY THESE PRESENTS: that

(Name of Contractor)

(Address of Contractor) a

(Corporation, Partnership or Individual) hereinafter called Principal, and

(Name of Surety)

(Address of Surety) a Corporation of the State of , and a surety authorized by law to do business in the State of Georgia, hereinafter called Surety, are held and firmly bound unto

Gwinnett County Board of Commissioners (Name of Obligee)

75 Langley Drive, Lawrenceville, Georgia 30046 (Address of Obligee)

Thereinafter referred to as Obligee: in the penal sum of Dollars ($ ) in lawful money of the United States, for the payment of which sum will and truly to be made, we bind ourselves, our heirs, executors, administrators, and successors, jointly and severally, firmly by these presents.

WHEREAS, the Principal is about to submit, or has submitted, to Gwinnett County, Georgia, a proposal for furnishing materials, labor, and equipment for:

WHEREAS, the Principal desires to file this Bond in accordance with law in lieu of a certified Bidder's check otherwise required to accompany this Proposal.

NOW, THEREFORE, the conditions of this obligation are such that if the proposal be accepted, the Principal shall within ten days after receipt of notification of the acceptance, execute a Contract in accordance with the Proposal and upon the terms, conditions, and prices set forth in the form and manner required by Gwinnett County, Georgia, and execute a sufficient and satisfactory Performance Bond and Payment Bond payable to Gwinnett County, Georgia, each in the amount of 100% of the total Contract Price, in form and with security satisfactory to said Gwinnett County, Georgia, and otherwise, to be and remain in full force and virtue in law, and the Surety shall, upon failure of the Principal to comply with any or all of the foregoing requirements within the time specified above, immediately pay to Gwinnett County, Georgia, upon demand, the amount hereof in good and lawful money of the United States of America, not as a penalty, but as liquidated damages.

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PROVIDED, FURTHER, that Principal and Surety agree and represent that this bond is executed pursuant to and in accordance with the applicable provisions of the Official Code of Georgia Annotated, as Amended, including, but not limited to, O.C.G.A. § 36-91-1 et seq., and is intended to be and shall be constructed as a bond in compliance with the requirements thereof.

Signed, sealed and dated this day of , A.D., 20 .

ATTEST:

(Principal)

(Principal Secretary)

By:

(SEAL)

(Address)

(Witness as to Principal)

(Surety)

ATTEST: By:

(Attorney-in-Fact)

Resident or Nonresident Agent

(Witness as to Surety)

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NOTE: If Contractor is Partnership, all partners should execute Bond. Surety Companies executing Bonds must appear on the Treasury Department's most current list (Circular 570 as amended) and be authorized to transact business in the State where the Project is located.

Principal Secretary, Principal and Witness as to Principal signature lines must be signed by three different individuals.

Additionally, Resident or Nonresident Agent, Witness as to Surety, and Attorney-in-fact must be signed by three different individuals.

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GENERAL CONDITIONS

To Service Provider AGREEMENT

Article

1 Definitions

2 Contract Documents

3 Changes and Extra Work

4 Personnel and Equipment

5 Accuracy of Work

6 Findings Confidential

7 Termination of Agreement for Cause

8 Termination for Convenience of the COUNTY

9 SERVICE PROVIDER to Cooperate with other SERVICE PROVIDERS

10 Indemnification

11 Covenant Against Contingent Fees

12 Insurance

13 Prohibited Interests

14 Subcontracting

15 Assignability

16 Equal Employment Opportunity

17 Anti-Kickback Clause

18 Audits and Inspectors

19 Ownership, Publication, Reproduction and Use

20 Verbal Agreement or Conversation

21 Independent Service provider

22 Notices

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1 DEFINITIONS

Wherever used in this Agreement, whether in the singular or in the plural, the following terms shall have the following meanings:

1.1 COUNTY-means Gwinnett County, Georgia, a political subdivision of the State of Georgia.

1.2 SUPPLEMENTAL AGREEMENT-means a written order to SERVICE PROVIDER signed by COUNTY and accepted by SERVICE PROVIDER, effecting an addition, deletion or revision in the Work, or an adjustment in the Agreement Price or the Contract Time, issued after execution of this Agreement.

1.3 CONTRACT-means the Agreement Documents specifically identified and incorporated herein by reference in Section 2, CONTRACT DOCUMENTS.

1.4 AGREEMENT EXECUTION-means the date on which SERVICE PROVIDER executes and enters into an Agreement with the COUNTY to perform the Work.

1.5 AGREEMENT PRICE-means the total monies, adjusted in accordance with any provision herein, payable to the SERVICE PROVIDER under this Agreement.

1.6 CONTRACT TIME-means the period of time stated in this Agreement for the completion of the Work.

1.7 SERVICE PROVIDER-means the party or parties contracting directly with the COUNTY to perform Work pursuant to this Agreement.

1.8 DEPARTMENT- means the Director or designee of requesting department(s) named in this solicitation.

1.9 DRAWINGS-means collectively, all the drawings, receipt of which is acknowledged by the

COUNTY, listed in this Agreement, and also such supplementary drawings as the SERVICE PROVIDER may issue from time to time in order to clarify or explain such drawing or to show details which are not shown thereon.

1.10 SPECIFICATIONS-means the written technical provisions including all appendices thereto, both general and specific, which form a part of the Agreement Documents.

1.11 SUBSERVICE PROVIDER-means any person, firm, partnership, joint venture, company, corporation, or entity having a contractual agreement with SERVICE PROVIDER or with any of its subservice providers at any tier to provide a part of the Work called for by this Agreement.

1.12 WORK-means any and all obligations, duties and responsibilities, including furnishing equipment, engineering, design, workmanship, labor and any other services or things necessary to the successful completion of the Project, assigned to or undertaken by SERVICE PROVIDER under this Agreement.

1.13 LIAISON-Representative of the COUNTY who shall act as Liaison between the County and the

SERVICE PROVIDER for all matters pertaining to this Agreement, including review of SERVICE PROVIDER'S plans and work.

2 CONTRACT DOCUMENTS

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2.1 LIST OF DOCUMENTS

The Agreement, any required bonds, the General Conditions, the Appendices, the Detailed Scope of Work, the Specifications, the Drawings, the Exhibits, and all Agreement Supplemental Agreements shall constitute the Agreement Documents.

2.2 CONFLICT AND PRECEDENCE

2.2.1 The Agreement Documents are complementary, and what is called for by one is as binding as if called for by all. In the event there are any conflicting provisions or requirements in the component parts of this Agreement, the several Agreement Documents shall take precedence in the following order:

1. Supplemental Agreements

2. Agreement

3. General Conditions

4. Detailed Scope of Work

5. Specifications

6. Drawings

3 CHANGES AND EXTRA WORK

The COUNTY may, at any time, request changes in the work to be performed hereunder. All such changes, including any increase or decrease in the amount of the SERVICE PROVIDER'S compensation, which are mutually agreed upon by and between the COUNTY and the SERVICE PROVIDER, shall be incorporated in written Supplemental Agreements to the Agreement.

4 PERSONNEL AND EQUIPMENT

The SERVICE PROVIDER represents that it has secured or will secure, at its own expense, all personnel necessary to complete this Agreement; none of whom shall be employees of, or have any contractual relationship with, the COUNTY. Primary liaison with the COUNTY will be through its designee. All of the services required hereunder will be performed by the SERVICE PROVIDER under its supervision, and all personnel engaged in the work shall be fully qualified and shall be authorized or permitted under law to perform such services.

The SERVICE PROVIDER shall employ only persons duly registered in the appropriate category in responsible charge of supervision and design of the work; and further shall employ only qualified surveyors in responsible charge of any survey work.

The SERVICE PROVIDER shall endorse all reports, contract plans, and survey data. Such endorsements shall be made by a person duly registered in the appropriate category by the Georgia State Board of Registration, being in the full employ of the SERVICE PROVIDER and responsible for the work prescribed by this Agreement.

5 ACCURACY OF WORK

The SERVICE PROVIDER shall be responsible for the accuracy of the work and shall promptly correct errors and omissions in its plans and specifications without additional compensations.

Acceptance of the work by the COUNTY will not relieve the SERVICE PROVIDER of the responsibility for subsequent correction of any errors and the clarification of any ambiguities.

6 FINDINGS CONFIDENTIAL

The SERVICE PROVIDER agrees that its conclusions and any reports are for the confidential information of the COUNTY and that it will not disclose its conclusions in whole or in part to any persons whatsoever, other than

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to submit its written documentation to the COUNTY, and will only discuss the same with it or its authorized representatives. Upon completion of this Agreement term, all documents, reports, maps, data and studies prepared by the SERVICE PROVIDER pursuant thereto shall become the property of the COUNTY and be delivered to the DEPARTMENT.

Articles, papers, bulletins, reports, or other materials reporting the plans, progress, analyses, or results and findings of the work conducted under this Agreement shall not be presented publicly or published without prior approval in writing of the COUNTY.

It is further agreed that if any information concerning the PROJECT, its conduct, results, or data gathered or processed should be released by the SERVICE PROVIDER without prior approval from the COUNTY, the release of same shall constitute grounds for termination of this Agreement without indemnity to the SERVICE PROVIDER, but should any such information be released by the COUNTY or by the SERVICE PROVIDER with such prior written approval, the same shall be regarded as public information and no longer subject to the restrictions of this Agreement.

7 TERMINATION OF AGREEMENT FOR CAUSE

If through any cause the SERVICE PROVIDER shall fail to fulfill in a timely and proper manner its obligations under this Agreement, or if the SERVICE PROVIDER shall violate any of the covenants, agreements or stipulations of this Agreement, the COUNTY shall thereupon have the right to terminate this Agreement by giving written notice to the SERVICE PROVIDER of such termination, and specifying the effective date thereof, at least ten (10) days before the effective date of such termination. Failure to maintain the scheduled level of effort as proposed and prescribed, or deviation from the aforesaid scheduler without prior approval of the COUNTY shall constitute cause for termination. In such event, all finished or unfinished documents, maps, data, studies, work papers and reports prepared by the SERVICE PROVIDER under this Agreement shall become the property of the COUNTY, and the SERVICE PROVIDER shall be entitled to receive just and equitable compensation for any satisfactory work completed on such documents, as determined by the

COUNTY.

8 TERMINATION FOR CONVENIENCE OF THE COUNTY

The COUNTY may terminate this Agreement for its convenience at any time upon 30 days notice in writing to the SERVICE PROVIDER. If the Agreement is terminated by the COUNTY as provided in this Article 8, the SERVICE PROVIDER will be paid compensation for those services actually performed. Partially completed tasks will be compensated for based on a signed statement of completion to be submitted by the SERVICE PROVIDER which shall itemize each task element and briefly state what work has been completed and what work remains to be done.

All such expenses shall be properly documented and submitted to the COUNTY for processing and payment.

The County shall be the final authority in the event of any disputes over authorized costs between the COUNTY and the Service Provider.

9 SERVICE PROVIDERS TO COOPERATE WITH OTHER SERVICE PROVIDERS

If the COUNTY undertakes or awards other contracts for additional related work, the SERVICE PROVIDER shall fully cooperate with such other SERVICE PROVIDERS and the COUNTY employees or appointed committee(s), and carefully fit its own work to such additional work as may be directed by the COUNTY. The SERVICE PROVIDER shall not commit or permit any act which will interfere with the performance of work by any other SERVICE PROVIDER or COUNTY employees.

10 INDEMNIFICATION

SERVICE PROVIDER agrees to protect, defend, indemnify, and hold harmless the COUNTY, its commissioners, officers, agents and employees from and against any and all liability, damages, claims, suits, liens, and

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judgments, for whatever nature, including claims for contribution and/or indemnification, for injuries to or death of any person or persons, or damage to the property or other rights of any person or persons to the extent arising out of and attributed to the negligent acts, errors or omissions of the SERVICE PROVIDER.

SERVICE PROVIDER'S obligation to protect, defend, indemnify, and hold harmless, as set forth herein above shall include any matter arising out of any patent, trademark, copyright, or service mark, or any actual or alleged unfair competition disparagement of product or service, or other business tort of any type whatsoever, or any actual or alleged violation of trade regulations.

SERVICE PROVIDER further agrees to protect, defend, indemnify, and hold harmless the COUNTY, its commissioners, officers, agents, and employees from and against any and all claims or liability for compensation under the Worker's Compensation Act arising out of injuries sustained by any employee of the

SERVICE PROVIDER.

11 COVENANT AGAINST CONTINGENT FEES

The SERVICE PROVIDER warrants that no person or selling agency has been employed or retained to solicit or secure this Agreement upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by SERVICE PROVIDER for the purpose of securing business and that the SERVICE PROVIDER has not received any non-COUNTY fee related to this Agreement without the prior written consent of the COUNTY.

For breach or violation of this warranty, the COUNTY shall have the right to annul this Agreement without liability or at its discretion to deduct from the Agreement Price of consideration the full amount of such commission, percentage, brokerage or contingent fee.

12 INSURANCE

The SERVICE PROVIDER shall, at all times that this Agreement is in effect, cause to be maintained in force and effect an insurance policy (s) that will ensure and indemnify both GWINNETT COUNTY and SERVICE PROVIDER against liability or financial loss resulting from injuries occurring to persons or property or occurring as a result of any negligent error, act, or omission of the SERVICE PROVIDER during the term of this Agreement. The liability under such insurance policy shall be not less than as stated in the Bid Proposal.

The SERVICE PROVIDER shall provide, at all times that this Agreement is in effect, Worker's Compensation insurance in accordance with the laws of the State of Georgia.

The SERVICE PROVIDER shall provide, at all times that this Agreement is in effect, Professional Liability Insurance with a limit of not less than that as stated in the Bid Proposal.

Additionally, SERVICE PROVIDER shall provide, at all times that this Agreement is in effect, automobile liability insurance with a limit of not less than that as stated in the Bid Proposal.

The policies shall be written by a responsible company(s), to be approved by the COUNTY, and shall be non-cancelable except on thirty-(30) days' written notice to the COUNTY. Such policies shall name the COUNTY as additional insured, except for worker's compensation and professional liability policies, and a copy of such policy or a certificate of insurance shall be filed with the Director at the time of the execution of this Agreement.

13 PROHIBITED INTERESTS

13.1 Conflict of Interest: The SERVICE PROVIDER agrees that it presently has no interest and shall acquire no interest, direct or indirect, that would conflict in any manner or degree with the performance of its services hereunder.

13.2 Interest of Public Officials: No member, officer, or employee of the COUNTY during his tenure

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or for one year thereafter, shall have any interest, direct or indirect, in this Agreement or the proceeds thereof.

14 SUBCONTRACTING

The SERVICE PROVIDER shall not subcontract any part of the work covered by this Agreement or permit subcontracted work to be further subcontracted without the DEPARTMENT's prior written approval of the subservice provider, except as may have been specifically stated in the SERVICE PROVIDER'S response to proposal per Exhibit A. The DEPARTMENT will not approve any subservice provider for work covered by this Agreement that has not been recommended for approval by the Department Director.

All subcontracts in the amount of $5,000 or more shall include the provisions set forth in this Agreement.

15 ASSIGNABILITY

The SERVICE PROVIDER shall not assign or transfer whether by an assignment or novation, any of its rights, obligations, benefits, liabilities or other interest under this Agreement without the written consent of the

COUNTY.

16 EQUAL EMPLOYMENT OPPORTUNITY

During the performance of this Agreement, the SERVICE PROVIDER agrees as follows: (1) the SERVICE PROVIDER will not discriminate against any employee or applicant for employment because of race, creed, color, sex or national origin; (2) the SERVICE PROVIDER will, in all solicitations or advertisements for employees placed by qualified applicants, receive consideration for employment without regard to race, creed, color, sex or national origin; (3) the SERVICE PROVIDER will cause the foregoing provisions to be inserted in all subcontracts for any work covered by the Agreement so that such provision will be binding upon each subservice provider, provided that the foregoing provision shall not apply to contracts or subcontracts for standard commercial supplies of raw materials.

17 ANTI-KICKBACK CLAUSE

Salaries of architects, draftsmen, technical engineers and engineers, and technicians performing work under this Agreement shall be paid unconditionally and not less often than once a month without deduction or rebate on any account except only such payroll deductions as are mandatory by law. The SERVICE PROVIDER hereby promises to comply with all applicable "Anti-kickback" laws, and shall insert appropriate provisions in all subcontracts covering work under this Agreement.

18 AUDITS AND INSPECTORS

At any time during normal business hours and as often as the COUNTY may deem necessary, the

CONSULTANT shall make available to the COUNTY for examination all of its records with respect to all matters covered by this Agreement. It shall also permit the COUNTY to audit, examine and make copies, excerpts or transcripts from such records of personnel, conditions of employment and other data relating to all matters covered by this Agreement.

The SERVICE PROVIDER shall maintain all books, documents, papers, accounting records and other evidence pertaining to costs incurred on the Project and used in support of its proposal and shall make such material available at all reasonable times during the period of the Agreement, and for three years from the date of final

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payment under the Agreement, for inspection by the COUNTY or any reviewing agencies, and copies thereof shall be furnished upon request. The SERVICE PROVIDER agrees that the provisions of this Article shall be included in any Agreements it may make with any subservice provider, assignee, or transferee.

19 OWNERSHIP, PUBLICATION, REPRODUCTION AND USE

All documents and materials prepared pursuant to this Agreement are the property of the COUNTY. The COUNTY shall have the unrestricted authority to publish, disclose, distribute, and otherwise use, in whole or in part, any reports, data, maps, or other materials prepared under this Agreement without according credit of authorship. The COUNTY shall hold harmless and indemnify the SERVICE PROVIDER against all claims arising out of such use of documents and materials without the SERVICE PROVIDER'S knowledge and consent.

20 VERBAL AGREEMENT OR CONVERSATION

No verbal agreement or conversation with any officer, agent, or employee of the COUNTY, either before, during, or after the execution of this Agreement, shall affect or modify any of the terms or obligations herein contained, nor shall such verbal agreement or conversation entitle the SERVICE PROVIDER to any additional payment whatsoever under the terms for this Agreement. All changes to this Agreement shall be in writing and appended hereto as prescribed in Article 3 above.

21 INDEPENDENT SERVICE PROVIDER

The SERVICE PROVIDER shall perform the services under this Agreement as an independent service provider and nothing contained herein shall be construed to be inconsistent with this relationship or status. Nothing in this Agreement shall be interpreted or construed to constitute the SERVICE PROVIDER or any of its agents or employees to be the agent, employee, or representative of the COUNTY.

22 NOTICES

All notices shall be in writing and delivered in person or transmitted by certified mail, postage prepaid.

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***Gwinnett County requires that all Contracts between parties be entered into via the following documents. If any exceptions are taken to any part of this document, each must be stated in detail and submitted as part of your proposal/bid document. If no exceptions are noted it is assumed that the party fully agrees to the contract in its entirety. Exceptions to the sample contract provided in this request for proposal will be considered in terms of responsiveness when making award.***

SAMPLE

ANNUAL SERVICE PROVIDER CONTRACT

PROVISION OF FIRE SUPPRESSION SYSTEMS INSPECTION AND MAINTENANCE ON AN ANNUAL CONTRACT

This CONTRACT made and entered into this day of , 20__ by and between Gwinnett County, Georgia (Party of the First Part, hereinafter called the "County"), and , (Party of the Second Part, hereinafter called the "Service Provider").

NOW THEREFORE, for and in consideration of the mutual promises and obligations contained herein and under the conditions hereinafter set forth, the parties do hereby agree as follows:

1. TERM:

This contract shall commence , for an initial term through March 19, 2024 with four…