RFP 24-27AW VIRTUAL REALITY CDL TRAINING SIMULATION.pdf

REQUEST FOR PROPOSALS – NON-PROFESSIONAL SERVICES

ISSUE DATE:

DECEMBER 12, 2023

RFP #:

24-27AW

NGIP CODE:

20851, 20912, 29800, 92014, 92018, 92091, 92400

DATE/TIME OF CLOSING:

JANUARY 23, 2024 AT 10:00 A.M. EST

BUYER NAME:

ARMINDA WILEY

COMMODITY:

VIRTUAL REALITY CDL TRAINING SIMULATION

THE CITY OF HAMPTON IS SEEKING PROPOSALS FROM QUALIFIED OFFERORS FOR VIRTUAL REALITY (VR) COMMERICIAL DRIVER’S LICENSE (CDL) TRAINING SIMULATION AND OTHER VIRTUAL REALITY

TRAINING DEVELOPMENT.

ACKNOWLEDGE RECEIPT OF ATTACHMENTS: A B C D (Please initial)

ACKNOWLEDGE RECEIPT OF ADDENDUM (S): 1 2 3 4 (Please initial)

Pre-Proposal Conference – N/A

OFFEROR NAME:

COMPETITIVE NEGOTIATION. This Request for Proposals (“RFP”) is subject to the competitive negotiation provisions outlined in Virginia Code §2.2-4302.2. In addition, the City requires that proposals be sealed. Sealed proposals will be received in the Issuing Office until Closing Date and Closing Time as specified in this solicitation including any addenda issued by this office.

Proposals received by telephone, email, facsimile, or any other means of electronic transfer will not be accepted The City of Hampton is not responsible for late delivery by the United States Postal Service or any other courier. All inquiries for information regarding this RFP are to be directed to the Issuing Office as defined herein.

THIS IS NOT AN ORDER. The City of Hampton, hereafter referred to as “the City”, reserves the right to accept or reject any and all proposals in whole or in part and waives any informality in the competitive negotiation process. Further, the City reserves the right to enter into any one or more contracts deemed to be in its best interest. The entire contents of the RFP, and addenda, offeror’s proposal and negotiated changes shall be incorporated by reference into any resulting contract.

The City of Hampton does not discriminate against faith-based organizations or against a bidder or offeror because of race, religion, color, sex, national origin, age, disability, or any other basis prohibited by state law relating to discrimination in employment in the performance of its procurement activity.

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RFP 24-27AW

Offeror Information:

Name of Offeror: Address:

Phone Number: Fax Number:

Email Address: State Corporation Commission ID: ______________________

City of Hampton Business Prof. License Tax No.:

Federal Tax Identification Number: ___________________; OR Social Security Number (Sole Proprietor):________________ NOTE: Numbers identified as social security numbers will be redacted in public documents.

Business Classification:

Is Offeror a “minority” business? Yes No African American Hispanic American Native American Asian American Other; Please Explain: ______________________________________________________ Is Offeror Woman Owned? Yes No Is Offeror a Small Business? Yes No Is Offeror a Faith-Based Organization? Yes No Is Offeror a Disabled Veteran Business? (for informational purposes only) Yes No Check One: INDIVIDUAL PARTNERSHIP CORPORATION LLC State in which Registered or Incorporated _____________________________

By signing this proposal, Offeror certifies, acknowledges, understands, and agrees to be bound by the conditions set forth above, in the Proposal Terms and Conditions, and General Terms and Conditions as described in Attachment A.

Authorized Signature: Date:

Printed Name: Title:

Issuing Office: Wherever used in this Request for Proposal, the Issuing Office Will Be:

Arminda Wiley, Senior Buyer Phone: 757-727-2203 Consolidated Procurement Division Email: awiley@hampton.gov 1 Franklin Street, Suite 345 Hampton, Virginia 23669

Wherever used in this Request for Proposal, the City Contract Administrator will be:

Nicole M. Clark, Director Phone: 757-727-6522 Human Resources Email: nmclark@hampton.gov City of Hampton 22 Lincoln Street, 4th Floor Hampton, Virginia 23669 mailto:nmclark@hampton.gov

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I. BACKGROUND

Hampton, Virginia

Hampton is an independent city located in Virginia. It is on the southern end of the Virginia Peninsula, bordering the Chesapeake Bay. The City has a total area of 136.2 square miles; 51.8 miles of that is land and 84.4 miles is water, with a total population of more than 137,000.

The City boasts a strong military and technology presence. The nation’s first air base, Langley Air Force Base, is home of the First Fighter Wing and continuing to add new missions. As Joint Base Langley-Eustis, it contributes nearly $4 billion a year to the regional economy. NASA Langley Research Center, where America’s first astronauts were trained, is a major center for aviation research. In addition, the National Institute for Aerospace, run by a consortium of universities, conducts research on both manned and unmanned systems. The most recent research center is Huntington Ingalls, which located its Unmanned Systems Center of Excellence in Hampton to focus on military and business applications for underwater drones. Virginia Tech has an expanded research center focused on seafood and aquaculture and opened an office and lab space as part of its Center for Coastal Studies.

In addition to these advanced research centers, higher education opportunities include Hampton University, a pre-eminent HBCU that offers 90 programs; the Virginia Peninsula Community College; Old Dominion University’s Peninsula Center; and Bryant & Stratton College.

The City is also home to multiple medical facilities including Sentara Careplex Hospital, the Hampton Veteran’s Administration Medical Center, the Hampton University Proton Therapy Institute for specialized cancer treatment, centers affiliated with Riverside Regional Medical Center and the Children’s Hospital of the Kings’ Daughters, as well as military and retiree care at the Langley base.

Other major employers include Science Systems and Applications, Analytical Mechanics, Howmet, Amsec, Measurement Specialists Inc., Zel Technologies, Ferguson Enterprises, Registrar, Liberty Source, Old Point National Bank, VersAbility Resources, and Faneuil. Huntington Ingalls also has employees at another Hampton location (in addition to the Unmanned Center). Tourism is also an important economic driver.

The City is situated between two airports, each less than 15 miles from downtown: Norfolk International Airport and the smaller Newport News/Williamsburg International Airport.

Hampton is part of a dynamic metropolitan region. Besides Hampton, the region contains four other cities with populations greater than 100,000. Hampton Roads now has a population of 1.8 million and is the 37th largest metropolitan region in the nation.

The city’s public school system has been recognized nationally, and the city’s government has been recognized for its flooding resilience programs, transparency, use of technology to benefit residents, and extensive citizen engagement.

Hampton is a welcoming and diverse city – large enough to provide a wide variety of festivals, music, arts and culture – but small enough that people know their neighbors. Hampton is more than 400 years old (the oldest continually occupied city in the original 13 Colonies) and has a rich history. Approximately half of the residents are African-American, and 37% are white, with the remainder split among multiple races and other categories. About 6% of the population is Hispanic. Additional demographic data may be accessed by the hyperlink: http://hampton.gov/90/Demographics

II. PROPOSAL TERMS AND CONDITIONS

A. Contract Documents. This RFP, its addenda(s), Offeror’s proposal, any additional information requested, negotiated changes, and the final awarded contract will constitute the final contract hereafter referred to as the “Contract”.

These documents will be incorporated by reference into the City Purchase Order(s) that award the Contract. The Contract shall be governed by the contract documents in the following order of precedence:

1. The final negotiated Contract

2. The RFP, its attachments, and its addenda http://hampton.gov/90/Demographics

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3. Any negotiated changes to the foregoing documents

4. Offeror’s proposal

In the event that there is a Conflict between this RFP, its attachments and addenda, Bidder’s Bid, or any related documents and the final negotiated Contract, the final negotiated Contract shall supersede and control.

B. Copies of Contract Documents. If Offeror is awarded the Contract, Offeror will receive electronic copies of all documents. All original documents will be maintained at the Issuing Office. If Offeror requires a certified copy of any document to which Offeror is entitled, the Issuing Office will accommodate that request.

C. Proposal Binding for One Hundred Twenty (120) Days. Offeror agrees that its proposal shall be binding and may not be withdrawn for a period of one hundred twenty (120) calendar days after the scheduled closing date of this RFP.

D. Proprietary Information/Non-Disclosure. Offeror is advised that the Virginia Public Procurement Act (Section 2.2-4342, Code of Virginia, 1950 as amended) shall govern public inspection of all records submitted by Offeror.

• Offeror may invoke the protections of §2.2-4342 of the Code of Virginia to protect trade secrets, proprietary information and other confidential information provided by the Offeror:

i. Invoke the protections of this Section prior to, or upon submission of, the data or other materials.

ii. Provide a statement that identifies the data or other materials to be protected and that states the reasons why protection is necessary.

iii. Submit trade secrets or other proprietary information under separate cover in a sealed envelope clearly marked “PROPRIETARY”.

iv. References to the proprietary information may be made within the body of the proposal; however, all information contained within the body of the proposal shall be public information in accordance with State statutes.

v. An all-inclusive statement that the entire proposal is proprietary is unacceptable. A statement that Offeror’s costs and/or proposal pricing are to be protected is unacceptable. Offeror will be requested to remove any such statement(s) in order to be eligible for further consideration.

• The City reserves the right to submit such information to the City Attorney for concurrence of the Offeror’s claim that it is in fact proprietary. Information submitted that does not meet the above requirements will be considered public information in accordance with the VFOIA.

D. Offeror Obligation. Offeror shall carefully examine the contents of this RFP and any subsequent addenda(s).

Failure to do so shall not relieve the Offeror of its obligation to fulfill the requirements of any contract awarded as a result of this RFP.

E. Conditions of Work. Offeror shall inform itself fully of the conditions related to services required herein.

Failure to do so will not relieve an Offeror of the obligation to furnish all goods and/or services necessary to carry out the provisions of the Contract.

F. Cooperative Procurement. Section 2.2-4304 Code of Virginia (VPPA) will apply to this solicitation. Other Public Bodies may utilize any contract(s) issued pursuant to this solicitation by placing its own order(s) directly with the Contractor(s) awarded the Contract(s). The City of Hampton acts only as the issuing agent and is not responsible for placement of orders, payment or discrepancies of other participating Public Bodies.

G. Offeror Representations and Acknowledgements. The attached “Offeror Representations and Acknowledgements” at Attachment C to this RFP, shall be executed by Offeror and is to be submitted with Offeror’s Proposal. The requirements set forth on said form shall be considered to be binding terms and conditions in any contract resulting from this RFP. A contract will not be awarded to an Offeror who has not signed the Offeror Representations and Acknowledgements.

III. SCOPE OF CONTRACT.

This Request for Proposal (RFP) is issued for the purpose to assist the City of Hampton with elevating its training program into the virtual reality training world. The City is looking for an immersive learning experience that recreates real-life settings and simulates work challenges, allowing our employees to gain on-the-job or real-life training in a risk-free environment where they can learn by doing.

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A. General Requirements:

The City of Hampton requests proposals to provide a comprehensive, accessible, and engaging virtual reality training platform for our employees preparing for the Commercial Driver’s License (CDL) Class-B Pre-Trip inspections test. This platform will need to use advanced VR capabilities, creating a highly realistic and interactive virtual environment wherein the user can fully immerse themselves in the pre-trip inspection process utilizing a realistic training experience that closely mimics training on City owned equipment. This training will be developed using 3D modeling to create a life-like representation of our City of Hampton Class-B vehicle, capturing every intricate detail necessary for a thorough pre-trip inspection, allowing our employees to gain a practical understanding of the inspection procedures in a risk-free environment. The application will need to provide a student testing environment that not only securely stores essential user information but also tracks progress through the training and testing phases of the training, with a robust reporting module to support trainer and management decisions. This primary CDL VR application project is not all inclusive in the proposal; the City is exploring the future of VR training and will use this as an avenue for continued VR training development.

B. Specific Requirements to the CDL Training:

1. Data Tracking in real-time and detailed reporting.

2. Student Testing, in real-time and detailed reporting.

3. 360-degree view of the VR environment; 1 to 1 scale model of a real-world Class B truck.

4. Main Menu with an easy-to-navigate menu system with study and test modes, and developed to host future project iterations, such as Class A Training.

The Offeror shall describe how the following will be handled in the training application:

1. What Pre-Trip inspection points on the Class B vehicle will be covered under this VR learning program.

2. Data Tracking: how will the application track data in real-time, and what reports will be created to assist students, trainers, and management.

3. Student Testing: how will students move through the testing process.

4. Discuss future iterations of the training into Class A CDL training.

5. Discuss other VR training applications that can be developed and created for the City of Hampton.

Time Frame from Notice to Proceed:

Offeror shall provide in their proposal how long it will take to develop and deliver the CDL Class B Pre-Trip Inspection application to the City of Hampton.

Deliverables:

1. Two Oculus Quest 2 Headsets with application installed.

2. VR CDL Class B Pre-Trip Application as a .apk file, supported by Oculus Quest 3.

3. Manual on how to operate the Application and access data.

4. Maintenance Agreement with 12 months of support, with optional years quoted.

INSTRUCTIONS TO OFFERORS

A. Contact with City/City Staff, Representatives, and/or Agents. Direct contact with City staff, representatives, and/or agents other than the Consolidated Procurement Division staff on the subject of this RFP or any subject related to this RFP is expressly prohibited except with the prior knowledge and permission of the Purchasing Agent or designated representative.

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B. Questions. Offerors must submit questions regarding the RFP in writing to the Issuing Office via email to awiley@hampton.gov no later than 3:00 PM EST on January 9, 2024. Necessary replies will be issued to all Offerors of Record as addenda that shall become part of the contract documents. Oral instructions do not form a part of the proposal documents. Offeror is responsible for checking website http://www.Hampton.gov/bids-contracts or contacting the Issuing Office within 48 hours prior to proposal closing to secure any addenda issued for this RFP.

C. Changes or Modifications. Changes or modifications to this RFP made prior to the date and time of closing will be addressed by addenda from the Issuing Office. Offerors are to acknowledge receipt of addenda in the space provided on the cover page of this RFP. Oral communications are not a part of the proposal documents.

This RFP and any addenda shall be incorporated, by reference, into any resulting contract.

D. RFP Closing. Offeror shall ensure its sealed proposal is time stamped by the Issuing Office no later than the Closing Date and Time shown on the cover page of the RFP. Proposals received after the specified date and time (time stamped 10:01 AM or later) will not be considered and will be returned to the Offeror unopened.

E. Proposal Submittal Requirements:

1. Each proposal submission shall be submitted to the Issuing Office and shall include the following:

i. Pages 1-2 of this RFP and it will contain:

a. Original signature of an agent authorized to bind the company

b. Requested contact information

c. Company Federal Employer Identification Number

d. Acknowledgement of any addenda received

ii. Proposals are to be organized according to the following tabs:

a. Tab 1 - Scope of Work

b. Tab 2 - Past Project Experience & References

c. Tab 3 - Capability & Skills

d. Tab 4 - Project Schedule & Proposed Timeline

e. Tab 5 - Project Fee Structure & Cost Estimate

f. Tab 6- Exceptions/Alternatives

g. Tab 7 - Small, Minority and Woman Owned Business participation

iii. All proposal pages must be numbered

iv. Attachments:

a. Attachments C, D and E

2. Proposals must be submitted utilizing the following requirements:

i. Offerors shall submit sealed proposals in a labeled envelope or package with the Request for Proposal’s Item Number and the name and address of the Offeror. Proposals received by telephone, email, facsimile, or any other means of electronic transfer will not be accepted.

ii. Submit the original and one (1) flash drive of the proposal.

iii. All proposals must be received and time stamped in the Issuing Office no later than the Closing

Date and Time shown on the cover page of this RFP. Any proposal received after the specified date and time (10:01 AM EST or later) will not be considered and will be returned to the Offeror unopened.

iv. Proposals must include all elements noted in the “Preparation of Proposals” section below.

v. If the proposal contains trade secrets and/or proprietary information, please submit proprietary information or trade secrets in a separate envelope and mark it “proprietary.” Any information included in the envelope, shall be conspicuously labeled ‘proprietary in red ink at the top of each page. Please note in your proposal where information has been included in the separate

City of Hampton Page 7 of 36 proprietary envelope and include a statement setting forth the basis for protection of proprietary information, if any, as detailed in the “Proprietary Information/Disclosure” section.

3. Offerors are encouraged to submit proposals on recycled paper.

4. Offerors should be thorough in addressing the Specific Requirements and the Proposal Submittal

Requirements as outlined in this RFP.

F. Proposal Content Evaluation

1. Scope of Work - Services to be Provided - Provide a detailed description of the services to be provided under the Contract. Said description is to address, at a minimum:

i. An Introduction with an overview of Offeror’s understanding of the scope of work and services to be provided.

ii. Best practice approaches to providing services to the City that enhance efficiency and effectiveness.

Innovative solutions will be considered by the City.

iii. EACH of the Specific Requirements set forth under the Scope of Work specified in this RFP.

iv. A detail of any assistance, equipment, or other items the Offeror will require the City to furnish under the Contract.

v. A statement explaining why the Offeror’s proposed solution would be the most advantageous to the City.

vi. Describe the one attribute that places the Offeror ahead of the competition.

2. Past Project Experience & References - Provide a concise description of all work experiences as they relate to the scope of work outlined herein. Said description should include, but not be limited to:

i. Offeror’s established experience record in providing comparable services to organizations similar to the City of Hampton.

ii. Number and types of customers the Offeror has served with comparable services.

iii. Number of years Offeror has been providing these types of services.

iv. A minimum of five (5) references for which Offeror has completed services comparable to those described in this RFP. Include references for work performed in an environment comparable to the City of Hampton. For each reference, detail:

a. Name of firm

b. Address of firm

c. Name, title, address, email address, telephone and fax numbers of a contact for the firm

d. Number of years the Offeror has served the firm

e. Brief summary of scope of services provided to the firm

v. Other available documentation to verified Offeror’s experience

vi. A statement detailing why the Offeror is the best candidate to provide the City of Hampton with the services requested in this RFP.

3. Capability and Skill – Credentials and Experience of Team: Describe the qualifications and skills of the organization to provide the services. Said description should provide, but not be limited to, the following information:

i. Background information about the organization, e.g., philosophy, ownership, size, facilities and locations, etc.

ii. Offerors management structure of the firm, e.g. organization chart of the firm, project team, etc.

iii. Size and location of the office that will serve the City of Hampton

iv. Offeror’s qualifications to perform the services, including all resources available to Offeror for the performance of the Contract.

v. Qualifications and resumes of team members and other employees who will be managing and performing the services under the Contract. Projects and client services lists for team members may be submitted.

vi. Name, title, address, email address, telephone and fax numbers, and work hours of the Offeror’s Representative for the following functions:

a. Contact person for prompt contract administration upon award of the Contract

b. Contact person during the period of evaluation

c. Authorized agent to accept any notices provided for in the Contract

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vii. Indicate the type of organization you represent, i.e. individual, partnership or corporation. If the Offeror is a corporation, list the names of the President, Vice-President, Secretary, Treasurer and all Principals. If the Offeror is a partnership, include the names of all principals or partners.

viii. A detailed history of all mergers or acquisitions.

ix. A copy of the certificate verifying the firm is authorized to do business in the Commonwealth of

Virginia, including State Corporation Commission Registration Number.

x. A copy of the Offeror’s license to do business in Hampton, Virginia.

xi. If applicable - a detailed list of licenses held, including license class and number.

xii. Offeror’s current financial condition. Provide supporting documentation and audited annual reports for the past three (3) years. If Offeror’s company is privately held, supply sufficient information to document the company’s financial status and capability to perform under the Contract. Include any financial ratings held by the firm.

xiii. If Offeror intends to subcontract any part of the work under the Contract, indicate services to be subcontracted and subcontractor(s) to provide said services.

4. Project Schedule & Proposed Timeline: Submit a schedule for project and a proposed timeline.

5. Project Fee Structure & Cost Estimate -Submit cost proposal to provide services specified. Offeror’s prices will be subject to negotiations. After negotiations and award of this contract, Offeror’s pricing for the services provided under this contract shall be a firm fixed price during the term of the contract and any extensions.

6. Minority/Woman Owned Programs. Provide details about your status as a minority or woman owned business.

7. Exceptions/Alternatives.

i. Detail any exceptions taken to the Scope of Work and Terms and Conditions sections of this RFP.

For each exception, specify the RFP page number, section number, and the exception taken.

Offeror must not incorporate its standard contract document into its proposal, by reference or in full text, without listing each exception it represents to the terms and conditions of this RFP, as described in the Exceptions/Alternatives section of this RFP.

ii. Detail any proposed alternatives the City’s requirements as outlined in this RFP.

G. Proposal Scoring. The following numerical scale will be used to evaluate the proposal:

1. Exceptional (5): The submission exceeds expectations, excellent probability of success and in achieving all objectives. Very innovative.

2. Good (4): Very good probability of success. Achieves all objectives in reasonable fashion.

3. Acceptable (3): Has reasonable probability of success. Some objectives may not be met.

4. Poor (2): Falls short of expectations and has a low probability of success.

5. Unacceptable (1): Submission fails to meet requirements and the approach has no probability of success.

Criteria Maximum Points Experience 30 points Capability and Skills 25 points Services to be Provided 20 points

Costs 20 points Minority/Woman Owned r 5 points Total 100 points

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H. Procedure for Evaluation of Proposals

1. After the proposal opening, the City will select for further consideration two or more Offerors deemed to be fully qualified and best suited among those submitting proposals based on Offerors’ responses to the information requested in this RFP.

i. The City may, in its sole discretion, determine in writing that only one offeror is fully qualified or is clearly more highly qualified and suitable than others under consideration, and may negotiate and award the Contract to that Offeror.

2. Based on the initial evaluation, the City may request the selected Offerors to make oral presentations.

Thereafter, the City will conduct negotiations with each of the selected short-listed Offerors. Individuals representing the Offeror during negotiations shall have the authority to negotiate and contractually bind the company to a contract.

i. If in the City’s opinion, presentations or demonstrations of the Offeror’s proposed system’s features and capabilities are warranted, the City will notify the appropriate Offerors. Such presentation or demonstration will be at the City site at a date and time mutually agreed to between the City and Offeror and will be at the Offeror’s expense.

3. The City shall negotiate with Offerors, beginning with the Offeror ranked first. If a contract satisfactory and advantageous to the public body can be negotiated at a price considered fair and reasonable and pursuant to contractual terms and conditions acceptable to the public body, the award shall be made to that Offeror. If not, negotiations with the Offeror ranked first shall be formally terminated and negotiations shall be conducted with Offeror ranked second.

i. This process shall continue until a contract acceptable to the City can be negotiated and awarded. Note that negotiations may result in the award of multiple contracts. In that case, negotiations with prior Offerors may not be formally terminated before negotiations begin with a subsequently ranked Offeror.

4. The City is not required to furnish a statement of the reason(s) why a proposal was not deemed to be the most advantageous.

I. Award

1. The City intends to award the Contract to a fully qualified Offeror submitting the best proposal based on the criteria set forth herein and as determined by the City in its sole discretion.

i. Split Awards: At the City’s sole discretion, the City may reject any or all proposals in whole or in part if such action is determined to be in the City’s best interest.

ii. Multiple Awards: The City reserves the right to make awards under this RFP to more than one

Offeror if the City determines that doing so is in the best interests of the City. If the City makes multiple awards under this solicitation, each Contract awarded will specify the portion of the scope of services awarded to each Offeror.

2. Any contract resulting from this RFP will be publicly posted for inspection in the Consolidated Procurement Division, 1 Franklin Street, Suite 345, Hampton, Virginia 23669.

3. The vendor(s) awarded this contract must be registered with eVA before the contract can be fully executed

J. Disposition of Proposals. All materials submitted in response to this RFP will become the property of the City. One (1) copy of each proposal will be retained for official files, will become a matter of public record after award of the Contract, and will be open to public inspection subject to the Proprietary Information/Disclosure section of this RFP.

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Attachment A – General Terms and Conditions

These General Terms and Conditions are a sample of what may be included in the final contract awarded to Offeror and are subject to change.

I. Term and Renewals. This Contract shall continue in force for the term of one (1) year. This Contract may be extended upon the mutual agreement of both parties for up to four (4) optional, one (1) year periods upon the same prices, terms, and conditions as set forth in this Contract and the RFP. Each additional year is referred to as a “Renewal Period”. Said Renewal Period shall occur automatically unless written notice is given by the City or the Contractor no later than thirty (30) days before the expiration of the current period.

II. Contractor Representations and Obligations.

A. Performance by Contractor. Contractor shall act as the prime contractor for the goods and services to be provided under the Contract and shall be the sole point of contact with regard to all obligations due under the Contract. To the extent Contractor employs subcontractors to perform obligations under the Contract, Contractor agrees that it will:

1. Inform subcontractor of the proposed use and disposition of the subcontractor’s products or services, and obtain a written statement from subcontractor that it has no objection and that the City is not liable to the subcontractor for any work performed under the Contract.

2. Obtain prior written approval from the Contract Administrator at least ten (10) calendar days prior to the work subcontractor work being performed.

3. Be solely responsible for all work performed and materials provided by subcontractors and for the liability of subcontractors for the types and limits required of the Contractor under the Contract.

B. Authority to Transact Business.

1. At the commencement of the Contract, Contractor shall be authorized to transact business in the

Commonwealth of Virginia as a domestic or foreign business entity if so required under Title 13.1 or Title 50 of the Virginia code or as otherwise required by law.

2. Contractor shall not allow its existence to lapse or its certificate of authority or registration to transact business in the Commonwealth to be revoked or cancelled at any time during the term of the Contract.

C. Compliance with Law.

1. Contractor shall comply with all federal, state and local statutes, ordinances, and regulations now in effect or hereafter adopted, in the performance of the scope work set forth herein. Contractor represents that it possesses all necessary licenses and permits required to conduct its business and will acquire any additional licenses and permits necessary for performance of the Contract prior to the initiation of work.

Contractor shall maintain all such licenses and permits throughout the term of this Contract. Failure to maintain such licenses and permits and to provide copies to the City shall constitute a material breach of this Contract.

2. Contractor does not, and shall not during the performance of the Contract, knowingly employ an unauthorized alien as defined in the Federal Immigration Reform and Control Act of 1986.

D. Nondiscrimination.

1. During the performance of the Contract, Contractor shall:

i. 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/consideration reasonably necessary to the normal operation of Contractor.

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Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause; and

ii. State that Contractor is an equal opportunity employer in all solicitations or advertisements for employees placed by or on behalf of Contractor. Notices, advertisements, and solicitations placed in accordance with Federal law, rule, or regulation are sufficient to meet the requirements of this section.

2. Contractor shall include the provisions of paragraph D.1 in every subcontract or purchase order over $10,000.

E. Drug-Free Workplace.

1. For purposes of this section, “drug-free workplace” means a site for the performance of work done in connection with the Contract with Contractor, 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.

2. During the performance of the Contract, Contractor shall:

i. Provide a drug-free workplace for Contractor's employees;

ii. Post a statement notifying employees that the unlawful manufacture, sale, distribution, dispensation, possession, or use of a controlled substance or marijuana is prohibited in Contractor's workplace and specifying the actions that will be taken against employees for violations of such prohibition. This statement must be posted in a conspicuous location available to all employees and applicants for employment.

iii. State that Contractor maintains a drug-free workplace in all solicitations or advertisements for employees placed by or on behalf of Contractor.

3. Contractor will include the provisions of Section E.2 in every subcontract or purchase order of over $10,000.

F. Payments to Subcontractors. Contractor shall make payment to all subcontractors, as defined in the code, within seven (7) days after receipt of payment from the City; or shall notify the City and subcontractors in writing of the intention to withhold all or a part of the amount due along with the reason for nonpayment. In the event payment is not made as noted, Contractor shall pay interest at the rate of one (1) percent per month, unless otherwise provided, to the subcontractors on all amounts that remain unpaid after seven (7) days except for the amounts withheld as provided herein. Contractor’s obligation to pay an interest charge to a subcontractor pursuant to this section shall not be construed to be an obligation of the City. A contract modification may not be made for the purpose of providing reimbursement for such interest charge. A cost reimbursement claim may not include any amount for reimbursement for such interest charge.

G. Insurance.

1. If applicable, Contractor shall submit to the City Contract Administrator certificates of insurance with applicable endorsements to the policy attached, prior to beginning work under the Contract or no later than ten (10) days after the intent to award is issued, whichever occurs first.

2. All policies of insurance required herein shall be written by insurance companies licensed to conduct the business of insurance in Virginia, and acceptable to the City, and shall carry the provision that the insurance will not be cancelled or materially modified by the Contractor without thirty (30) days prior written notice to the City.

3. The certificate of insurance shall list the City of Hampton, 22 Lincoln Street, Hampton, Virginia 23669 and its elected and appointed officials, agents, employees and volunteers as additional insureds for the specified Project. The Endorsement to the policy would be that which is attached to the Contractor's liability policy that acknowledges the Purchaser(s) as additional insureds on all policies the Purchaser(s) are made additional insured(s). This shall be either a direct Endorsement that actually names the

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Purchaser(s) or a blanket Endorsement within the insurance policy that states that under a contractual agreement the Purchaser(s) will be named as additional insureds on the required insurance policy. Such insurance shall also contain an endorsement stating that the insurance is primary with respect to any self-insurance or insurance maintained by the City of Hampton.

4. Insurance shall be maintained during the entire term of the Contract and any extensions and shall be of the following forms and limits:

Please note that single person contractors are not required to carry this insurance but must complete a Request for Waiver of Worker's Compensation with the City's Risk Management Department. If the Contractor has employees at any time during the Contract period, the Contractor must provide the minimum necessary coverage or a copy of the State's consent to self-insure.

The establishment of minimum limits of insurance by the City does not reduce or limit the liability or responsibilities of the Contractor.

5. IT IS THE RESPONSIBILITY OF THE CONTRACTOR TO IMMEDIATELY NOTIFY THE CITY

SHOULD ANY POLICY BE CANCELLED. FAILURE TO NOTIFY THE CITY SHALL

CONSTITUTE A MATERIAL BREACH OF THE CONTRACT.

H. Hold Harmless/Indemnification. It is understood and agreed that Contractor hereby assumes the entire responsibility and liability for any and all damages to persons or property caused by or resulting from or

All required insurance coverages must be obtained from insurers authorized to do business in the Commonwealth of Virginia. The insurers must have a rating of “A” (financial strength) and a VII or greater in the latest edition of the A.M.’s Best Company’s Insurance reports.

Coverage Parts Required Coverage Limits

Commercial General Liability (CGL) Required but not limited to:

Bodily Injury and Property Damage Personal & Advertising Injury Damage to Rented Premises Premises liability Products & Completed Operations Contractual Liability

$1,000,000 per occurrence $2,000,000 aggregate $100,000 min on damage to rented premises

Business or Commercial Automobile Liability Coverage for Any Auto Required

$1,000,000

Umbrella or Excess Liability $2,000,000 min Workers’ Compensation Employer’s Liability

Per Virginia Statute $1,000,000 min

Cybersecurity Professional Liability Cyber Liability inclusive of Technology E&O

$5,000,000 min

Waiver of Subrogation Commercial General Liability and Workers’ Compensation

Required Waiver of Subrogation

Claims-made policies require the policy holder to provide evidence of a retroactive date on the policy no later than the beginning of the contractor’s or sub-contractor’s work under this project. Claims-made commercial general liability or pollution policies must provide an endorsement extending the claim reporting period of up to three (3) years after the agreement.

Certificates of Insurance (COI’s) must be accompanied by an endorsement naming City of Hampton or Hampton City Schools and their elected and appointed officials, agents, employees and volunteers as additional insureds.

City of Hampton Page 13 of 36 arising out of any act or omission on the part of Contractor, its subcontractors, agents or employees under or in connection with this Contract or the performance or failure to perform any work required by this Contract.

Contractor agrees to indemnify and hold harmless the City and its agents, volunteers, servants, employees and officials from and against any and all claims, losses, or expenses, including reasonable attorney's fees and litigation expenses suffered by any indemnified party or entity as the result of claims or suits due to, arising out of or in connection with (a) any and all such damages, real or alleged, (b) the violation of any law applicable to this Contract, and (c) the performance of the work by Contractor or those for whom Contractor is legally liable. Upon written demand by the City, Contractor shall assume and defend at Contractor's sole expense any and all such suits or defense of claims made against the City, its agents, volunteers, servants, employees or officials.

G. Warranty/Guarantee. Contractor guarantees against defective or faulty material or workmanship for at least one (1) year or for the manufacturer’s standard warranty period, whichever is greater, from date of acceptance by the City. To furnish adequate protection from damage for all work and to repair damages of any kind for which Contractor or Contractor’s workmen are responsible, to the building or equipment, to Contractor’s own work, or to the work of others. Any merchandise or service provided under the Contract which is, or becomes, defective during the warranty period, shall be replaced by the Contractor free of charge with the specific understanding that all replacements shall carry the same guarantee as the original equipment or service (one year or manufacturer’s standard warranty period, whichever is greater, from the date of acceptance of the replacement). Contractor shall make any such replacement immediately upon receiving notice from the City.

H. Unauthorized Disclosure of Information.

1. Contractor shall assume the entire responsibility and liability for any and all damages caused by or resulting from or arising out of the negligent or willful unauthorized disclosure of confidential information on the part of the Contractor, its subcontractors, agents or employees under or in connection with the Contract. The Contractor shall save harmless and indemnify the City of Hampton and its agents, volunteers, servants, employees and officers from and against any and all claims, losses or expenses, including but not limited to attorney’s fees, which either or both of them may suffer, pay or incur as the result of claims or suits due to, arising out of or in connection with, any and all such unauthorized disclosures, real or alleged. The Contractor shall, upon written demand by the City of Hampton, assume and defend, at the Contractor’s sole expense, any and all such suits or defense of claims alleging unauthorized disclosures of confidential information.

2. Any negligent or willful unauthorized disclosure of confidential information on the part of the Contractor, its subcontractors, agents or employees under or in connection with the Contract shall constitute a breach of the terms of the Contract. The City may proceed by appropriate court action, including seeking injunctive relief, to prevent continuing unauthorized disclosures, and Contractor shall save harmless and indemnify the City for court costs, litigation expenses and attorney’s fees that it may pay or incur as the result of seeking to prevent or stop and any and all unauthorized disclosures of confidential information.

III. Payment to Contractor.

A. City Payment to Contractor.

1. City agrees to make payments under the Contract within thirty (30) days after receipt of a correct invoice, pursuant to Section III.B below, for such payment. Where payment is made by mail, the day of postmark shall be deemed the date of payment. Any amounts due to the City by Contractor under the terms of this or any other Contract may be applied against Contractor’s invoices with documentation for the basis of the adjustment attached.

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2. In no event shall any interest penalty or late fee accrue when payment is delayed because of disagreement between the City and Contractor regarding the quantity, quality, time of delivery, or other noncompliance with these Contract requirements for any product or service or the accuracy or correctness of any invoice.

Payment terms offering a “prompt payment discount” of (twenty) 20 days or greater will be considered in the evaluation of Proposals. All other payment terms shall be net thirty (30) calendar days or greater.

Payment terms not specified by Contractor shall be net forty-five (45) days.

3. Contractor acknowledges and agrees that it is not entitled to any compensation in excess of the value of the work performed that has been approved by the City. Contractors and subcontractors are not entitled to anticipatory or unearned profits, unabsorbed overhead, opportunity costs, or consequential or other damages as a result of amendment or termination of the Contract.

B. Contractor Invoices. Contractor shall submit to the City all invoices promptly upon completion of the requirements for installation, delivery, and acceptance of the products and services required under the Contract. Invoices shall not include any costs other than those identified in the executed City Purchase Order awarding the Contract or any subsequent Change Orders issued by the Consolidated Procurement Division.

All shipping costs are the Contractor’s responsibility, except to the extent such charges are identified in the executed City Purchase Order or Change Orders. Contractor’s invoices shall provide at a minimum:

1. Type and description of the product or service installed, delivered and accepted

2. Serial numbers, if any

3. Quantity delivered

4. Charge for each item

5. Extended total (unit cost x quantity)

6. This RFP number and the City Purchase Order number

C. Reimbursable Expenses and Accounting Records.

1. Reimbursable expenses shall not include incidental expenses such as supplies, utilities, licensing fees, bond fees, and other fees which are normally included in overhead costs.

2. Expenses that are not normally part of III.C.1 and that directly relate to the scope of this Project may be reimbursed upon prior approval by the City. Examples of such expenses include, but are not limited to, reasonable travel, lodging, specifications and drawing reproduction beyond first two sets, and overtime that is authorized by the City.

3. Records of reimbursable expenses and expenses accrued as a result of additional services on the Project on the basis of a Multiple of Direct Personnel Expense shall be kept on a generally recognized accounting basis and shall be available to the City or his authorized representative at mutually convenient times.

4. Payment for reimbursable expenses shall be at cost, due monthly upon presentation of an invoice to the City. The City reserves the right to request proof of the expense before payment and reserves the right to refuse to pay any expense that was not previously approved by the City.

D. Claims for Extra Compensation.

1. If Contractor encounters work and services not included in the Contract or any supplement, but which, in the opinion of Contractor, is necessary for the successful completion of the Contract and requires extra compensation, Contractor shall, before it begins the work on which it bases its claim, promptly notify the City in writing of its intention to perform the work and to make a claim for extra compensation.

Notification by Contractor under the terms of this paragraph shall not be construed as proving the validity of the claim or City’s approval of the claim. No claim for extra compensation will be filed or considered unless notification is given as herein set forth.

i. The amounts claimed as extra compensation by Contractor shall be separately itemized, become a part of the claim, and serve as documentation of the claim.

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ii. Itemized amounts shall be described in sufficient detail to enable the City to analyze the need for the extra work and the costs claimed for the work.

iii. Contractor shall not itemize any overhead costs in its claim for extra compensation if those overhead costs were not itemized in Contractor’s original proposal for the work to be completed under the Contract.

iv. If Contractor intends to claim the costs (other than attorney’s fees) of preparing a claim for extra compensation, Contractor shall maintain these costs in a separate account, clearly coded and identified, in preparing the claim and these costs shall be subject to audit by the City.

2. Upon notification the City will promptly review any claim for extra compensation. If a claim is accepted by the city, it will be paid as extra work in accordance with the terms of a supplemental agreement executed by the parties before such work is begun.

3. NOTE: Pursuant to the provisions of Virginia Code §2.2-4309, a public contract may include provisions for modification during performance, but no fixed-price contract may be increased by more than twenty-five percent (25%) of the amount of the contract or $50,000, whichever is greater, without the advance written approval of the Hampton City Council.

IV. Dispute Resolution.

A. Procedure for Consideration of Contractual Claims.

1. Prompt knowledge by the City of an existing or impending claim for damages or other relief may alter the plans, scheduling, or other action of City and /or result in mitigation or elimination of the effects of the claim. Therefore, Contractor shall provide City with written notice of Contractor’s intention to file a claim which:

i. Describes the act or omission by City or its agents that contractor contends caused the damages or entitles it to other relief; and

ii. Provides a description of the nature and amount of the claim.

2. Contractor’s written statement providing notice of the claim shall be submitted to city within twenty (20) days of the time of the occurrence or beginning of the work upon which the claim is based; provided, however, if such damage is deemed certain in the opinion of Contractor to result from its acting on an order from City, it shall immediately take written…