psa term engineering proposal form_JHG (00565570xA5C36) REVISED 1-10-25.docx

GILES AUTHORITY PUBLIC SERVICE AUTHORITY

REQUEST FOR PROPOSALS (RFP)

ENGINEERING/SURVEYING

ISSUE DATE: DECEMBER 12, 2024, AMENDED JANUARY 10, 2025 TO ADD PARAGRAPH 16 REGARDING COOPERATIVE PROCUREMENT WITH COUNTY OF GILES, VIRGINIA

PERIOD OF CONTRACT: ONE YEAR FROM DATE OF AWARD, WITH OPTION TO

RENEW FOR FOUR (4) ADDITIONAL ONE YEAR PERIODS.

SEALED PROPOSALS WILL BE RECEIVED UNTIL 3:00 P.M., JANUARY 23, 2025 For Furnishing The Services Described. See Section 6 for specific instructions for the completion of proposals.

All Inquiries For Information Should Be Directed To Kevin Belcher, Director, 315 N. Main Street, Pearisburg, VA 24134, kbelcher@gilescounty.org.

All questions must be submitted in writing to Mr. Belcher before 5:00 p.m., January 16, 2025

Proposals should be delivered to the contact person identified above:

In Compliance with This Request for Proposal and To All the Conditions Imposed Therein And Hereby Incorporated By Reference, The Undersigned Offers, And Agrees To Furnish Services requested in the solicitation.

THIS SECTION TO BE COMPLETED BY OFFEROR.

NAME AND ADDRESS OF FIRM:

By:____________________________________________ (Signature In Ink) ____________________________________________Name: ________________________________________ (Title) FEIN/FINT NO: _____________________________ PHONE _________________ FAX_____________________++ Date:_________________________

1. PURPOSE: The Giles Authority Public Service Authority is soliciting proposals from qualified Professional Engineers and firms for an open-end yearly contract. The Authority realizes the need for engineering services for the project specified in the Scope of Work set forth below as Appendix A. The Authority intends to enter into an agreement with the firm(s) selected to provide these services. The initial contract term will be one (1) year, with the option to renew for four (4) additional one-year terms at the option of the Authority.

2. CONFLICTS AND QUESTIONS: Should there be conflicts between the Proposal documents and the final executed contract document; the final contract shall take precedence. Questions regarding this Request for Proposal should be directed in writing to the Director. All questions and requests for clarification must be received before 5:00 P.M., January 16, 2025.

3. SCOPE OF WORK: The Scope of Work is detailed in an attachment entitled “Appendix A – Scope of Work”.

4. PROPOSAL PREPARATION AND SUBMISSION INSTRUCTIONS: In order to be considered for selection, Offerors must submit a complete response to this solicitation. One (1) original and four (4) copies of the proposal must be submitted to the Authority. No other distribution of the proposal shall be made by the Offeror:

A. Proposals shall be signed by an authorized representative of the Offeror. Proof of authorization may be required by Authority. All information requested must be submitted. Failure to submit all information requested may result in the Authority requiring prompt submission of missing information and/or giving a lowered evaluation of the proposal. Mandatory requirements are those required by law, those that cannot be waived and are not subject to negotiation, or those so designated in the Contract or any addendum thereto.

B. Proposals should be prepared simply and economically, providing a straightforward, concise description of capabilities to satisfy the requirements of the RFP. Emphasis should be placed on completeness and clarity of content. Elaborate brochures and excessive promotional materials are not required or desired.

C. Proposals should be organized in the order in which the requirements are presented in the RFP. All pages of the proposal should be numbered. Each paragraph should reference the paragraph number of the corresponding section of the RFP. It is also helpful to cite the paragraph number, sub-number, and repeat the text of the requirement as it appears in the RFP. If a response covers more than one page, the paragraph number and sub-number should be cross repeated at the top of the next page. The proposal should contain a table of contents which cross references the RFP requirements. Information which the Offeror desires to present that does not fall within an area of the requirement of the RFP should be inserted at an appropriate place or be attached at the end of the proposal and designated as additional material. Proposals that are not organized in this manner risk elimination from consideration if the evaluators are unable to find where the RFP requirements are specifically addressed.

D. Each copy of the proposal should be bound or contained in a single volume where practical. All documentation submitted with the proposal should be contained in a single volume.

E. Ownership of all data, materials and documentation originated and prepared for the Authority pursuant to the RFP shall belong exclusively to the Authority and be subject to public inspection in accordance with the Virginia Freedom of Information Act. Trade secrets or proprietary information submitted by the Offeror shall not be subject to public disclosure under the Virginia Freedom of Information Act; Virginia Code §2.2-3705.6. In order to preserve this exclusion, however, the Offeror must invoke the protection of Section 2.2-4342 of the Code of Virginia, in writing, either before or at the time the data is submitted. The written notice must specifically identify the data or materials to be protected and state the reasons why protection is necessary. The proprietary or trade secret material submitted must be identified by some distinct method such as highlighting or underlining and must be indicated on the specific words, figures, or paragraphs that constitute trade secret or proprietary information. The classification of an entire proposal as proprietary or trade secrets is not acceptable and will result in rejection and return of the proposal.

F. Proposals should be as thorough and as detailed as possible so that the Authority may properly evaluate the organization’s capabilities to provide required services.

G. No estimates of man hours or cost for services are to be included in the Proposal. At the Oral Presentation stage, the Authority may discuss non-binding estimates of total project costs, including but not limited to, estimates of price for services. Any Offeror receiving a request for an Oral Presentation pursuant to Section VIII. B. should be prepared to provide such estimates.

H. Offerors are required to submit the following as a complete proposal:

(1). This RFP cover sheet and addendum, if any, signed and filled out as required.

(2). A statement that the firm is interested in performing the services, and evidence that the firm’s workload would permit the prompt commencement and completion of the project.

(3). A detailed statement indicating the Organization Structure under which the firm proposes to conduct business.

(4). A detailed and specific preferred approach and schedule for achieving each item of the Scope of Work and the objectives of this RFP, including calculations and any other data or material presented in sufficient detail for each factor to be evaluated in accordance with the evaluation criteria.

(5). A detailed explanation of expertise and experience of the Offeror in managing similar programs relative to the scope of work contained in this RFP. This section should include recent similar experience, professional capabilities of resource persons, the names and phone numbers of past clients and references for whom such described work has been performed. The primary resource person or persons who will do on site work must be identified.

(6). If subcontracting is to be used, the Offeror shall submit a list of those personnel who will be assigned for direct work on the contract and the approximate time each will be devoting to work on the resultant contract. The Offeror shall provide resumes giving the educational background, professional experience, and special qualifications of personnel providing services in accordance with this contract. These resumes shall be certified in writing that the information is accurate and complete, and that the individual will participate in the resultant contract. The Offeror shall describe the proposed personnel’s past performance and effectiveness in similar work. The Offeror shall submit a list of the types of similar work performed by the personnel within the last five (5) years. The Offeror shall submit references, government and/or private sector, which can provide knowledgeable input about prior performance.

(7). Details of the project team, including resumes of the key staff individuals and their background; and sub consultants and their background.

(8). Specific information relative to the review factors to be considered by the Selection Committee are outlined on the following pages.

(9). The proposal should include statements concerning the availability of staff to perform the work.

(10). A written statement attesting that your firm maintains a professional liability insurance policy with a minimum limit of $1,000,000.00, a general liability policy with a minimum limit of $1,000,000.00, an automobile liability policy with a minimum limit of $1,000,000.00, and a workers compensation policy with statutory limits. You will be required once a contract is negotiated to name the Authority as an additional insured under the general liability policy and an alternate employer under the workers compensation policy.

(11). The Offeror may include any management information which it feels is pertinent, such as historical background of the company, biographical sketches of key personnel to be assigned to the work, proposed organization to perform the work, subcontract structure and principal components to be subcontracted, and experience in similar or related fields.

(12). Appropriate brochures, photographs or printed materials may be submitted at your option.

(13). A listing of references as addressed in Appendix A, Section II, item H.

(14). Describe the recommended method of compensation.

(15) The Authority will not accept a proposal that seeks to limit the liability of the offeror for its own negligent acts or omissions. The Authority will not indemnify the offeror for the liability of other parties as such indemnity constitutes a waiver of sovereign immunity which is not authorized by Virginia Law.

I. The signed proposal should be returned in a separate envelope or package, sealed and identified as follows:

GILES COUNTY PSA/COUNTY OF GILES

ENGINEERING SERVICES PROPOSAL

The envelope should be addressed as directed on Page 1 of the solicitation.

Proposals may be hand delivered.

5. EVALUATION CRITERIA:

A. Evaluation of proposals will be under the complete jurisdiction of the Giles Authority PSA and shall be in accordance with Virginia Code § 2.2-4301, Paragraph 3.a, Procurement of Professional Services. It is the intent of this Request for Proposals that all services be provided complete in all respects without need for engaging separate technical expertise or professional services.

B. Upon receipt of the proposals, the Authority will evaluate all materials submitted by responding firms and rank the proposals in order of qualifications by virtue of technical competence, general background experience, availability, and such other considerations as may appear necessary given the nature of the contract and the appropriation therefore, as more fully listed below. The Authority shall engage in individual discussions with two or more Offerors deemed fully qualified, responsible and suitable on the basis of initial responses and with emphasis on professional competence, to provide the required services. After completion of the interview process, the Authority shall select, in the order of preference, two or more Offerors whose professional qualifications and proposed services are deemed most meritorious. At that time, the Authority will enter into negotiations with the first-choice firm to determine an agreeable method of compensation for service. If negotiations cannot be successfully completed with the first-choice firm, the Authority will then negotiate with the second-choice firm, etc. Upon completion of negotiations, a formal contract agreement will be prepared and executed between the consultant and the Giles County PSA. The firms selected to be interviewed will receive a copy of the proposed form of contract for review prior to their interview.

C. The Selection Committee will review the proposals and develop a shortlist of firms to interview. During this review, the committee will focus on the following factors:

1. Specialized and technical expertise of the firm and of the assigned personnel, including comparable experience with similar annual contracts. [30%]

2. Present and projected future workload of the firm, its depth, and its ability to respond to assignments in a timely manner. [10%]

3. Completeness of the proposal, including whether the proposal is responsive to the outline of services in the Request for Proposals. [10%]

4. Firm’s record in accomplishing work on other projects in the required time and within budget. [20%]

5. Availability of firm and personnel relative to the Authority and its operations. [10%]

6. Any history of the firm regarding acceptance of responsibility in previous disputes, including, but not limited to, prior litigation in which the firm was/is involved. [20% ]

D. After the review and rating of proposal(s) by the evaluation committee, individual scores will be averaged and ranked. Offerors will be ranked in descending order of numerical predominance. The committee shall then rank in order of numerical predominance no less than three Offerors (if more than three Offerors respond) which are deemed most qualified. Negotiations shall begin with the Offeror ranked highest of the three.

E. Subsequent to developing the shortlist, the committee will conduct discussions to further evaluate and rank the selected firms according to the criteria set out above.

F. Each of the above criteria will be given a rating of 1 through 10 by each member of the Evaluation Committee.

G. Offerors who submit a proposal in response to this RFP may be required to give an oral presentation of their proposal to the Authority, including the Authority Board. This will provide an opportunity for the Offeror to clarify or elaborate on the Proposal. This is a fact finding and explanation session only and will not include negotiation. The Authority will schedule the time and location of these presentations. Oral presentations are an option of the issuing agency and may or may not be conducted. Should an Offeror receive a request for an oral presentation, the evaluation criteria relative to the Oral Presentation will be detailed in a written notice of the request.

H. The Authority shall make an award on the basis of best value as defined in the Code of Virginia. Best value is defined as a combination of quality, price, and the elements of required services that in total are optimal relative to the Authority.

6. AWARD OF CONTRACT:

A. Following the evaluation stage detailed in Section 5, the discussion, or negotiation, phase will follow. At the discussion stage the Authority may discuss non-binding estimates of total project costs, including, but not limited to, life cycle costing, and, where appropriate, non-binding estimates of price for services. Proprietary information from competing Offerors shall not be disclosed to the public or to competitors. It is the duty of the Offeror, however, to clearly indentify any proprietary information included in the documents submitted to the Authority. At the conclusion of the informal interviews, on the basis of evaluation factors published in the Request for Proposals and all information developed in the selection process to this point, the Authority shall select one or more Offerors whose professional qualifications and proposed services are deemed most meritorious for negotiations.

Negotiations shall then be continued. More than one contract may be awarded based on the number of Offerors whose qualifications and proposed services are determined to meet the needs of the Authority. if a contract satisfactory and advantageous to the Authority can be negotiated at a price considered fair and reasonable, an award shall be made to that Offeror. Should the Authority determine in writing and in its sole discretion that only one Offeror is fully qualified, or that one Offeror is clearly more highly qualified and suitable than the others under consideration, a contract may be negotiated and awarded to that Offeror.

B. Any and all costs associated with the preparation of responses to this Request for Proposals, including site visits, oral presentations and any other costs shall be entirely the responsibility of the Offeror and shall not be reimbursable in any manner by the Authority.

C. ANNOUNCEMENT OF AWARD(S): Upon the award or the announcement of the decision to award the contract resulting from this solicitation, the Authority will publicly post such notice on the Authority’s website (www.gilescounty.org) for a minimum of 10 days.

D. PROPOSAL ACCEPTANCE PERIOD: Any Proposal in response to this solicitation shall be valid for 90 days. At the end of the 90 days, the Proposal may be withdrawn at the written request of the Offeror. If the Proposal is not withdrawn at that time it remains in effect until an award is made or the solicitation is canceled.

7. TERM: The Authority shall enter into agreement with the successful Offeror for a period of one (1) year from date of contract award, with the option to renew for four additional one-year terms The contract may be renewed by mutual written agreement of the parties.

8. TERMS AND CONDITIONS OF CONTRACT: Any contract resulting from this RFP will contain the following terms and conditions. Owner will not accept any terms and conditions from the Offeror that conflict with any of these terms and conditions. Payment will be made after the satisfactory completion of key milestones in the process. Amounts and milestones will be negotiated at the time of contract award.

A. PAYMENT

(1). To Engineer:

(a). Invoices for items ordered, delivered and accepted shall be submitted by the Engineer directly to the payment address shown on the purchase order/contract. All invoices shall show the Authority contract number and/or purchase order number; social security number (for individual Engineers) or the federal employer identification number (for partnerships, limited partnerships, limited liability companies, corporations, or any other limited liability business entity cognizable under state and federal law).

(b). Any payment terms requiring payment in less than 30 days will be regarded as requiring payment 30 days after invoice or delivery, whichever occurs last. This shall not affect offers of discounts for payment in less than 30 days, however.

(c). All goods or services provided under this contract or purchase order, that are to be paid for with public funds, shall be billed by the Engineer at the contract price.

(d). The following shall be deemed to be the date of payment: the date of postmark in all cases where payment is made by mail, or the date of offset when offset proceedings have been instituted as authorized under the Virginia Debt Collection Act.

(e). Unreasonable Charges. Charges which appear to be unreasonable will be researched and challenged, and that portion of the invoice held in abeyance until a settlement can be reached. Upon determining that invoiced charges are not reasonable, the Authority shall promptly notify the Engineer, in writing, as to those charges which it considers unreasonable and the basis for the determination. An Engineer may not institute legal action unless a settlement cannot be reached within thirty (30) days of notification. The provisions of this section do not relieve a department of its prompt payment obligations with respect to those charges which are not in dispute (Code of Virginia, § 2.2-4363).

(2). To Subcontractors:

(a) An Engineer awarded a contract under this solicitation is hereby obligated:

(i) To pay the subcontractor(s) within seven (7) days of the Engineer’s receipt of payment from the Authority for the proportionate share of the payment received for work performed by the subcontractor(s) under the contract; or

(ii) To notify the department and the subcontractor(s), in writing, of the Engineer’s intention to withhold payment and the reason.

(b). The Engineer is obligated to pay the subcontractor(s) interest at the rate of one percent per month (unless otherwise provided under the terms of the contract) on all amounts owed by the Engineer that remain unpaid seven (7) days following receipt of payment from the Authority, except for amounts withheld as stated in (2) above. The date of mailing of any payment by U. S. Mail is deemed to be payment to the addressee. These provisions apply to each sub-tier architect or engineer performing under the primary contract. An Engineer’s obligation to pay an interest charge to a subcontractor may not be construed to be an obligation of the Authority.

B. GOVERNING LAW AND VENUE: This solicitation is subject to the provisions of the Virginia Public Procurement Act, Va. Code §2.2-4300, et seq. Any resulting contract shall be governed in all respects by the laws of the Commonwealth of Virginia. Any litigation with respect thereto shall be brought in the courts of Giles County, or the United States District Court for the Western District of Virginia, Roanoke Division, if independent federal jurisdiction exists. The Engineer shall comply with all applicable federal, state and local laws, rules and regulations.

This Contract may involve projects for which the Authority has received funds from the federal or state government(s). To the extent that federal or state statutes and regulations exist that govern anything within the Scope of Work under this Contract, those provisions are incorporated herein by reference, and the terms imposed by law take precedence over any term of the Contract in conflict with the law.

C. ANTI-DISCRIMINATION: By submitting their proposals, Offerors certify to the Authority that they will conform to the provisions of the Federal Civil Rights Act of 1964, as amended, as well as the Virginia Fair Employment Contracting Act of 1975, as amended, where applicable, the Virginians With Disabilities Act, the Americans With Disabilities Act and § 2.2-4311 of the Virginia Public Procurement Act (VPPA). If the award is made to a faith-based organization, the organization shall not discriminate against any recipient of goods, services, or disbursements made pursuant to the contract on the basis of the recipient's religion, religious belief, refusal to participate in a religious practice, or on the basis of race, age, color, gender or national origin and shall be subject to the same rules as other organizations that contract with public bodies to account for the use of the funds provided; however, if the faith-based organization segregates public funds into separate accounts, only the accounts and programs funded with public funds shall be subject to audit by the public body. (Code of Virginia, § 2.2-4343.1E). In every contract over $10,000 the provisions in A. 1. and 2. below apply:

(1). During the performance of this contract, the Engineer agrees as follows:

(a). The Engineer will not discriminate against any employee or applicant for employment because of race, religion, color, sex, national origin, age, disability, or any other basis prohibited by state law relating to discrimination in employment, except where there is a bona fide occupational qualification reasonably necessary to the normal operation of the Engineer. The Engineer agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause.

(b). The Engineer, in all solicitations or advertisements for employees placed by or on behalf of the Engineer, will state that such Engineer is an equal opportunity employer.

(c). Notices, advertisements and solicitations placed in accordance with federal law, rule or regulation shall be deemed sufficient for the purpose of meeting these requirements.

(2). The Engineer will include the provisions of 1. above in every subcontract or purchase order over $10,000, so that the provisions will be binding upon each subcontractor or vendor.

D. DRUG-FREE WORKPLACE: During the performance of this contract, the Engineer agrees to (i) provide a drug-free workplace for the Engineer's employees; (ii) post in conspicuous places, available to employees and applicants for employment, a statement notifying employees that the unlawful manufacture, sale, distribution, dispensation, possession, or use of a controlled substance or marijuana is prohibited in the Engineer's workplace and specifying the actions that will be taken against employees for violations of such prohibition; (iii) state in all solicitations or advertisements for employees placed by or on behalf of the Engineer that the Engineer maintains a drug-free workplace; and (iv) include the provisions of the foregoing clauses in every subcontract or purchase order of over $10,000, so that the provisions will be binding upon each subcontractor or Vendor.

For the purposes of this section, “drug-free workplace” means a site for the performance of work done in connection with a specific contract awarded to an Engineer, the employees of whom are prohibited from engaging in the unlawful manufacture, sale, distribution, dispensation, possession or use of any controlled substance or marijuana during the performance of the contract.

E. ETHICS IN PUBLIC CONTRACTING: Pursuant to Virginia Code §2.2-4367, et seq., by submitting their proposals, Offerors certify that their proposals are made without collusion or fraud and that they have not offered or received any kickbacks or inducements from any other Offeror, supplier, manufacturer or subcontractor in connection with their proposal, and that they have not conferred on any public employee having official responsibility for this procurement transaction any payment, loan, subscription, advance, deposit of money, services or anything of more than nominal value, present or promised, unless consideration of substantially equal or greater value was exchanged.

F. IMMIGRATION REFORM AND CONTROL ACT OF 1986: By submitting their proposals, Offerors certify that they do not and will not during the performance of this contract employ illegal alien workers or otherwise violate the provisions of the federal Immigration Reform and Control Act of 1986, and any amendment thereto.

G. PRECEDENCE OF TERMS: In the event there is a conflict between any Contract Terms, Contract Specifications, Plans, and Standard Conditions and any Special Terms and Conditions set forth in Addendum B – Special Terms and Conditions, the Special Terms and Conditions shall apply.

H. TESTING AND INSPECTION: The Authority reserves the right to conduct any test/inspection it may deem advisable to assure goods, equipment and services conform to the specifications.

I. ASSIGNMENT OF CONTRACT: A contract shall not be assignable by the Engineer in whole or in part without the written consent of the Authority.

J. MODIFICATIONS OR CHANGES TO THE CONTRACT: Modifications or changes can be made to the contract in any of the following ways:

(1). The parties may agree in writing to modify the scope of the contract. An increase or decrease in the price of the contract resulting from such modification shall be agreed to by the parties as a part of their written agreement to modify the scope of the contract.

(2). The Authority may order changes within the general scope of the contract at any time by written notice to the Engineer. Changes within the scope of the contract include, but are not limited to, things such as services to be performed and the place of performance. The Engineer shall comply with the notice upon receipt. The Engineer shall be compensated for any additional costs incurred as the result of such change order and shall give the Authority a credit for any savings. Said compensation shall be determined by one of the following methods:

(a).By mutual agreement between the parties in writing; or

(b). By agreeing upon a unit price or using a unit price set forth in the contract, if the work to be done can be expressed in units, and the Engineer accounts for the number of units of work performed, subject to the Authority’s right to audit the Engineer’s records and/or to determine the correct number of units independently; or

(3). Any delay in the completion of the Contract shall be treated as follows:

(a). Any actual damages due to delay, such as costs to secure the site, rental of equipment on site, demobilization and remobilization, and salaries paid as a result of the Engineer not being able to redirect its forces during the period of delay, together with overhead of no more than 10% and profit of 10%, shall be paid by the Authority if such delay is solely attributable to actions or omissions of the City or to hidden conditions on the property of the Authority.

(b). Should the delay be attributable to the actions or omissions of the Engineer, no damages will be due to the Engineer.

K. DEFAULT: In case of failure to deliver satisfactory services in accordance with the Contract terms and conditions, the Authority shall give written notice to the Engineer of the default. If the Engineer fails to cure the deficiency within thirty (30) days of the notice, then the Authority may immediately terminate the Contract, may procure replacement services from other sources and hold the Engineer responsible for any resulting additional purchase and administrative costs. This remedy shall be in addition to any other remedies which the Authority may have. For purposes of the Contract, “written notice” shall mean notice in writing transmitted by United States mail, courier service, personal delivery, facsimile machine, or email.

L. INSURANCE: By signing and submitting a proposal under this solicitation, the Offeror certifies that if awarded the contract, it will have the following insurance coverages at the time the contract is awarded. For construction contracts, if any subcontractors are involved, the subcontractors will have workers’ compensation insurance in accordance with §§ 2.2-4332 and 65.2-800 et seq. of the Code of Virginia. The Offeror further certifies that the Engineer and any subcontractors will maintain these insurance coverages during the entire term of the contract and that all insurance coverages will be provided by insurance companies authorized to sell insurance in Virginia by the Virginia State Corporation Commission.

INSURANCE COVERAGES AND LIMITS REQUIRED:

2. Employer’s Liability - $1,000,000.00.

3. Commercial General Liability - $1,000,000.00. combined single limit. Commercial General Liability is to include Premises/Operations Liability, Products and Completed Operations Coverage, and Independent Engineer’s Liability or Owner’s and Engineer’s Protective Liability. The Authority must be named as an additional insured when requiring an Engineer to obtain Commercial General Liability coverage.

4. Automobile Liability - $1,000,000.00 - Combined single limit. (Only used if motor vehicle is to be used in the contract.)

5. Professional Liability Insurance - The Engineer shall maintain during the life of this contract such Professional Liability Insurance as shall protect the Engineer against claims for damages resulting from errors, omissions, or malpractice or the Engineer, which may arise from operations under this contract whether such operations be by the Engineer, the Engineer staff, or by any subcontractor or anyone directly or indirectly employed by either of them. The minimum acceptable limits of liability to be provided by such Professional Liability Insurance shall be as follows:

$ 1,000,000.00 each incident $ 3,000,000.00 aggregate

M. DISPUTE RESOLUTION: In the event of any dispute, with the exception of a claim for indemnity or a claim subject to coverage under the Engineer’s Professional liability coverage, arising under the terms of the contract, notice of the dispute must be filed within 30 days of the incident, act, or omission giving rise to the claim, and a statement of the basis of the claim together with all supporting evidence shall be submitted within 30 days of the notice of claim. The dispute shall first go to mediation. Mediation must be commenced within 60 days of the submission of said statement, unless the parties agree to a longer period. If the dispute is not concluded through mediation, then suit must be filed in a court with proper jurisdiction or venue within six (6) months of the termination of the mediation proceeding.

N. AUDIT: The Engineer shall retain all books, records, and other documents relative to this contract for five (5) years after final payment, or until audited by the Authority, whichever is sooner. The Authority auditors shall have full access to, and the right to examine, any of said materials during said period.

O. AVAILABILITY OF FUNDS: It is understood and agreed between the parties herein that the Authority shall be bound hereunder only to the extent of the funds available or which may hereafter become available for the purpose of this agreement.

P. CANCELLATION OF CONTRACT: The Authority reserves the right to cancel and terminate any resulting contract, in part or in whole, without penalty, upon 30 days written notice to the Engineer. Any contract cancellation notice shall not relieve the Engineer of the obligation to deliver and/or perform on all outstanding orders issued prior to the effective date of cancellation.

Q. INDEMNIFICATION: Engineer agrees to indemnify, defend and hold harmless the Authority its officers, agents, and employees from any claims, damages and actions of any kind or nature, whether at law or in equity, arising from or caused by the use of any materials, goods, or equipment of any kind or nature furnished by the Engineer/any services of any kind or nature furnished by the Engineer, provided that such liability is not attributable to the sole negligence of the Authority or to failure of the Authority to use the materials, goods, or equipment in the manner already and permanently described by the Engineer on the materials, goods or equipment delivered.

R. SUBCONTRACTS: No portion of the work shall be subcontracted without prior written consent of the Authority. In the event that the Engineer desires to subcontract some part of the work specified herein, the Engineer shall furnish the purchasing agency the names, qualifications and experience of their proposed subcontractors. The Engineer shall, however, remain fully liable and responsible for the work to be done by its subcontractors and shall assure compliance with all requirements of the contract.

S. SEVERABILITY: Should any part of this Contract be deemed void or otherwise unenforceable at law or equity, that part shall be deleted from the Contract, and the remainder of the terms shall be in full force and effect.

T. FULL AGREEMENT: This writing incorporates the full Contract, and no term of this Contract may be varied except in a writing signed by both parties.

9. DEBARMENT STATUS: By submitting their proposals, Offerors certify that they are not currently debarred by the federal government, the Commonwealth of Virginia, any political subdivision thereof, or any other state from submitting proposals on contracts for the type of goods and/or services covered by this solicitation, nor are they an agent of any person or entity that is currently so debarred. Should the Authority determine during the course of performance of the Contract that the Engineer is so debarred, the Authority may immediately terminate the Contract and seek all appropriate damages.

10. MANDATORY TERMS AND CONDITIONS: Modification of or additions to the Terms and Conditions of the solicitation may be cause for rejection of the proposal; however, the Authority reserves the right to decide, on a case by case basis, in its sole discretion, whether to reject such a proposal.

11. CLARIFICATION OF TERMS: If any prospective Offeror has questions about the specifications or other solicitation documents, the prospective Offeror should contact the Director no later than five working days before the due date. Any revisions to the solicitation will be made only by addendum issued by the Authority.

12. QUALIFICATIONS OF OFFERORS: The Authority may make such reasonable investigations as deemed proper and necessary to determine the ability of the Offeror to perform the services/furnish the goods and the Offeror shall furnish to the Authority all such information and data for this purpose as may be requested. The Authority reserves the right to inspect Offeror’s physical facilities prior to award to satisfy questions regarding the Offeror’s capabilities. The Authority further reserves the right to reject any Proposal if the evidence submitted by, or investigations of, such Offeror fails to satisfy the Authority that such Offeror is properly qualified to carry out the obligations of the contract and to provide the services and/or furnish the goods contemplated therein.

13. ADVERTISING In the event a contract is awarded for services resulting from this proposal, no indication of such services to the Authority will be used in advertising literature. The Engineer shall not state in any of its advertising or product literature that the Authority or any department or agency of the Authority has used or uses its services. Information regarding the fact that the Engineer has contracted with the Authority and the scope of the services rendered may be included in proposals similar to this seeking contracts with other entities.

14. MINORITY/WOMEN OWNED BUSINESSES SUBCONTRACTING AND REPORTING: Where it is practicable for any portion of the awarded contract to be subcontracted to other suppliers, the Engineer is encouraged to offer such business to minority and/or women-owned businesses. Names of firms may be available from the Purchasing Division and various state and federal agencies. When such business has been subcontracted to these firms and upon completion of the contract, the Engineer agrees to furnish the purchasing office the following information: name of firm, phone number, total dollar amount subcontracted and type of service provided.

15. REFERENCES: Proposers shall provide a list of at least 3 references where similar services have been provided. Each reference shall include the name of the organization, the complete mailing address, the name of the contact person and telephone number.

16. JOINT PROCUREMENT WITH COUNTY OF GILES: Pursuant to Virginia Code Section 2.2-4304 A, this solicitation shall be deemed to be a joint procurement on behalf of the Giles County Public Service Authority and the County of Giles, Virginia and may result in a term contract for engineering services with each entity. The County and PSA reserve the right to select different offerors for interview and negotiation.

APPENDIX A – SCOPE OF WORK

The selected firm will provide engineering services including but not limited to consultation, design, assistance with obtaining permits, assistance with bidding as required, construction supervision as required and surveying services for various Authority infrastructure projects for the Authority’s services or potential services as required.

Specific work required for each project will be detailed in a contract or memorandum of understanding specific to that project. Each project may include a portion or all of the services detailed above.

Certain projects, depending size and nature of funding may be excluded from this RFP and may be subject to a separate RFP specific to that project.

APPENDIX B – SPECIAL TERMS AND CONDITIONS

There are no special terms or conditions related to this project.

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