Contract Towing Services.pdf

CITY OF SUN PRAIRIE

CONTRACT FOR

PROFESSIONAL SERVICES

Contract #: 20-PD25 Title: Towing Services Department: Police Start Date: December 1, 2020 End Date: November 30, 2023

Table of Contents

I. NOTICE TO CONTRACTORS

A. PARTIES

B. PURPOSE

C. COPE OF SERVICES AND SCHEDULE OF PAYMENTS

D. TERM AND EFFECTIVE DATE

E. ENTIRE AGREEMENT

F. ASSIGNABILITY/SUBCONTRACTING

G. DESIGNATED REPRESENTATIVE

H. PROSECUTION AND PROGRESS

I. AMENDMENT

J. EXTRA SERVICES

K. NO WAIVER

L. NON-DISCRIMINATION

M. SEVERABILITY

N. NOTICES

O. STATUS OF CONTRACTOR/INDEPENDENT/TAX FILING

P. GOODWILL

Q. THIRD PARTY RIGHTS

R. AUDIT AND RETAINING OF DOCUMENTS

S. CHOICE OF LAW AND FORUM SELECTION

T. COMPLIANCE WITH APPLICABLE LAWS

U. CONFLICT OF INTEREST

V. COMPENSATION

W. BASIS FOR PAYMENT

X. DEFAULT/TERMINATION

Y. INDEMNIFICATION

Z. INSURANCE

AA. OWNERSHIP OF CONTRACT PRODUCT

BB. PUBLIC RECORD LAW COMPLIANCE

CC. LIVING WAGE

DD. WEAPONS PROHIBITION

EE. IT NETWORK CONNECTION POLICY

FF. AUTHORITY

GG. COUNTERPARTS, CONTRACT DELIVERY

II. SCOPE OF SERVICES

III. REQUIRED FORMS FROM CONTRACTOR

CONTRACT FOR PURCHASE OF SERVICES

I. NOTICE TO CONTRACTORS

A. PARTIES

This is a contract between the City of Sun Prairie, located in Dane County, Wisconsin, hereinafter referred to as “City”, and ___________, of ____________ , _________ , hereinafter referred to as “Contractor”.

The Contractor is a:

(To be completed by Contractor and copy of Contractor’s W9 shall be given to the City of Sun Prairie Finance Department)

Corporation General Partnership Limited Liability Company

LLP

Sole Proprietor Unincorporated Association Other: _______________________

B. PURPOSE

The purpose of this contract is as set forth in Section 3.

C. SCOPE OF SERVICES AND SCHEDULE OF PAYMENTS

Contractor will perform the following services and be paid according to the following schedule(s) or attachment(s): Towing Services_

D. TERM AND EFFECTIVE DATE

This contract shall become effective upon execution by the Mayor, on behalf of the City of Sun Prairie, unless another effective date is specified in the attachment(s) incorporated in Section 3, however in no case shall work commence before execution by the City of Sun Prairie. The term of this contract shall be from December 1, 2020_ to November 30, 2023 . The City of Sun Prairie reserves the right to extend the contract for two (2) additional one (1) year periods, upon the same or more favorable terms and conditions, and under mutual agreement of both parties.

E. ENTIRE AGREEMENT

This contract for purchase of services, including any and all attachments, exhibits and other documents referenced in Section 3 (hereafter, “Agreement” or “Contract”) is the entire agreement of the parties and supersedes any and all oral contracts and negotiations between the parties.

F. ASSIGNABILITY/SUBCONTRACTING

Contractor shall not assign or subcontract any interest of obligation under this contract without the City’s prior written approval. All of the services required hereunder will be performed by the Contractor and employees of the Contractor.

G. DESIGNATED REPRESENTATIVE

A. Contractor designates ____________ as contract agent with primary responsibility for the performance of this contract. In case this contract agent is replaced by another for any reason, the Contractor will designate another contract agent within seven (7) calendar days of the time the first terminates his or her employment or responsibility using the procedure set for in Section O, Notices.

B. In the event of the death, disability, removal or resignation of the person designated above as the contract agent, the City may accept another person as the contract agent or may terminate this agreement under Section Y, at its option.

H. PROSECUTION AND PROGRESS

A. Services under this agreement shall commence upon written order from the City to the contractor. This order will constitute authorization to proceed.

B. The Contractor shall complete the services under this agreement within the time for completion specified in the Scope of Services, including any amendments. The Contractor’s services are completed when the City notifies the Contractor in writing that the services are complete and are acceptable. The time for completion shall not be extended because of any delay attributable to the Contractor, but may be extended by the City in the event of a delay attributable to the City, or in the event of unavoidable delay caused by war, insurrection, natural disaster, or other unexpected event beyond the control of the Contractor. If at any time the Contractor believes that the time for completion of the work should be extended because of unavoidable delay caused by an unexpected event, or because of a delay attributable to the City, the Contractor shall notify the City as soon as possible, but not later than seven (7) calendar days after such an event. Such notice shall include any justification for an extension of time and shall identify the amount of time claimed to be necessary to complete the work.

C. Services by the Contractor shall proceed continuously and expeditiously through completion of each phase of the work.

D. Progress reports documenting the extent of completed services shall be prepared by the

Contractor and submitted to the city with each invoice under Section X of this agreement, and at such other times as the City may specify.

E. The Contractor shall notify the City in writing when the Contractor has determined that the services under this agreement have been completed. When the City determines that the services are complete and are acceptable, the City will provide written notification to the Contractor, acknowledging formal acceptance of the completed services.

I. AMENDMENT

This contract shall be binding on the parties hereto, their respective heirs, devisees, and successors, and cannot be varied or waived by any oral representations or promise of any agent or other person of the parties hereto. Any other change in any provision of this contract may only be made by a written amendment, signed by the duly authorized agent or agents who executed this contract.

J. EXTRA SERVICES

The City may require the Contractor to perform extra services or decreased services, according to the procedure set forth in Section X. Extra services or decreased services means services which are not different in kind or nature from the services called for in the Scope of Services, Section C, but which may increase or decrease the quantity and kind of labor or materials or expense of performing the services. Extra services may not increase the total contract price, as set forth in Section W, unless the contract is amended as provided in Section I above.

K. NO WAIVER

No failure to exercise and no delay in exercising any right, power or remedy hereunder on the part of the City or Contractor shall operate as a waiver thereof, nor shall any single or partial exercise of any right, power or remedy preclude any other or further exercise thereof or the exercise of any other right, power or remedy. No express waiver shall affect any event or default other than the event or default specified in such waiver, and any such waiver, to be effective, must be in writing and shall be operative only for the time and to the extent expressly provided by the City or Contractor therein. A waiver of any covenant, term or condition contained herein shall not be construed as a waiver of any subsequent breach of the same covenant, term or condition.

L. NON-DISCRIMINATION

In the performance of work under this contract, the Contractor agrees not to discriminate against any employee or applicant for employment regardless of age, ancestry, arrest and conviction record, color, creed, disability, genetic testing, honest testing, marital status, membership in the National Guard, State Defense Force or any reserve component of the military forces of the United States or this state, national origin, pregnancy or childbirth, race, religion, sex (including sexual harassment), sexual orientation, and use or nonuse of lawful products off of the employer’s premises during nonworking hours.

M. SEVERABILITY

It is mutually agreed that in case any provision of this contract is determined by any court of law to be unconstitutional, illegal or unenforceable, it is the intention of the parties that all other provisions of this contract remain in full force and effect.

N. NOTICES

All notices to be given under the terms of this contract shall be in writing and signed by the person serving the notice and shall be sent registered or certified mail, return receipt requested, postage prepaid, to the addresses of the parties listed below:

FOR THE CITY: Michelle Garrison, Business Manager

__300 E. Main Street___________________________

__Sun Prairie, WI. 53590________________________

FOR THE CONTRACTOR:

O. STATUS OF CONTRACTOR/INDEPENDENT/TAX FILING

It is agreed that the Contractor is an independent Contractor and not an employee of the City, and that any persons who the Contractor utilizes and provides services under this contract are employees of the Contractor and are not employees of the City of Sun Prairie.

Contractor shall provide its taxpayer identification number (or social security number) to the City of Sun Prairie Finance Department, 300 East Main Street, Sun Prairie, WI. 53590, prior to payment. The Contractor is informed that as an independent contractor, s/he may have a responsibility to make estimated tax returns, file tax returns, and pay income taxes and make social security payments on the amounts received under this contract and that no amounts will be withheld from payments made to this Contractor for these purposes and that payment of taxes and making social security payments are solely the responsibility and obligation of the Contractor. The Contractor is further informed that s/he may be subject to civil and/or criminal penalties if s/he fails to properly report income and pay taxes and social security taxes on the amount received under this contract.

P. GOODWILL

Any and all goodwill arising out of this contract insures solely to the benefit of the City;

Contractor waives all claims to benefit of such goodwill.

Q. THIRD PARTY RIGHTS

This contract is intended to be solely between the parties hereto. No part of this contract shall be construed to add, supplement, amend, abridge or repeal existing rights, benefits or privileges of any third party or parties, including but not limited to employees of either of the parties.

R. AUDIT AND RETAINING OF DOCUMENTS

The Contractor agrees to provide all reports requested by the City including, but not limited to, financial statements and reports, reports and accounting of services rendered, and any other reports or documents requested. Financial and service reports shall be provided according to a schedule (when applicable) to be included in this contract. Any other reports or documents shall be provided within five (5) working days after the Contractor receives the City’s written requests, unless the parties agree in writing on a longer period. Payroll records and any other documents relating to the performance of service under the terms of this contract shall be retained by the Contractor for a period of three (3) years after completion of all work under this contract, in order to be available for audit by the City or its designee.

S. CHOICE OF LAW AND FORUM SELECTION

This contract shall be governed by and construed, interpreted and enforced in accordance with the laws of the State of Wisconsin. The parties agree, for any claim or suit or other dispute relating to this contract that cannot be mutually resolved, the venue shall be a court of competent jurisdiction within the State of Wisconsin and the parties agree to submit themselves to the jurisdiction of said court, to the exclusion of any other judicial district that may have jurisdiction over such a dispute according to any law.

T. COMPLIANCE WITH APPLICABLE LAWS

The Contractor shall become familiar with, and shall at all times comply with and observe all federal, state, and local laws, ordinances, and regulations which in any manner affect the services or conduct of the Contractor and its agents and employees.

U. CONFLICT OF INTEREST

A. The Contractor warrants that it and its agents and employees have no public or private interest, and will not acquire directly or indirectly any such interest, which would conflict in any manner with the performance of the services under this Agreement.

B. The Contractor shall not employ or contract with any person currently employed by the City for any services included under the provisions of this Agreement.

V. COMPENSATION

It is expressly understood and agreed that in no event will the total compensation for services under this contract exceed $_________________.

W. BASIS FOR PAYMENT

A. GENERAL

1. The City will pay the Contractor for the completed and accepted services rendered under this contract on the basis and at the contract price set forth in Section V of this contract. The City will pay the Contractor for completed and approved “extra services”, if any, if such “extra services” are authorized according to the procedure established in this section. The rate of payment for “extra services” shall be the rate established in this contract. Such payment shall be full compensation for services rendered and for all labor, material, supplies, equipment and incidentals necessary to complete the services.

2. The Contractor shall submit invoices, in the form or format approved by the City, specified in the Scope of Services, Section C of this contract. The City will pay the Contractor in accordance with the schedule set forth in the Scope of Services. The final invoice shall be submitted to the City within three months of completion of services under this Agreement.

3. Should this Agreement contain more than one service, a separate invoice and a separate final statement shall be submitted for each individual service.

4. Payment shall not be construed as City acceptance of unsatisfactory or defective services or improper materials.

5. Final payment of any balance due the Contractor will be made upon acceptance by the City of the services under the Agreement and upon receipt by the City of documents required to be returned or to be furnished by the Contractor under this Agreement.

6. The City has the equitable right to set off against any sum due and payable to the

Contractor under this Agreement, any amount the City determines the Contractor owes the City, whether arising under this Agreement or under any other Agreement or otherwise.

7. Compensation in excess of the total Contract price will not be allowed unless authorized by an amendment under Section I, AMENDMENT.

8. The City will not compensate for unsatisfactory performance by the Contractor.

B. SERVICE ORDERS, EXTRA SERVICE, OR DECREASED SERVICE

1. Written orders regarding the services, including extra services or decreased services, will be given by the City, using the procedure set forth in Section O, NOTICES.

2. The City may, by written order, request extra services or decreased services, as defined in Section J of this contract. Unless the Contractor believes the extra services entitle it to extra compensation or additional time, the Contractor shall proceed to furnish the necessary labor, materials, and professional services to complete the services within the time limits specified in the Scope of Services, Section C of this Agreement, including any amendments under Section I of this Agreement.

3. If in the Contractor’s opinion the order for extra service would entitle it to extra compensation or extra time, or both, the Contractor shall not proceed to carry out the extra service, but shall notify the City, pursuant to Section O of this Agreement. The notification shall include the justification for the claim for extra compensation or extra time, or both, and the amount of additional fee or time requested.

4. The City shall review the Contractor’s submittal and respond in writing, either authorizing the Contractor to perform the extra service, or refusing to authorize it. The Contractor shall not receive additional compensation or time unless the extra compensation is authorized by the City in writing.

X. DEFAULT/TERMINATION

A. In the event the Contractor shall default in any of the covenants, agreements, commitments, or conditions herein contained, and any such default shall continue unresolved for a period of ten (10) days after written notice thereof to Contractor, the City may, at its option and in addition to all other rights and remedies which it may have at law or in equity against contractor, including expressly the specific enforcement hereof, forthwith have the cumulative right to immediately terminate this contract and all rights of Contractor under this contract.

B. Notwithstanding paragraph A., above, the City may in its sole discretion and without any reason terminate this Agreement at any time by furnishing the Contractor within ten (10) days’ written notice of termination. In the event of termination under this subsection, the City will pay for all work completed by the Contractor and accepted by the City.

Y. INDEMNIFICATION

To the fullest extent allowable by law, Contractor hereby indemnifies and shall defend and hold harmless the City of Sun Prairie, its elected and appointed officials, officers, employees, or authorized representatives or volunteers and each of them from and against any and all suits, actions, legal or administrative proceedings, claims, demands, damages, liabilities, interest, attorneys’ fees, costs, and expenses of whatsoever kind or nature whether arising before, during, or after completion of the work hereunder and in any manner directly or indirectly caused, occasioned, or contributed to in whole or in part or claimed to be caused, occasioned, or contributed to in whole or in part, by reason of any act, omission, fault, or negligence, whether active or passive, of Contractor or of anyone acting under its direction or control or on its behalf in connection with or incident to the performance of this Agreement regardless if liability without fault is sought to be imposed on City of Sun Prairie. Contractor’s aforesaid indemnity and hold harmless agreement shall not be applicable to any liability caused by the sole fault, sole negligence, or willful misconduct of the City of Sun Prairie, its elected and appointed officials, officers, employees or authorized representatives or volunteers. This indemnity provision shall survive the termination or expiration of this Agreement.

In any and all claims against the City of Sun Prairie, or any of its directors, officers, employees, or authorized representatives or volunteers by an employee of the Consultant, any subcontractor, or anyone for whose acts any of them may be liable, the indemnification obligation under this paragraph shall not be limited in any way by any limitation on the amount or type of damages, compensation, or benefits payable by or for the Consultant or any subcontractor under Worker’s Compensation Acts, Disability Benefit Acts, or other employee benefit acts.

No provision of this Indemnification clause shall give rise to any duties not otherwise provided for by this Agreement or by operation of law. No provision of this Indemnity clause shall be construed to negate, abridge, or otherwise reduce and other right or obligation of indemnity that would otherwise exist as to the City of Sun Prairie under this or any other contract. This clause is to be read in conjunction with all other indemnity provisions contained in this Agreement. Any conflict or ambiguity arising between any indemnity provisions in this Agreement shall be construed in favor of indemnified parties except when such interpretation would violate the laws of the state in which the job site is located.

Contractor shall reimburse City of Sun Prairie, its elected and appointed officials, officers, employees, or authorized representatives or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided.

Contractor’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City of Sun Prairie, or any of its elected and appointed officials, officers, employees or authorized representatives or volunteers.

Z. INSURANCE

INSURANCE REQUIREMENTS

(Professional)

Unless otherwise specified in this Agreement, the Contractor shall, at its sole expense, maintain in effect at all times during the performance of the Work, insurance coverage with limits not less than those set forth below with insurers and under forms of policies set forth below.

Worker’s Compensation and Employers Liability Insurance – The Contractor shall cover or insure under the applicable Wisconsin labor laws relating to worker’s compensation insurance, all of their employees in accordance with the law in the State of Wisconsin. The Contractor/Consultant shall provide statutory covers for work related injuries and employer’s liability insurance with limits of $1,000,00 each accident, $1,000,000 disease policy limit, and $1,000,000 disease each employee.

Commercial General Liability and Automobile Liability Insurance – The Contractor/Consultant shall provide and maintain the following commercial general liability and automobile liability insurance:

Coverage – Coverage for commercial general liability and automobile liability insurance shall be at least as broad as the following:

1. Insurance Services Office (ISO) Commercial General Liability Coverage (Occurrence Form CG 0001)

2. Insurance Services Office (ISO) Business Auto Coverage (Form CA 0001), covering Symbol 1 (any vehicle).

Limits – The Contractor/Consultant shall maintain limits no less than the following:

1. General Liability – One million dollars ($1,000,000) per occurrence ($2,000,000 general aggregate if applicable) for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the project/location (with the ISO CG 2503, or ISO CG 2504 endorsement provided to the City of Sun Prairie) or the general aggregate including product-completed operations aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability – One million dollars ($1,000,000) for bodily injury and property damage per occurrence limit covering all vehicles to be used in relationship to the Agreement.

3. Umbrella Liability – Five million dollars ($5,000,000) for bodily injury, personal injury and property damage per occurrence in excess of coverage carried for Employers’ Liability, Commercial General Liability and Automobile Liability as described above.

4. Professional Liability – One million dollars ($1,000,000) per claim and annual aggregate.

Required Provisions – The general liability and automotive liability policies are to contain or be endorsed to contain the following provisions:

1. The City of Sun Prairie, its elected and appointed officials, officers, employees or authorized representatives or volunteers are to be given additional insured status (via ISO endorsement CG 2010, CG 2033 for general liability coverage) as respects:

liability arising out of activities performed by or on behalf of the Contractor(s);

products and completed operations of the Contractor(s); premises occupied or used by the Contractor(s); and vehicles owned, leased, hired or borrowed by the Contractor(s).

2. The coverage shall contain no special limitations on the scope of protection afforded to the City of Sun Prairie, its elected and appointed officials, officers, employees or authorized representatives or volunteers.

3. For any claims related to this project, the Contractor’s insurance shall be primary insurance as respects the City of Sun Prairie, its elected and appointed officials, officers, employees or authorized representatives or volunteers. Any insurance, self-insurance, or other coverage maintained by the City of Sun Prairie, its directors, officers, employees, or authorized representatives or volunteers shall not contribute to it.

4. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City of Sun Prairie, its elected and appointed officials, officers, employees or authorized representatives or volunteers.

5. The Contractor’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability.

6. Each insurance policy required by this agreement shall state, or be endorsed to state, that coverage shall not be canceled by the insurance carrier or the Contractor, except after thirty ((30) days) (10 days for non-payment of premium) prior written notice by U.S. mail has been given to the City of Sun Prairie.

7. Such liability insurance shall indemnify the City of Sun Prairie, its elected and appointed officials, officers, employees or authorized representatives or volunteers against loss from liability imposed by law upon, or assumed under contract by, the Contractor for damages on account of such bodily injury (including death), property damage, personal injury, completed operations, and products liability.

8. The general liability policy shall cover bodily injury and property damage liability, owned and non-owned equipment, blanket contractual liability, completed operations liability with a minimum of a 24-month policy extension, explosion, collapse, underground excavation, and removal of lateral support, and shall not contain exclusions for what is commonly referred to by the insurers as the “XCU” hazards. The automobile liability policy shall cover all owned, non-owned, and hired vehicles. All of the insurance shall be provided on policy forms and through companies satisfactory to the City of Sun Prairie, and shall have a minimum A.M.

Best’s rating of A- VII.

Deductibles and Self-Insured Retentions – Any deductible or self-insured retention must be declared to and approved by the City of Sun Prairie. At the option of the City of Sun Prairie, its elected and appointed officials, officers, employees, or authorized representatives or volunteers, the insurer shall either reduce or eliminate such deductibles or self-insured retentions.

Evidences of Insurance – Prior to execution of the agreement, the Contractor shall file with the City of Sun Prairie Finance Department, a certificate of insurance (Acord Form 25-S) signed by the insurer’s representative as well as endorsements evidencing the coverage required by this agreement. CG 20 10 11 85 covers all bases OR Form CG 20 10 07 04 for ongoing work exposure AND Form CG 20 37 07 04 for products-completed operations exposure. Contractor will also provide form CG 28 04 10 93, Earlier Notice of Cancellation with 30 days’ notice.

Such evidence shall include an additional insured endorsement signed by the insurer’s representative. Such evidence shall also include confirmation that coverage includes or has been modified to include all required provisions 1-8.

Responsibility for Work – Until the completion and final acceptance by the City of Sun Prairie of all the work under and implied by this agreement, the work shall be under the Contractor’s responsibility care and control. The Contractor shall rebuild, repair, restore and make good all injuries, damages, re-erections, and repairs occasioned or rendered necessary by causes of any nature whatsoever.

Sub-Contractors – In the event that the Contractor employs other contractors (sub-contractors) as part of the work covered by this agreement, it shall be the Contractor’s responsibility to require and confirm that each sub-contractor meets the minimum insurance requirements specified above.

AA. OWNERSHIP OF CONTRACT PRODUCT

All of the work product, including, but not limited to, documents, materials, files, reports, data, including magnetic tapes, disks of computer-aided designs or other electronically stored data or information (the “Documents”), which the Contractor prepares pursuant to the terms and conditions of this contract are the sole property of the City. The Contractor will not publish any such materials or use them for any research or publication, other than as expressly required or permitted by this contract, without the prior written permission of the City. The grant or denial of such permission shall be at the City’s sole discretion.

The Contractor intends that the copyright to the Documents shall be owned by the City, whether as author (as a Work Made for Hire), or by assignment from Contractor to City. The parties expressly agree that the Documents shall be considered a Work Made for Hire as defined by Title 17, United States Code, Section 101(2).

As further consideration for the City entering into this contract, the Contractor hereby assigns to the City all of the Contractor’s rights, title, interest and ownership in the Documents, including the right to procure the copyright therein and the right to secure any renewals, reissues and extensions of any such copyright in any foreign country. The City shall be entitled to the sole and exclusive benefit of the Documents, including the copyright thereto, and whenever required by the City, the Contractor shall at no additional compensation, execute all documents of assignment of the full and exclusive benefit and copyright thereof to the City. Any subcontractors and other independent Contractors who prepare portions of the Documents shall be required by the Contractor to execute an assignment of ownership in favor of the City before commencing work.

BB. PUBLIC RECORD LAW COMPLIANCE

It is the intention of City to maintain an open and public process in the solicitation, submission, review, and approval of contacts.

1. The parties acknowledge that City is a municipal corporation legally bound to comply with the Wisconsin Public Records Law and Open Meetings Law (see sections 19.32-19.39 and 19.81-19.98, Wis. Statutes) and that, unless otherwise clearly allowed by law to be an exception to the Public Record Law and confidential, all aspects of this agreement are subject to open disclosure and are a matter of public record. It is further agreed to that neither party will take any action to obstruct the operation of these laws. To comply with any request under said Public Record Law, the provider/contractor herein shall produce copies of all materials, gathered or produced or modified pursuant to this Contract to City, in their original (i.e., electronic or digital, etc.) format at actual cost of reproduction, without profit. According to Wisconsin caselaw, even if records are created or maintained by, or in the custody of, the provider as an independent contractor, they, along with the raw data used to create the record, are nevertheless public records that must be made available to the public within a reasonable time and without delay upon request by any person, and in the format in which they were created. Provider/contractor agrees to hold City, its agents, officials and employees harmless and to indemnify them and City for all costs, fees, including all reasonable attorney fees and expenses of all kinds, and any judgments, orders, injunctions, writs of mandamus, and damages or expense of whatever kind for which City or its agents, officials or employees may expend or be held liable due to the Provider/contractor’s failure to comply with the Wisconsin Public Records and Open Meetings laws, or with this Agreement.

2. Any Public Records Law request received directly by a contractor related to this Contract with City shall immediately be reported to the City Administrator.

CC. LIVING WAGE (Applicable to contracts exceeding $5000)

Unless exempt, the Contractor agrees to pay all employees employed by the Contractor in the performance of this contract, whether on a full-time or part-time basis, a base wage of not less than minimum hourly wage.

DD. WEAPONS PROHIBITION

Contractor shall prohibit, and shall require its subcontractors to prohibit, its employees from carrying weapons, including concealed weapons, in the course of performance of work under this contract, other than while at the Contractor’s or subcontractor’s own business premises.

The requirement shall apply to vehicles used at any City work site and vehicles used to perform any work under this contract, except vehicles that are employee’s “own motor vehicle” pursuant to Wis. Stat. sec. 175.60(15m).

EE. IT NETWORK CONNECTION POLICY

If this Contract includes services such as software support, software maintenance, network services, system development services and/or will require a network connection to the City network, is hereby incorporated and made a part of this contract and Contractor agrees to comply with the City’s computer use policy.

FF. AUTHORITY

Contractor represents that it has the authority to enter into this contract. If the Contractor is not an individual, the person signing on behalf of the Contractor represents and warrants that s/he has been duly authorized to bind the Contractor and sign this contract on the Contractor’s behalf.

GG. COUNTERPARTS, CONTRACT DELIVERY

This contract may be signed in counterparts, each of which shall be taken together as a whole to comprise a single document. Executed copies of the originally signed contract must be delivered or mailed to the City of Sun Prairie Clerk’s Office. Copies of the contract exchanged by facsimile, electronic scanned copy or similar technology shall not be considered a valid signed contract.

II. SCOPE OF SERVICES

The Scope of Work shall include, but not necessarily be limited to the work described herein.

The following section describes the City's needs and requirements for professional towing services. Please address each of these areas of operations in your proposal. Your proposal should describe in detail how your organization will address each of the requirements.

A. Service:

The City agrees that whenever it directs any towing to be done within the City, it will use the contracted towing company to provide the towing service.

The contracted towing company would be expected to provide the following needed operational services:

a. Towing of abandoned vehicles: The proposer agrees to provide towing services to the City of Sun Prairie for abandoned vehicles. The following procedure would need to be followed regarding abandoned vehicles on a highway, street, or private property:

1. The City of Sun Prairie Police Department shall tag the vehicle with a forty-eight (48) hour notice.

2. If the vehicle is not moved within forty-eight (48) hours of the notice, the City of Sun Prairie will place a citation on the vehicle and notify the proposer with authorization to tow.

3. The proposer shall remove the vehicle within eighteen (18) hours from the time after receipt of the emailed authorization to tow the vehicle.

4. The proposer shall retain the vehicle in storage at their facility. The proposer shall, by certified mail, give notice to the owner and lien holders of record to permit reclamation of the vehicle after payment of accrued charges pursuant to chapter 10.28 of the City Code of Ordinances. An abandoned vehicle may be reclaimed from the proposer’s storage facility upon the payment of all accrued charges, including the citation, towage, storage, and notice charges and upon presentation of vehicle title or other satisfactory evidence to the proposer to prove ownership or lienholder interest of said vehicle.

b. Illegally Parked Unregistered Vehicles: The proposer shall provide tow services for unregistered vehicles parked on the roadway. The following procedure would need to be followed regarding unregistered vehicles upon report:

1. The City of Sun Prairie shall tag the vehicle with a five day notice.

2. If the vehicle is not moved within five days, the City will place a citation on the vehicle and notify the proposer with authorization to tow.

3. The proposer shall remove the vehicle within eighteen (18) hours from notification.

4. The proposer shall retain the vehicle in storage at their facility. The proposer shall by certified mail give notice to the owner and lien holders of record to permit reclamation of the vehicle after payment of accrued charges pursuant to chapter 10.28 of the City Code of Ordinances. An unregistered vehicle may be reclaimed from the proposer’s storage facility upon the payment of all accrued charges, including the citation, towage, storage, and notice charges and upon presentation of vehicle title or other satisfactory evidence to the proposer to prove ownership or lien holder interest of said vehicle.

c. Illegally Parked and Hazardous Vehicles: The proposer shall provide tow services for illegally parked and hazardous vehicles twenty-four (24) hours a day, seven (7) days a week at the direction of police personnel.

1. The proposer shall respond to authorizations to tow within twenty (20) minutes of receiving notification with authorization to tow. Vehicles shall be towed to the proposer’s storage facility.

2. These tows are to be used when the illegal parking causes an immediate hazard such as snow removal routes or the vehicle causes a public safety hazard.

3. If a vehicle towed under this section remains unclaimed in the proposers storage facility for more than forty-eight (48) hours, it shall be deemed abandoned and the proposer shall proceed with notices and procedures required to dispose of abandoned vehicles as provided under the section entitled Abandoned Vehicles. The proposer shall be solely responsible for the cost of disposing of the vehicle.

4. The proposer shall respond to a request for the release of a vehicle towed because it was illegally parked within eight (8) hours after notification by the Police Department that the forfeiture and towing fee has been paid.

The proposer and vehicle owner shall coordinate the time the vehicle will be released.

5. No storage charge shall accrue during the first twenty-four (24) hours the vehicle is stored by the proposer if the vehicle was towed as a result of a snow emergency or a special event parking violation.

d. Vehicles seized for evidence: The proposer shall provide towing services to the City at the direction of police personnel when any vehicle is to be seized and held as evidence of a crime or an ongoing investigation.

1. The proposer shall transport the vehicle to the City evidence storage facility or any location within the City of Sun Prairie or within ten (10) air miles of City Hall.

2. A vehicle may be required to be towed outside of the City.

3. Vehicles may be required to be retrieved from outside the City.

4. The proposer shall respond within twenty (20) minutes of receiving an authorization to tow.

e. Police referrals of private vehicles expressing no tow preferences: No preference tows are required twenty-four (24) hours a day, seven (7) days a week and within twenty (20) minutes of the request.

1. If an operator of a vehicle requires towing services due to accident, disabled, slide off, etc., and indicates no preference for a towing contractor, police personnel will contact the proposer to provide towing to the location of the vehicle operator’s choice, and related services, if requested and agreed to by the vehicle owner/operator. Proposer shall provide this service in a prompt, polite, and courteous manner and shall obey the lawful instructions of the officer at the scene. When the proposer provides service under this paragraph, it is a private transaction between the vehicle operator/owner and the towing proposer. Receiving a tow call under this paragraph does not entitle the proposer to tow the vehicle to proposer’s facility against the vehicle owner’s or operator’s wishes, nor does it entitle proposer to deny the citizen access to their vehicle nor to any item stored within said vehicle at any time during the transaction. Performing towing or any other service under this paragraph at the request of a vehicle owner shall not confer any rights upon proposer to the vehicle or property located within it beyond those that may be afforded under the law.

2. Due to the nature of these tows, proposer’s operator may be required to standby for a time period not to exceed sixty (60) minutes.

3. The towing charges and related costs are the sole responsibility of the vehicle owner/operator.

4. In consideration for the City’s agreement to call the proposer when the owner/operator indicates no preference, the proposer shall agree not to charge excessive fees. The proposer shall not impose a storage fee greater than the actual time the vehicle was stored (i.e., no two-day minimum). The City shall approve a range of fees, as listed in form F, for private transactions that are initiated by the City under this section and the proposer shall not exceed such fees.

f. Site Cleanup: The proposer shall be responsible for the cleanup, removal, and disposal of any debris; all parts, metal, glass, dirt, small amounts of vehicular fluids (e.g., oil, gasoline, grease spots) attributable directly or indirectly to the cause for tow. The process for removal and disposal of debris must be in accordance with all environmental laws and regulations. Should the City of Sun Prairie have to clean up the area, by City crews or others, cost of cleanup shall be billed to proposer and a $100 fee will be assessed.

g. Storage and personal possessions: The proposer shall maintain the following storage requirements.

1. Proposer must be able to provide inside storage for up to four (4) vehicles to be impounded if the City’s lot is full or the City chooses not to use their lot anymore.

2. The proposer must store all towed vehicles within a secured storage facility (eight foot fencing, sufficient lighting, and monitored twenty-four

(24) hours/day by camera or personnel). All above storage facilities must be within the City of Sun Prairie limits.

3. Charges for storage costs are to be provided in form F. These shall be the sole responsibility for the proposer to collect and/or negotiate with the vehicle owner. In no case shall the City become liable for storage costs charged by the proposer when towing a vehicle, unless proposer is requested to store a seized vehicle held for evidence.

4. Vehicle owners and passengers shall be allowed reasonable access to retrieve their personal possessions from any vehicle towed by the proposer unless the vehicle has been seized for evidence.

h. City vehicles: The proposer shall provide tow services for City and police department vehicles twenty-four (24) hours a day, seven (7) days a week at the direction of police department personnel.

1. The proposer shall respond to the request to tow within twenty (20) minutes of receiving a request.

2. The vehicle shall be towed to a location within the City or within ten (10) air miles of City Hall as directed by police department personnel.

3. Non-police department vehicles shall be towed at the contract rate when requested by City personnel.

i. Heavy vehicles: The proposer shall provide tow services for the City twenty-four (24) hours a day, seven (7) days a week at the direction of police department personnel.

j. Private property owner request to tow: Wisconsin State Statute 349.13 (2) (3m) requires that before a vehicle can be towed from private property without the owner’s consent there must exist a court order allowing it, or a citation from law enforcement, for illegal parking. In these situations, the police department will issue a parking citation when the elements of the violation are present and the private property owner will be allowed to contact a tow service of their choice. Nothing in a contract with the proposer shall eliminate the police department’s law enforcement discretion. Should the State Statute change during the life of a contract with the proposer, any modification to the procedure described in this section must be mutually agreeable to both the City and the proposer.

k. City impound procedure: The proposer shall bill the City for the cost of a tow.

1. At such time when the City no longer needs a vehicle impounded, the vehicle may be released to the proposer. The proposer would then be able to try recover its normal towing charges (less the City-paid amount) from the owner’s vehicle insurance company or the owner of the vehicle.

2. When drivable vehicles are impounded by the City for evidence and the vehicle is no longer needed by the City, it is the City’s discretion whether or not to release the vehicle to proposer.

3. If the City determines that it is in the City’s best interest to return the vehicle to the proposer, the proposer will not charge the City to retrieve the vehicle.

B. Reports: Proposer shall provide the following reports to the City in the frequencies specified:

a. Complaint Report: Proposer shall have an established procedure for handling, responding to, and documenting actions regarding all complaints received. The City shall provide all complaint information to the proposer. A report of all complaints shall be provided to the Police Department on a quarterly basis. This report shall include the following minimum information: Date of complaint, location, type of complaint, action taken, date of response, and total number of complaints for the reporting period. This report shall be sent via electronic mail in Microsoft Excel format.

C. Contractor/City Meetings: The City may request periodic meetings with the Proposer to review performance, address specific issues, etc. Proposer agrees to attend these meetings, at no charge to the City, as necessary during the Contract term.

III. REQUIRED FORMS FROM CONTRACTOR

A. Signature Affidavit B. Receipt of Forms and Submittal Checklist C. Contractor Profile D. References E. Insurance and Indemnification, including Endorsements F. Contract Fees G. Vendor’s Proposal as Accepted by City

IN WITNESS WHEREOF, the parties hereto have set their hands at Sun Prairie, Wisconsin.

CITY OF SUN PRAIRIE

a municipal government

By:_________________________________ Paul Esser, Mayor

Date: _______________________________

By: ________________________________ Elena Hilby, City Clerk

Approved as to Form:

Mark Leonard, City Attorney

CONTRACTOR

(Name of Contracting Entity)

By: ________________________________ (Signature)

(Print Name and Title of Person Signing)

(Signature)

(Print Name and Title of Person Signing)

Kristin Vander Kooi, City Treasurer

This form must be returned with your response.

In signing Proposals, we certify that we have not, either directly or indirectly, entered into any agreement or participated in any collusion or otherwise taken any action in restraint of free competition; that no attempt has been made to induce any other person or firm to submit or not to submit Proposals, that Proposals have been independently arrived at, without collusion with any other Proposers, competitor or potential competitor; that Proposals have not been knowingly disclosed prior to the opening of Proposals to any other Proposers or competitor;

that the above statement is accurate under penalty of perjury.

The undersigned, submitting this Proposal, herby agrees with all the terms, conditions, and specifications required by the City in this Request for Proposal, declares that the attached Proposal and pricing is in conformity therewith, and attests to the truthfulness of all submissions in response to this solicitation.

Proposers shall provide the information requested below. Include the legal name of the Proposers and signature of the person(s) legally authorized to bind the Proposers to a contract.

COMPANY NAME

SIGNATURE DATE

PRINT NAME OF PERSON SIGNING

J:/Finance/RFP/Form A Signature Affidavit.doc

Form A: Signature Affidavit

RFP #: 20-PD25

Proposers hereby acknowledge the receipt and/or submittal of the following forms:

Forms

Initial to Acknowledge

SUBMITTAL

Initial to Acknowledge

RECEIPT

Description of Services/Commodities N/A

Form A: Signature Affidavit

Form B: Receipt of Forms and Submittal Checklist

Form C: Vendor Profile

Form D: References

Form E: Insurance Requirements

Form F: Fee Proposal in separate sealed envelope

Appendix A: Standard Terms & Conditions N/A

Addendum #

Addendum #

Addendum #

VENDOR NAME

J:/Finance/RFP/Form B ReceiptofFormsandSubmittalChecklist.doc

Form B: Receipt of Forms and Submittal Checklist

COMPANY INFORMATION

Company Name (Make sure to use your complete, legal company name.)

FEIN (If FEIN is not applicable, SSN collected upon award.)

Contact Name (Able to answer questions about proposal.) Title

Telephone Number Fax Number

Email

Address City State Zip

ORDERS/BILLING CONTACT

Address where City purchase orders/contracts are to be mailed and person the department contacts concerning orders and billing.

Contact Title

Telephone Number Fax Number

Email

Address City State Zip

Form C: Vendor Profile/Qualifications

LOCAL VENDOR STATUS

The City of Sun Prairie has included a local vendor preference granting a scoring preference to local suppliers. Only suppliers within the City of Sun Prairie limits as of the bid’s due date will receive preference.

CHECK ONLY ONE:

� Yes, we are a local vendor.

� No, we are not a local vendor.

CORPORATION INFORMATION

If applicant is a corporation, please complete both columns:

Names of Corporate Officers Names of Corporate Directors

LICENSES AND PROFESSIONAL REGISTRATION

List names of each key person of the firm. If a requested service requires a licensed/registered practitioner, you will be required to provide a copy of such license/registration before work can begin.

Name

Capacity

(Owner, Partner, Etc.)

Current Licenses/Registrations (Include Certificate # if applicable)

License/Registration

Expiration Date

CONFLICT OF INTEREST

A conflict of interest may exist where an employee or close relative/family member has a connection to your business, and a third party may consider that this relationship may compromise the competitive process. Does any employee of your company have a possible conflict of interest with this process?