itb 25-034.pdf

CITY OF SOUTHFIELD | RFP | KITCHEN RENOVATION AT FIRE STATION 5 Page 1 of 25

Dear Prospective Proposers:

Re: The Enclosed Request for Proposals

The City of Southfield is now accepting bids as described in the enclosed request.

Companies interested in responding to this solicitation must do the following:

• During the solicitation process through the final evaluation, respondents may not contact Council members, City Administration, the Legal Advisor, Elected Officials or City of Southfield staff other than the staff member designated as the point of contact regarding this request

• Questions must be received no later than 5:00 PM on March 13th, 2025 and be sent to purchasingdept@cityofsouthfield.com. Place the name of the bid request in the subject line of the email.

• Bids must be electronically uploaded to the MITN (www.mitn.info) website by the due date and time. Allow yourself some time to go through the uploading process.

It is preferred that only one file be uploaded, in PDF, with a size limitation of 20 MB. For assistance on how to upload, contact MITN directly at (800) 835-4603.

The MITN system will not allow for late submittals and a submittal must be completed before the due date and time. This responsibility rests entirely with the Respondent, regardless of delays resulting from the uploading process

Please call the Purchasing Department at (248) 796-5250 if you need additional information. We look forward to receiving your response.

Sincerely, Purchasing Agent mailto:purchasingdept@cityofsouthfield.com

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PLEASE SEE ATTACHED SHEETS

SIGNED THIS DAY OF

Mailing Address:

City: State and Zip Code:

Phone Number: ( ) Fax Number: ( )

E-mail Address:

PLEASE SIGN

Authorized Signature:

Typed or Printed Name and Title of Signer:

CITY OF SOUTHFIELD

26000 EVERGREEN ROAD SOUTHFIELD, MI 48076

Telephone: (248) 796-5250 Fax: (248) 796-3550

FORMAL PROPOSAL

We__________________________, (Insert Name of Proposer)

The undersigned submit this Proposal for

Proposal Name:

Kitchen Renovations at Fire Station 5

File No. 25-034

Which is to be opened and publicly read on:

Date:

March 26th, 2025 at 11 AM

Supplemental Instructions

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1. DOCUMENT DISTRIBUTION: The City of Southfield, Michigan officially distributes proposal documents from the Purchasing Department or through the Michigan Intergovernmental Trade Network (MITN) at www.mitn.info. The City of Southfield cannot guarantee the accuracy and is not responsible for any errors contained in any information received from alternate sources.

2. PROPOSAL DEADLINE: In order for a proposal to receive consideration, it must be received prior to the specified time of opening as indicated on the proposal form. No proposal will be accepted after the time specified for the proposal opening. The City reserves the right to postpone the proposal opening for its own convenience. Proposers should use the proposal documents furnished; failure to do so will be considered as an alternate offer and may be cause for rejection. Proposers must be electronically uploaded to the MITN (www.mitn.info) website by the due date and time. Allow yourself some time to go through the uploading process. It is preferred that only one file be uploaded, in PDF, with a size limitation of 20 MB. For assistance on how to upload, contact MITN directly at

(800) 835-4603. The MITN system will not allow for late submittals and a submittal must be completed before the due date and time.

This responsibility rests entirely with the Respondent, regardless of delays resulting from the uploading process.

3. DEPOSITS: If a deposit is required with the proposal, it must be a company certified check or bank cashier’s check or bank money order (payable to the City of Southfield) or a Michigan-licensed surety’s proposal bond. If a proposer fails to furnish a required deposit with his proposal, his proposal will not be read and will not receive further consideration.

4. SURETIES: An approved surety bond to the City in an amount deemed adequate may be required to guarantee performance. In certain cases described in state law, Act No. 213 of 1963, an additional bond to the state of Michigan is mandatory.

5. MORE THAN ONE OFFER: If a proposer has more than one product meeting the specification, he is privileged to offer additional proposals subject to the same terms and conditions of original proposal form. Brand names are used to describe quality rather than preference except when “no substitute” is indicated.

6. ADDITIONAL DOCUMENTS REQUIRED WITH PROPOSALS FOR CONSTRUCTION PROJECTS:

a. Contractor’s Qualification Statement: proposer must submit a completed copy of AIA A305 – Contractor’s Qualification Statement.

b. Contractor’s Construction Schedule upon award

7. WITHDRAWAL: No proposal will be withdrawn for 60 days from its opening date. Proposers may reduce this period if he states so in his proposal; however, he runs the risk of being declared non-responsive to the specifications.

8. REFERENCE: The City reserves the right to automatically consider itself a reference for any firm in which it has had experience.

9. RIGHT TO REJECT: The City reserves the right to reject any and all proposals, to waive any irregularity in any proposal, to split awards by items or lots (unless otherwise stipulated either in the specifications or by the proposer) or to award to other than the low proposer, should any of the foregoing be deemed in its best interests.

10. A RESPONSIBLE PROPOSER IS ONE WHO:

a. Submits no restrictions or qualifications beyond those permitted in the proposal request.

b. Have the skill, quality and ability to conscientiously, faithfully and promptly fulfill the contract to its letter and spirit.

c. Have integrity, judgment, reputation and experience.

d. Has sound financial resources as well as the ability to furnish any and all bonding and insurance documents required.

e. Is able to comply with all terms and conditions stipulated in the proposal requests.

f. Can show the intent and ability to cooperate efficiently and effectively with all Government departments involved in the contractual purchase or service.

g. Has the knowledge of applicable existing laws and ordinances of the City of Southfield necessary to provide smooth and efficient relations.

h. Has unquestionable ability to provide maintenance and service on the contractual items purchased.

11. REVIEW OF CONTRACTUAL TERMS: If this solicitation shall result in a contractual document, the vendors must review and indicate potential changes or objections to the attached contractual terms in writing with your proposal response for consideration. Changes requested after submission may result in rejection of your response.

12. FAILURE TO ENTER INTO CONTRACT: If a proposer fails to formally acknowledge and accept purchase order or to execute the contract within ten (10) working days after notification, the deposit, if any, may be forfeited as liquidated damages.

13. TO COMPLY: For failure to deliver or perform in accord with the accepted proposal, the City may consider the contractor in default and take steps to protect the City's interest. The City may, without impairing its other rights and benefits, purchase all or part of the contract goods or services on the open market and charge any additional costs to the contractor or his surety.

14. PATENTS: Contractors will protect and indemnify against expense of any nature, will bear cost of any suits which may arise and will

Supplemental Instructions

CITY OF SOUTHFIELD | RFP | KITCHEN RENOVATION AT FIRE STATION 5 Page 4 of 25 pay all damages which may be awarded against the City for the use, under this specification, of any patented device, process, apparatus, material or invention.

15. ERRORS OR OMISSIONS: Proposers are not permitted to take advantage of any errors or omissions in specifications since full instructions will be given should they be called to our attention in a reasonable amount of time before the proposals are due.

16. NON-COLLUSION CLAUSE: By signing and submitting this proposal, proposer states that his proposal is genuine and not collusive or sham; such proposer has not colluded, conspired, connived, or agreed, directly or indirectly, with any proposer or person, to put in a sham proposal, or that such other person will refrain from proposing and has not in any manner, directly or indirectly, colluded, conspired, connived, or agreed, with any person, to fix the price of affiant or any other proposer, or to fix any overhead, profit or cost element of said proposal price.

17. INSURANCE: Proof of Insurance Coverage: The Contractor shall provide The City of Southfield, at the time that the contracts are returned by him/her for execution, a Certificate of Insurance as well as the required endorsements. In lieu of required endorsements, if applicable, a copy of the policy sections where coverage is provided for additional insured and cancellation notice would be acceptable. Copies or certified copies of all policies mentioned above shall be furnished, if so requested.

18. NON-DISCRIMINATION CLAUSE: By signing and submitting this proposal for consideration of an award by the City of Southfield, the contractor and any subcontractor covenants not to discriminate against an employee or applicant for employment with respect to hire, tenure, terms, conditions, or privileges of employment or a matter directly or indirectly related to employment, because of race, color, religion, national origin, age, sex, height, weight, marital status, physical or mental disability, family status, sexual orientation, or gender identity that is unrelated to the individual's ability to perform the duties of a particular job or position. Breach of this covenant may be regarded as a material breach of the contract.

19. NON-IRAN LINKED BUSINESS: By signing the Authorization & Acceptance of Specifications below, I certify and agree on behalf of myself and the company submitting this proposal the following: (1) that I am duly authorized to legally bind the company submitting this proposal; and (2) that the company submitting this proposal is not an “Iran linked business,” as that term is defined in Section 2(e) of the Iran Economic Sanctions Act, being Michigan Public Act No. 517 of 2012; and (3) That I and the company submitting the proposal will immediately comply with any further certifications or information submissions requested by the City in this regard.

20. CONFLICT OF INTEREST: The Firm shall not be allowed to work as a contractor, sub-contractor or partner on any project within the scope of this contract which constitutes a conflict of interest. In order to determine if your company presents any potential conflict of interest with respect to the award of the subject contract, on a separate piece of paper, please disclose any familial or business relationships you have with any current or former employee, agent, consultant, officer or elected or appointed official of the City of Southfield or others who are or have been within the past year, in a decision making position with the City of Southfield, and who may be able to grant favorable treatment with respect to being awarded this contract. Please disclose the full nature and extent of your relationship. Violation of the City’s Code of Ethics as the result of non-disclosure will be reviewed in accordance with the City of Southfield’s Code of Ethics and may result in disciplinary action, and/or termination of the subject contract.

21. COMMUNICATION DURING THE PROCUREMENT PROCESS: During the solicitation process, which includes but is not limited to, the solicitation period and subsequent evaluation process, respondents may not make any contact regarding this request with Council members, City Administration, the Legal Advisor, Elected Officials or City of Southfield staff other than the staff member designated as the point of contact. All questions should be addressed to the Purchasing Department, in writing via the email address supplied in the proposal documents or during the pre-proposal meeting if applicable.

22. EVALUATION COMMITTEE: The activities of an evaluation committee are confidential and any contact with members will create the impression of unfair access or conflict of interest. Contact prior to selection may lead to a nullification of the results of this solicitation, or a dismissal of the offending respondent’s submission, or it may result in the contacted party being required to recuse himself or herself from consideration of the respondent’s submission.

23. FEDERAL FUDING PROVISIONS: The contract resulting from this IFB is subject to compliance with all applicable federal, state and local laws.

City of Southfield Request for Proposal (RFP) File # 25-034

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1. Purpose –

1.1. The City of Southfield is soliciting bids from qualified companies to renovate the kitchen area at Fire Station 5. In general, the project consists of finalizing the design and building out the project area.

1.2. The successful company will be required to enter into a contract and provide bonds and insurance acceptable to the City. Copies of these requirements have been provided for your review.

1.3. All bidders must include a bid bond in the amount of 5% of the total bid amount with their response.

2. Current Environment –

2.1. Lot 1: The project area is located at Fire Headquarters, 24477 Lahser Road, Southfield, MI 48033. The cabinets, counters, flooring, etc. are all original to the building which was constructed in 1977. The budget for this project is $100,000 for all design, materials, and trades work. The Contractor is required to have Field drawings.

2.2. The project areas are limited access, secured, 24 x 7 x 365 operation environment. All work must be scheduled, performed and staged in a manner that will provide the least amount of disruption to operations. The contractor will have access to the project areas Monday – Saturday between the hours of 7:00 AM to 6:00 PM.

3. Inspection –

3.1. Companies will be held to have inspected the work area to determine the conditions under which they will be expected to perform. Contractors will be responsible for conducting their own field measurements. No additional fees will be allowed for failure to inspect. Proposals will not be accepted from companies that have not inspected the work site. A pre-bid meeting has been scheduled for March 5, 2025 at 10 AM local time at Fire Headquarters, 24477 Lahser Road, Southfield, MI 48033

3.2. After inspecting the work site, any questions regarding the project must be submitted in writing to purchasingdept@cityofsouthfield.com no later than 5:00 pm March 13, 2025. The City will not be responsible for any oral instructions.

4. RFP Timeline -

Event Date RFP posted 02/24/2025 Pre-bid meeting 03/05/2025 Question submission deadline 03/12/2025 Responses posted to MITN website 03/20/2025 mailto:purchasingdept@cityofsouthfield.com

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Event Date Proposals due 03/26/2025 Evaluation period 3/31 – 04/04/2025 Council approval 04/21/2025 Contract finalized 05/05/2025 Anticipated project start 05/19/2025

5. Scope of Work – The selected Design/Build contractor will provide final design and construction services for the entire project. Responsibilities will include coordinating and permitting of all site features specified with applicable regulatory agencies. Contractors will be required to obtain permits from the City’s Building Department. Fees for those permits will be waived. At a minimum, the project will include the following:

5.1. Providing sealed drawings suitable for obtaining a building permit and construction.

5.2. Cordon off kitchen areas with plastic sheeting.

5.3. Site demolition (all walls to be removed to bare studs) and site prep work.

5.4. Install new plumbing and electrical infrastructure and fixtures.

5.5. Remove and replace drywall ceiling.

5.6. Paint.

5.7. New flooring.

5.8. Update all MEPs.

5.9. Provide finishes that are commercial grade material.

5.10. The contractor shall:

5.10.1. Provide adequate licensed personnel, trained in all aspects of the work they will perform. Provide a project supervisor that will function as the single point of contact for the City throughout this project.

5.10.2. Take all necessary measures to prevent damage to other areas of the building adjacent to the project area. If damage occurs because of the contractor’s work, the contractor is responsible for the repair and/or replacement of the damaged area to the satisfaction of the City of Southfield.

5.10.3. Clean up the work area daily to remove debris from the day’s work. At the completion of the work, the contractor shall remove all equipment, surplus material, rubbish, and debris, etc. from the premises. All surfaces involved in the project shall be cleaned and made ready for use. The contractor will be responsible for removing all rubbish and debris from City property and legally disposing of it in their own dumpsters.

5.10.4. Provide employees that can pass Southfield Police department background check.

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6. Deliverables

6.1. A completed and functional turnkey project.

6.2. The contractor shall provide a finalized project schedule during the first design meeting. The purpose of the project schedule is to ensure that adequate planning, coordination, scheduling and reporting during the execution of design and construction activities. The project schedule will assist the City in monitoring the progress of the work, evaluating proposed changes, and processing progress payment requests

6.3. A set of as-built drawings in both electronic and hard copy format.

7. Progress Payments

7.1 Proposed Draw payment schedule:

1st Draw: Completion of demolition, Completion and permit approved rough electrical installation, completion and permit approved rough plumbing installation, and completion and permit approved rough mechanicals installation.

2nd Draw: Completion of drywall installation, completion of initial priming and painting, and completion of flooring installation.

3rd Draw: Completion of cabinet installation, completion of countertop installation, and completion of appliance installation.

4th (Final Draw) Completion of punch list items and final inspection

8. City Responsibilities – The City will:

8.1. Assign a single point of contact

8.2. Provide a staging/storage area for construction materials

9. Minimum Qualifications - Companies responding to this solicitation must be able to demonstrate:

9.1. Successful completion of work of similar scope and size to the requirements contained in this document.

9.2. Evidence of licensure, certification, and the experience in performing the functions required to successfully fulfill all contract requirements.

9.3. A minimum of 5 consecutive years’ experience under the current company name.

9.4. References for at least 3 similar projects completed by your company within the last 5 years.

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10. Submittal Requirements- Each response should be prepared simply and economically. Responses shall be submitted in the same order as the requirements are listed below to ensure the City is able to easily locate the information requested:

10.1. Company Profile – Provide the name, address, phone numbers, and email address of the individual that is authorized to discuss the contents of this solicitation. Include a brief history/overview of your organization and the services it provides. Indicate the specific employees assigned to this project, their area of expertise, as well as any subcontractors with whom you may in your organization. Highlight your firms’ knowledge of the local area and contractor base.

10.2. Minimum Qualifications - Provide a detailed statement that demonstrates how your organization meets all the Minimum Qualifications identified in this document. The Reference section must include a list of organizations (minimum of 3) for which you have provided similar services, including name of establishment, full address, dates of service, contact name, email address, and contact telephone number for reference checks.

10.3. Relevant Experience – Submit an excerpted list of projects your firm has completed for other public organizations requiring renovations or demolition and rebuild like this project. Provide enough detail for evaluation purposes.

10.4. Demonstrated Ability – Provide an overview of projects where your company performed design/build services. Focus on:

• projects in high traffic 24 x 7 x 365 usage areas;

• projects in secured areas; and

• compact project schedule.

10.5. General Project Timeline and Project Approach – Submit a project schedule that details each phase of the project from design to close out.

10.6. Proposed Plan and Finishes – Provide the information requested on the attached Station #5 Kitchen Product Listing sheet.

10.7. Pricing - Use the format provided below to submit not to exceed pricing for each phase of the project. Separate the pricing by Lot 1 (Station 5) and Lot 2 (Station 2).

Project Phase Not to Exceed Bid Amount Design and permitting $

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Materials $ Construction Services $ Grand Total Not to Exceed Amount $

11. Evaluation Criteria - All responses received will be evaluated according to the listed criteria. Each proposal submitted in response to this solicitation shall focus on these criteria. In addition, the City also may consider the past performance of the contractor on other contracts with the City or other entities. The City reserves the right to make such additional investigations as it deems necessary and may require the submission of additional information.

Criteria Weight Relevant experience and demonstrated ability 20 Project timeline and approach 15 References (3) 10 Design, finishes, etc. 20 Price 35

City of Southfield Insurance Requirements

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Contractors performing work for the City of Southfield shall provide the City with an ACORD certificate of insurance, or equivalent, evidencing coverage as outlined below. Insurance must be applicable to this contract and in force for the duration of the contract. Insurance provider must be “A” rated by the A. M. Best Company, and acceptable to the City.

1. Commercial General Liability including coverage for:

a. Premises/Operations

b. Products/Completed Operations

c. Independent Contractors

d. Personal Injury

e. Contractual Liability Limits of Liability:

Bodily Injury: $1,000,000 per occurrence Product/Completed Operations: $1,000,000 Personal Injury: $1,000,000

2. Automobile Liability including coverage for:

a. Owned/leased vehicles

b. Non-owned vehicles

c. Hired vehicles Limits of Liability:

Combined Single Limit of $1,000,000 or Bodily Injury: $500,000 per person / $1,000,000 per accident Property Damage: $500,000 per accident

Michigan “No Fault” Personal Injury Protection and Property Protection Insurance must be included.

Endorsement to the General Liability and Automobile Liability polices shall be provided, naming as Additional Insured “the City of Southfield, all elected and appointed officials, all employees and volunteers, all boards, commissions, and/or authorities and board members.”

Thirty (30) days written, advance notice of cancellation must be furnished to the City of Southfield in the event of cancellation for non-payment of premium, non-renewal, reduction, and/or material change in coverage.

3. Workers Compensation Insurance Statutory Limit: $500,000 per occurrence Coverage is to be maintained during the life of the contract and apply to all employees of the contractor carrying out work related to this contract. Insurance shall comply with applicable rules and regulations of the State of Michigan.

4. Owner's and Contractor's Protective Liability

The Contractor shall procure and maintain during the life of the contract Owner's and Contractor's Protective Liability and Insurance, in the name of the City of Southfield, in an amount not less than $500,000 per occurrence; and $500,000 aggregate for injuries, including death, to persons and property damage including loss of use thereof; in an amount not less than $500,000 on account of each occurrence. This insurance shall be in an insurance company acceptable to the City of Southfield.

Certificate of Insurance is to be furnished to:

The City of Southfield Attn: Purchasing Department P.O. Box 2055 Southfield, MI 48037-2055

City of Southfield Sample Agreement

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This Contract entered into as of this day of , 2025, by and between the CITY OF SOUTHFIELD, a municipal corporation, (herein called the "City") and , a Michigan corporation, located at , (herein called the "Contractor").

W I T N E S S E T H:

Whereas, the City desires to engage the Contractor to perform certain services (herein called the "Services") as are more particularly described in the City’s request for bids as Exhibit A, attached hereto and made a part hereof, in connection with the performance of ___________ within various City facilities;

Whereas, the Consultant submitted its bid to perform the services, which bid is incorporated herein by reference as Exhibit B and made a part of this agreement;

Whereas, the Contractor represents that it is able to provide qualified personnel and all necessary equipment to perform the Services in a manner which is responsive to the City's needs in all respects and which conforms to the terms and conditions hereinafter set forth.

NOW THEREFORE, in consideration of the premises, the mutual undertakings and benefits to accrue to the parties and to the public. The parties hereto agree as follows:

1. SCOPE OF WORK

1.01 The Contractor shall carry out and perform the Services as more particularly set forth in Exhibit A in a timely and proper manner. The Parties shall be governed by and the Services shall be performed in accordance with the terms and conditions contained in this Contract and Exhibit A.

1.02 The Contractor shall furnish the City every reasonable opportunity as requested by the City to inspect the work in order to ascertain whether the Services as Performed and the materials used in connection therewith are in accordance with the Contract.

2. CONTRACT TERM

2.01 The Contractor shall start performance of the Services upon City Council approval of the Contract and receipt of a notice to proceed. The Consultant shall faithfully perform and complete the Services in accordance with the Project Schedule included within Exhibit A;

however, it is agreed that all Services shall be completed not later than ______________.

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3. PERMITS/DATA TO BE FURNISHED CONTRACTOR

3.01 The Contractor shall secure at its own expense prior to commencing the Services all necessary permits required by the City or other public authorities in connection with the performance of the Services.

3.02 One copy of all information, diagrams, and maps as are existing and deemed necessary by the City for the carrying out of the Services shall be furnished to the Contractor upon the Contractor's request therefor. The City makes no warranty with respect to the accuracy of same.

3.03 The Contractor shall secure, at no cost to the Owner, all permits and licenses necessary for the prosecution of the work. The Contractor shall keep himself fully informed of all laws, ordinances and regulations in any manner affecting those engaged or employed in the work, or the materials used in the work, or in any way affecting the conduct of the work, and of all orders and decrees of bodies or tribunals having any jurisdiction or authority over the same.

3.04 The contractor shall at all times observe and comply with and shall cause all his agents and employees to observe and comply with all existing and future laws, ordinances, regulations, orders and decrees. Provided that if the drawings and specifications are at variance therewith, the Contractor shall promptly notify the Engineer in writing and any necessary changes shall be adjusted as provided in the Contract Documents

4. PERSONNEL AND ADMINISTRATION

4.01 The Contractor shall provide the necessary labor to perform the Services. The Contractor shall engage only competent, efficient employees to perform the Services and shall not use any person unfit or without sufficient skill to perform the work assigned to him/her hereunder. The Contractor agrees that it is fully responsible to the City and other third parties for the acts and omissions of its employees and any subcontractor engaged by the Contractor.

Nothing contained in this Contract shall create any contractual relationship between the City and any such subcontractor.

4.02 For Purposes of this Contract, the relationship of the Contractor to the City is and shall continue to be that of an independent contractor. No liability or benefits, such as worker's compensation or pension rights or liabilities, arising out of a contract for hire or employer/employee relationship, shall arise or accrue to or against the City as a result of the performance of this Contract.

The Contractor shall not hold the City liable for any personal injury incurred by its employee(s) or any subcontractor or Personnel while working pursuant to this Contract.

4.03 The Contractor shall require its employees and any subcontractors to comply with all City regulations and policies when on the City's premises. The Contractor agrees that its employees and subcontractors will at all times comply with all security regulations in effect at the City's premises.

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5. EQUIPMENT AND MATERIALS

5.01 Unless otherwise stipulated in this Contract, the Contractor shall furnish all tools, equipment, supplies, work accessories, supervision and transportation necessary for the complete and proper performance of the Services. The Contractor shall provide and perform all necessary labor in a substantial and workmanlike manner and in strict accordance with the provisions of the Contract.

5.02 Unless otherwise stipulated, all materials, supplies, and equipment shall be of good quality and as specified in the Contract, as determined by the City. The Contractor shall, if required by the City, furnish satisfactory evidence as to the kind and quality of all equipment, materials, and supplies to be utilized hereunder.

5.03 All tools, equipment, and devices owned and used by the Contractor in the Performance of the Services shall remain the property of the Contractor. The City shall not be liable for and the Contractor shall hold the City harmless from any loss, theft, or damage to such tools, equipment, and materials.

6. STORAGE OF MATERIALS

6.01 Materials and equipment distributed, stored and placed upon or near the site of the work shall at all times be so disposed as not to interfere with work being prosecuted by other contractors in the employ of the Owner

7. WORK PERFORMANCE

7.01 The Contractor shall guarantee and re-execute at its sole expense any work that is faulty or defective, fails to conform to the Contract or fails to conform to such inspections, tests, or approvals conducted by the City, as determined by the City.

7.02 Work done outside the scope of the Services hereunder, unless it has been expressly authorized by the City, and any extra work done without written authority from the City, will be considered unauthorized and done at the sole expense of the Contractor and no payment will be made for it by the City nor shall the City be liable to the Contractor therefor.

7.03 The Contractor shall be responsible for initiating, maintaining, and assuring all appropriate safety precautions and programs in connection with the performance of the Services. The Contractor shall take all necessary precautions for the safety of, and will provide the necessary protection to prevent damage, injury or loss to:

(i) All employees performing the Services and any other third persons who may be affected thereby;

(ii) All the work and all materials or equipment incorporated therein; and

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(iii) Other property at the site of the work or adjacent thereto.

The Contractor shall make good any damage, injury or loss to any third party or the City resulting from the Contractor's performance hereunder or resulting from the lack of reasonable protective precautions by the Contractor and shall indemnify and hold the City harmless with respect thereto.

7.04 Any removal of parts or structures shall be done in a safe and orderly fashion. All debris shall be removed as it is generated and shall not be allowed to accumulate.

7.05 Upon completion of any work, the Contractor shall remove all waste material and debris as is remaining, together with all tools, equipment, and surplus materials, as well as conduct general cleanup operations of the area.

8. COMPENSATION

And it is agreed that, in consideration of the faithful and entire performance by the Contractor of his obligations under this Contract, the Owner shall pay to him, at the time and in the manner hereinafter stipulated, an amount as determined by the measured quantities and the respective unit prices herein named:

Contract Amount

8.01 Upon the proper performance of the Services by the Contractor and upon receipt of an accurate invoice, the City agrees to pay the Contractor at the rates set forth within Exhibit A.

8.02 Payment for the proper performance of the Services shall be contingent upon submission by the Contractor of an invoice for payment, and waivers of lien for labor and materials. Such invoice shall certify the total cost of the services performed during that particular billing period and shall itemize: (a) the work performed, including the designation of the specific area wherein such work was performed; (b) the dates, time of day, hours worked, the services performed; and (c) the specific applicable rates for payment.

8.03 The City reserves the right to audit the Contractor's books and records as they may apply to this Contract. The Contractor agrees to retain payroll and time records of all employees throughout the term of this Contract and to make them readily available to the City upon the request therefore. The City may delay payment to the Contractor pending the results of any such audit, without penalty or interest.

8.04 The contractor shall invoice the City for all work performed during the previous month no later than the 15th day of the following month (i.e. all July invoices shall be submitted by August 15th). Payment will be made within thirty (30) days of receipt of the invoice.

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9. LIQUIDATED DAMAGES

It is expressly covenanted and agreed that time is and shall be considered of the essence of the Contract. In the event that the Contractor shall fail to perform the entire work agreed to by or at the times herein mentioned as referenced to in Article II, or within some other certain date subsequent to this to which the time limit for the completion of the work may have been advanced under the provision of Article II, the Contractor shall pay unto the Owner as and for Liquidated Damages and not as a penalty, the sum of Two Hundred Fifty Dollars ($250.00) for each and every calendar day that the Contractor shall be in default. Said sum of Two Hundred Fifty Dollars ($250.00) per day, in view of the difficulty of estimating such damages with exactness, is hereby expressly fixed and agreed upon as the damages which will be suffered by the Owner for reason of such defaults. It is also understood and agreed that the Liquidated Damages herein before mentioned are in lieu of the actual damages arising from such breaches of this Contract, which said sums the Owner shall have the right to deduct from any monies in his hand otherwise due or to become due to the Contractor or to sue for and recover compensation for damages for nonperformance of this contract at the time stipulated herein and provided.

Provided, however, it is understood and agreed that the foregoing provisions of this Article are without prejudice to any other right or remedy which the Owner may have under this Agreement.

10. INDEMNITY

10.01 The Contractor agrees to release, indemnify, and hold harmless the City of Southfield, their agents and employees, against and from any and all liabilities, obligations, claims, costs, and expenses (including without limitation fees and expenses of attorneys and court costs) which may be imposed upon, incurred by or asserted against the City of Southfield, its agents or employees, including but not limited to;

(a) Any negligent or tortuous act of the Contractor, or any of its personnel, employees, or subcontractors;

(b) Any loss or damage to materials, equipment, or other property (including without limitation. Property of the City) or injury or death to person, that may be occasioned by, either directly or indirectly, the performance of the Services hereunder by the Contractor.

(c) Any claim for any infringement upon any patent, copyright, trade secret, or trademark resulting from the performance of the Services. Or;

(d) Any failure by the Contractor or any of its personnel, employees, consultants, or subcontractors to perform its obligations either express or implied under this contract.

10.02 ln the event that any action or proceeding shall be brought against the City of

Southfield, its agents or employees, by reason of any claim covered hereunder, the Contractor will, at its sole cost and expense, resist or defend the same.

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11. INSURANCE

11.01 The Contractor shall procure and maintain at its expense during the term of this Contract, or any extension thereof, the public liability, workers compensation, and automobile liability insurance, which comports in all respects with the insurance Requirements as set forth in Exhibit A.

12. TERMINATION

12.01 The City may terminate this Contract for cause on twenty-four (24) hour notice.

Any breach of the covenants and terms contained in this Contract may constitute grounds for termination for cause. The Contractor shall remain liable to the City for any damages sustained by the City by virtue of the Contractors breach or any reasonable costs the City incurs enforcing or attempting to enforce this Contract. The City may withhold any payment(s) to the Contractor for purposes of set-off until such time as the exact amount of damages due the City from the Contractor has been determined by law or equity. It is expressly understood that the Contractor will remain liable for any damages the City may sustain in excess of any set-off.

12.02 The Contractor shall comply with the terms of the City of Southfield Living Wage Ordinance, Chapter 14, of Title I, of the City of Southfield City Code. Failure to comply with or violation of the terms of the Living Wage Ordinance shall constitute a material breach of this Contract resulting in termination of the Contract by the City. By execution of this Contract, the Contractor certifies that it is in compliance with all terms and conditions of the Living Wage Ordinance.

12.03 The City may terminate this Contract without cause for any reason at any time by giving written notice to the Contractor of such termination specifying the effective date thereof, at least thirty days prior to the effective date of such termination. If the Contract if so terminated, the City will pay the Contractor only for the services rendered prior to termination, which payment shall constitute full and complete payment and satisfaction under the Contract.

13. ASSIGNMENT/SUBCONTRACTING

13.01 The Contractor shall not assign nor encumber directly or indirectly any interest whatsoever in this Contract and shall not transfer any interest in same without the prior written approval of the City thereto.

13.02 None of the services hereunder shall be subcontracted without the prior written approval of the City. Such approval shall not constitute a basis for privity between the City and any subcontractor. The Contractor agrees to indemnify the City from and against any such claims initiated pursuant to any subcontract the Contractor enters into in the performance of this Contract.

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14. RELATION TO OTHER CONTRACTORS

The Contractor shall so conduct his operations as not to interfere with or injure the work of other contractors or workmen employed on adjoining or related work and he shall promptly make good any injury or damage which may be done to such work by him or his employees of his agent. Should a contract for adjoining work be awarded to another contractor, and should the work of one of these contracts interfere with that of the other, the Owner shall decide which contractor shall cease work for the time being and which shall continue or whether the work in both contracts shall continue at the same time and in what manner

15. COMPLIANCE WITH LAWS

14.01 In the performance of this Contract, the Contractor shall comply with all applicable laws, regulations, ordinances, and codes whether or not such laws, regulations, ordinances and codes are specifically mentioned herein, and the Contractor shall save the City harmless with respect to any claim or liability arising from any violation of the same by the Contractor.

16. FAIR EMPLOYMENT PRACTICES

15.01 In accordance with the United States Constitution and all Federal legislation and regulations governing fair employment practices and equal employment opportunity, and in accordance with the Michigan Constitution and all state laws and regulations governing fair employment practices and equal employment opportunity, the Contractor agrees that it will not discriminate against any person, employee, or applicant for employment with respect to his/her hire, tenure, terms, conditions, or privileges of employment because of his/her religion, race, color, religion, national origin, age, sex, height, weight, marital status, physical or mental disability, family status, sexual orientation, or gender identity that is unrelated to the individual's ability to perform the duties of a particular job or position.

17. CHANGES IN THE WORK

17.01 The Owner shall have the right to require, by written order, changes in, additions to, or deductions from the work required by the contract documents; provided that if changes, additions or deductions are made, the general character of the work as a whole is not changed thereby. Adjustments in the contract price, if any, because of any change, addition or deduction in the work shall be determined as hereinafter provided, and any claim for extension of time for completion shall be adjusted at the time of ordering the change, addition or deduction. No claim for change, addition or deduction, or adjustment of price, or extension of time for completion thereof, shall be made or allowed unless done in pursuance of a written order from the Owner specifically authorizing such change, addition or deduction. Drawings without a written order shall not be considered such authority. Written notice of such claims shall be made to the Engineer before the commencement of work. Where the written order diminished

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17.02 Under circumstances which, in the judgment of the Engineer, so necessitate, the Engineer shall have authority to require, by written order, changes in, additions to, or deductions from the work. Such written order by the Engineer shall be subject to later confirmation by the Owner when the extent and costs have been established.

17.03 It is understood and agreed that in case any change in, addition to, or deduction from the work is required, said change shall in no way invalidate the Contract and shall not affect or discharge the bonds furnished by the Contractor.

17.04 The Contractor, without extra charge, shall make such slight alterations as may be necessary to make adjustable parts fit to fixed parts, leaving all complete and in proper shape when done.

18. BASIS FOR DETERMINING COST OF CHANGES IN THE WORK

18.01 Adjustments, if any, in the contract price by reason of change in the work shall be limited to the amount specified in the written order authorizing the change in the work.

Adjustments shall be determined by one or more of the following methods, the Owner reserving the right to select the method or methods at the time the written order is issued:

a) An acceptable lump sum bid: To facilitate checking and acceptance, the bid shall be itemized with quantities and prices given for the various items.

b) Unit Prices: The unit prices may be the “Unit Price” set in the Agreement, or fixed by subsequent agreement between the Owner and the Contractor.

c) On a cost-plus-limited basis not to exceed a specified maximum limit of cost:

a. “COST” as herein used shall be the actual and necessary costs incurred by the Contractor by reasons of the change in the work for:

i. Labor

ii. Materials

iii. Equipment Rental

iv. Insurance Premiums

b. Labor Costs shall be the amount shown on the Contractor’s payroll with payroll taxes added when such taxes can be shown to have been incurred.

In no case shall the rates charged for labor exceed the rates paid by the Contractor for the same class of labor employed by him to perform work under the regular items of the Contract.

c. Material Costs shall be the net price paid for material delivered to the site of the work. If any material previously required is omitted by the written

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d. Equipment Rental shall be the actual additional costs incurred for necessary equipment. Costs shall not be allowed in excess of usual rental charged in the area for similar equipment of like size and condition, including the costs of necessary supplies and repairs for operating the equipment. No costs, however, shall be allowed for the use of equipment on the site in connection with other work unless its use incurs actual and additional costs to the Contractor. If equipment not on the site is required for the change in the work only, the cost of transporting such equipment to and from the site shall be allowed.

e. Insurance Premiums shall be limited to those based on labor payroll and to the types of insurance required by the Contract. The amount allowed shall be limited to the net costs incurred as determined from the labor payroll covering the work. The Contractor shall, upon request of the Owner, submit verification of the applicable insurance rates and premium computations.

f. “PLUS” as herein used is defined as a percentage to be added to the items of “Cost” to cover superintendence, use of ordinary tools, bonds, overhead expense and profit. The percentage shall not exceed 15 percent on work done entirely by the Contractor and shall not exceed an aggregate total of 20 percent on work done by a subcontractor.

g. “SPECIFIED MAXIMUM LIMIT OF COST” is the amount stated in the written order of the Owner authorizing the change in the work. The amount to be allowed the Contractor shall be the “cost” and “plus” the percentage or the specified maximum, whichever is the lesser amount.

18.02 The Contractor shall keep complete, accurate, daily record of the net actual cost of changes in the work, and shall present such information in such form and at such times as the Owner may request

19. MISCELLANEOUS

19.01 No failure by the City to insist upon the strict performance of any covenant, term or condition of this Contractor to exercise any right, term or remedy consequent upon a breach thereof, shall constitute a waiver of any such breach. No waiver of any breach shall affect or alter this Contract. but each and every covenant, term and condition of this Contract shall continue in full force and effect with respect to any other then existing or subsequent breach thereof. This Contract shall be governed by the laws of the State of Michigan.

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19.02 If any provision of this Contract, or the application thereof to any person or circumstance shall, to any extent, be judicially determined to be invalid or unenforceable, the remainder of this Contract, or the application of such provision to persons or circumstances other than those as to which it is invalid or unenforceable, shall not be affected thereby, and each provision of this Contract shall be valid and enforceable to the fullest extent permitted by law.

19.03 Unless the context expressly requires otherwise, the words "herein", "hereof" and "hereunder" and other words of similar import, refer to this Contract as a whole and not to any particular article or section.

19.04 The headings of the Sections in this Contract are for convenience only and shall not be used to construe, interpret, or limit the scope or the intent of this Contract or in any way affect the same.

19.05 It is understood and agreed that during the term of this Contract the City may contract with other firms providing the same or similar services as are the subject of this Contract and…