RFQ 24-12-76 Guardrail Repair Services.pdf

ISSUE DATE: December 8, 2023

THIS PUBLIC BODY DOES NOT DISCRIMINATE

AGAINST FAITH BASED ORGANIZATIONS.

RFQ NUMBER: 24-12-76 QUOTE DUE DATE AND TIME: December 12, 2023 at

2:00PM

RFQ TITLE: Guardrail Repair Services NO. OF PAGES INCLUDING COVERSHEET: 24

RETURN QUOTE TO:

BUYER: Nicholas Sloane, Buyer

PHONE: (540) 853-5321

EMAIL: nicholas.sloane@roanokeva.gov

DELIVERY IS F.O.B. DESTINATION UNLES OTHERWISE

STATE BELOW.

ATTACHMENTS:

1. Attachment A – Insurance Requirements

2. Attachment B - Sample Contract

VENDOR INFORMATION:

FULL LEGAL NAME (PRINT)

(Company name as it appears with your Federal Taxpayer Number)

FEDERAL TAXPAYER NUMBER (ID#) DELIVERY DATE

BUSINESS NAME/DBA NAME/TA NAME

(If different than the Full Legal Name)

FEDERAL TAXPAYER NUMBER

(If different than ID# above)

PAYMENT TERMS

Net 30

BILLING NAME

(Company name as it appears on your invoice)

FEDERAL TAXPAYER NUMBER

(If different than ID# above)

PURCHASE ORDER ADDRESS

PAYMENT ADDRESS

CONTACT NAME/TITLE (PRINT)

SIGNATURE (IN INK) DATE

E-MAIL ADDRESS

TELEPHONE NUMBER TOLL FREE TELEPHONE NUMBER

FAX NUMBER

*BUSINESS CLASSIFICATION LARGE SMALL MINORITY-OWNED WOMEN-OWNED

REQUEST FOR QUOTATION (RFQ)

THIS IS NOT AN ORDER

CITY OF ROANOKE

PURCHASING DIVISON

215 Church Avenue, Room 202 Roanoke VA 24011

BID FORM TO RFQ NUMBER 23-07-15

RFQ TITLE Guardrail Repair Services

DESCRIPTION BID PRICE

Furnish all equipment, materials, goods, labor and services necessary for repairing or replacing the damaged guardrail located at Cove Road. in accordance with the Scope of Work (Exhibit 2 of the Sample Contract)

Furnish all equipment, materials, goods, labor and services necessary for repairing or replacing the damaged guardrail located at Cherry Hill Road. in damaged guardrail located at Mt. Pleasant Blvd. in damaged guardrail located at Hershberger Rd.. in damaged guardrail located at Fishburn Parkway. in

TOTAL EXTENDED BID PRICE

A description and/or listing of the services and/or items that the Successful Bidder will be required to provide to the City under this RFQ are those that are set forth in Exhibit 2 of the Sample Contract (Attachment B) attached this RFQ. Each Bidder should carefully read and review all such documents.

The bid price shall include a new guardrail (all parts, labor, materials, hardware, and testing necessary for installation according to the specifications and manufacturers' guidelines and warranty requirements), proper removal and disposal of damaged guardrail, and traffic control as outlined by the Virginia Work Area Protection Manual.

All equipment and services shall be in accordance with the most current editions of the Virginia Department of Transportation (VDOT) Road and Bridge specifications, VDOT Road and Bridge Standards, the Manual on Uniform Traffic Control Devices (MUTCD), and the Virginia Work Area Protection Manual except where explicitly superseded by the requirement of the scope of work, associated plans, or other written instructions provided from the Transportation Division.

The Successful Bidder will notify the Transportation Division at least three (3) days before delivery.

The attention of each Bidder is directed to Virginia Code Section 2.2-4311.2 (effective July 1, 2010) which requires a bidder organized or authorized to transact business in the Commonwealth of Virginia pursuant to Title 13.1 or Title 50 of the Code of Virginia, as amended, or as otherwise required by law, shall include in its bid or proposal the Identification Number issued to such bidder by the Virginia State Corporation Commission (SCC). Furthermore, any bidder that is not required to be authorized to transact business in the Commonwealth of Virginia as a domestic or foreign business entity under Title 13.1 or Title 50 or as otherwise required by law shall include in its bid a statement describing why the bidder is not required to be so authorized. Please complete the following by checking the appropriate line that applies and providing the requested information:

A._____ Bidder is a Virginia business entity organized and authorized to transact business in Virginia by the SCC and such bidder’s Identification Number issued to it by the SCC is ________________________.

B._____ Bidder is an out-of-state (foreign) business entity that is authorized to transact business in Virginia by the

SCC and such bidder’s Identification Number issued to it by the SCC is ________________________.

C.______ Bidder does not have an Identification Number issued to it by the SCC and such bidder is not required to be authorized to transact business in Virginia by the SCC for the following reason(s):

Please attach additional sheets of paper if you need more space to explain why such bidder is not required to be authorized to transact business in Virginia.

A. ALL WORK MUST BE COMPLETED WITHIN THIRTY (30) CALENDAR DAYS OF THE ISSUANCE OF A NOTICE

TO PROCEED BY THE CITY.

B. VENDORS INTERESTED IN RESPONDING TO THIS REQUEST FOR QUOTE ARE ENCOURAGED TO TRAVEL

TO THE WORK SITE AND EXAMINE THE AREA PRIOR TO SUBMITTING A QUOTE TO THE CITY.

C. THE CITY RESERVES THE RIGHT TO ADD/DELETE LINE ITEMS AS DEEMED NECESSARY.

D. THE CITY RESERVES THE RIGHT TO CANCEL OR REJECT THIS REQUEST FOR QUOTE OR REJECT ANY OR

ALL QUOTES, TO WAIVE ANY INFORMALITIES IN ANY QUOTE AND TO PURCHASE ANY WHOLE OR PART

OF THE ITEMS OR SERVICES LISTED IN THE REQUEST FOR QUOTE.

E. SUBMITTAL: PAGE 1 AND BID FORM SHOULD BE SUBMITTED WITH RESPONSE.

F. AWARD: AWARD INFORMATION MAY BE OBTAINED BY CONTACTING THE BUYER WHO ISSUED THIS RQS.

REMAINDER OF PAGE INTENTIONALLY LEFT BLANK.

ATTACHMENT A TO

RFQ # 23-07-15

GUARDRAIL REPAIR SERVICES

INSURANCE REQUIREMENTS

The Contractor shall comply with the insurance requirements set forth in the Contract, including the items set forth below:

A. Neither the Contractor nor any subcontractor shall commence work under this Contract until the Contractor has obtained and provided proof of the required insurance coverages to the City, and such proof has been approved by the City. The Contractor confirms to the City that all subcontractors have provided Contractor with proof of such insurance, or will do so prior to commencing any work under this Contract.

B. Contractor, including all subcontractors, shall, at its and/or their sole expense, obtain and maintain during the life of this Contract the insurance policies and/or coverages required by this section. The City and its officers, employees, agents, assigns, and volunteers shall be added as an additional insured to the general liability and automobile coverages of any such policies and such insurance coverages shall be primary and noncontributory to any insurance and/or self-insurance such additional insureds may have. The Contractor shall immediately notify in writing the City of any changes, modifications, and/or termination of any insurance coverages and/or policies required by this Contract. The Contractor shall provide to the City with the signed Contract an Accord certificate of insurance along with one of the following types of additional insured endorsements:

(1) ISO endorsement CG 20 33 which provides that the insured status of such entities is automatic if required by a contract or a written agreement otherwise known as a blanket additional insured endorsement. The coverage shall extend to the City and its officers, employees, agents, assigns, and volunteers. (If additional insured status is automatic under a different coverage form, Contractor must attach a copy of the coverage form to its certificate. Any required insurance policies shall be effective prior to the beginning of any work or other performance by Contractor and any subcontractors under this Contract).

OR

(2) ISO endorsement CG 20 10 will be issued, prior to the beginning of any work or other performance by Contractor under this Contract, to the City and its officers, employees, agents, assigns, and volunteers naming them as an additional insured under the general liability coverage. (A copy of the binder confirming the issuance must be attached to the certificate. Any required insurance policies shall be effective prior to the beginning of any work or other performance by Contractor and any subcontractors under this Contract).

However, if B (1) or (2) cannot be provided, the City’s Risk Manager, in such Manager’s sole discretion, may approve such other certificate of insurance or insurance document(s) that the Risk Manager deems acceptable. The Certificate Holder should be addressed as follows: City of Roanoke, Attn: City Manager, 215 Church Ave, Roanoke VA 24011.

C. The minimum insurance policies and/or coverages that shall be provided by the Contractor, including its subcontractors, include the following:

(1) Commercial General Liability: $1,000,000.00

$1,000,000.00 General Aggregate Limit (other than Products/Completed Operations).

$1,000,000.00 Products/Completed Operations Aggregate Limit.

$1,000,000.00 Personal Injury Liability (including liability for slander, libel, and defamation of character).

$1,000,000.00 each occurrence limit

(2) Automobile Liability: $1,000,000.00 combined single limit (add: with applicable endorsement to cover waste cargo, if transporting hazardous materials).

(3) Workers’ Compensation and Employer’s Liability:

Workers’ Compensation: statutory coverage for Virginia

Employer’s Liability:

$100,000.00 Bodily Injury by Accident each occurrence

$500,000.00 Bodily Injury by Disease Policy Limit.

$100,000.00 Bodily Injury by Disease each employee.

(4) The required limits of insurance for this Contract may be achieved by combining underlying primary coverage with an umbrella liability coverage to apply in excess of the general and automobile liability policies, provided that such umbrella liability policy follows the form of the underlying primary coverage.

(5) Such insurance policies and/or coverages shall provide for coverage against any and all claims and demands made by a person or persons or any other entity for property damages or bodily or personal injury (including death) incurred in connection with the services, work, items, and/or other matters to be provided under this Contract with respect to the commercial general liability coverages and the automobile liability coverages. With respect to the workers’ compensation coverage, Contractor’s and its subcontractors’ insurance company shall waive rights of subrogation against the City and its officers, employees, agents, assigns, and volunteers.

(6) Contractor shall provide such other insurance policies and/or coverages that may be required by other parts of this Contract. If required by the Contract, such policies and/or coverages could include, but are not limited to, Errors and Omissions/Professional Liability, Crime/ Fidelity, Environmental and/or Pollution, Builder’s Risk, Umbrella/Excess.

(7) Should any required insurance coverage be canceled or materially altered before the expiration term of the contract, it is the responsibility of the contractor to notify the City of such within thirty (30) days of the effective date of the change.

D. Proof of Insurance Coverage:

(1) Contractor shall furnish the City with the above required certificates of insurance showing the type, amount, effective dates, and date of expiration of the policies.

(2) Where waiver of subrogation is required with respect to any policy of insurance required under this Section, such waiver shall be specified on the certificate of insurance.

E. Insurance coverage shall be in a form and with an insurance company approved by the City, which approval shall not be unreasonably withheld. Any insurance company providing coverage under this Contract shall be authorized to do business in the Commonwealth of Virginia.

F. The Contractor’s insurance policies and/or coverages shall not contain any exclusions for the Contractor’s subcontractors.

G. The continued maintenance of the insurance policies and coverages required by the Contract is a continuing obligation, and the lapse and/or termination of any such policies or coverages without approved replacement policies and/or coverages being obtained shall be grounds for termination of the Contractor for default.

H. Nothing contained in the insurance requirements is to be construed as limiting the liability of the Contractor, and/or its subcontractors, or their insurance carriers. The City does not in any way represent that the coverages or the limits of insurance specified are sufficient or adequate to protect the Contractor’s interest or liabilities, but are merely minimums. The obligation of the Contractor, and its subcontractors, to purchase insurance shall not in any way limit the obligations of the Contractor in the event that the City or any of those named above should suffer any injury or loss in excess of the amount actually recoverable through insurance. Furthermore, there is no requirement or obligation for the City to seek any recovery against the Contractor’s insurance company before seeking recovery directly from the Contractor.

END

ATTACHMENT B TO

RFQ # 23-07-15

GUARDRAIL REPAIR SERVICES

SAMPLE CONTRACT

This Contract # _________ is dated _________________, 20___, between the City of Roanoke, Virginia, a Virginia municipal corporation, hereinafter referred to as the “City” or “Owner”, and

(legal name and address of contractor hereinafter referred to as the “Contractor,” {NOTE: Use one of the following if applicable.} {a _____________________ corporation.} {an Individual.} {a ___________________Partnership.} {a ______________________Limited Liability Company.}

WITNESSETH:

WHEREAS, Contractor has been awarded this nonexclusive Contract by the City for furnishing all equipment, materials, goods, labor, and services necessary for _______ and associated work in accordance with this Contract and the documents referred to herein, all such items or services also being referred to hereinafter as the Work or Project.

NOW, THEREFORE, THE CITY AND THE CONTRACTOR AGREE AS FOLLOWS:

SECTION 1. WORK TO BE PERFORMED AND DOCUMENTS.

For and in consideration of the money hereinafter specified to be paid by the City to the Contractor for the Work provided for in this Contract to be performed by the Contractor, the Contractor hereby covenants and agrees with the City to fully perform the services, provide any materials called for to construct, and complete the Work called for by this Contract in a good and workmanlike manner in accordance with this Contract and the documents referred to herein in order to fully and properly complete this Contract within the time stipulated, time being made of the essence for this Contract. It is also agreed by the parties hereto that the documents to this Contract consist of this Contract and the following documents listed below (Contract Documents), all of which are and constitute a part of this Contract as if attached hereto or set out in full herein, viz:

1. Insurance Requirements (Exhibit 1).

2. Scope of Work (Exhibit 2).

3. Bid Form Completed by Contractor and dated _________ (Exhibit 3). (To be provided after selection of Successful Bidder.)

4. City Special Terms and Conditions (Exhibit 4).

5. Request for Quotation No. 23-07-15, which is incorporated herein by reference.

The parties agree that if there are any differences between the provisions of the above referenced documents, the provisions of the City documents and this Contract will control over any Contractor supplied documents or information.

SECTION 2. CONTRACT AMOUNT.

The City agrees to pay the Contractor for the Contractor’s complete and satisfactory performance of the Work, in the manner and at the time set out in this Contract, but the total amount for all such requests will not exceed $____________________ , as provided for in this Contract and that this Contract amount may be increased or decreased by additions and/or reductions in the Work as may be authorized and approved by the City, and the Contract amount may be decreased by the City’s assessment of any damages against the Contractor, as may be provided for in this Contractor or by law, and the City retains the right of setoff as to any amounts of money the Contractor may owe the City. However, Contractor further acknowledges and agrees that any request for Contractor to perform Work under this Contract is in the sole discretion of the City and that there is no guarantee of any minimum amount of Work that may be requested by the City and that no Work may be requested.

SECTION 3. TERM OF CONTRACT.

A. The Contractor shall start the performance of this Contract as fixed by a notice to proceed given by the

City to the Contractor and fully and completely perform the Contract within ______ consecutive calendar days after such date, all in accordance with the Contract provisions.

B. All terms and conditions shall remain in force for the term of this Contract unless modified by mutual agreement of both parties.

SECTION 4. TIME OF PERFORMANCE.

The Contractor shall commence the Work to be performed under this Contract on such date as is established and fixed for such commencement by written notice (which may be initially given verbally in an emergency situation) to proceed given by the City representative to the Contractor, and the Contractor covenants and agrees to fully construct, perform, and complete the Work and/or provide the goods called for by this Contract established by such notice. The Contractor further agrees that the Work shall be started promptly upon receipt of such notice and shall be prosecuted regularly, diligently, and uninterruptedly at a rate of progress that will ensure full completion thereof in the shortest length of time consistent with the Contract Documents and that Contractor will cooperate and coordinate with the other City contractors or employees doing other work or using the area where Contractor is working.

SECTION 5. PAYMENT.

A. The City and Contractor agree that the City will only pay the Contractor for time actually spent and materials actually provided on the Project requested and accepted by the City. Invoices for services rendered and accepted shall be submitted by Contractor directly to the payment address of the requesting City department/division. Payment of such invoices shall be the responsibility of the department/division.

B. The City agrees to pay Contractor for the Contractor’s complete and satisfactory performance of the

Work, in the manner and at the time set out in this Contract. The City retains the right to setoff as to any amounts of money Contractor may owe the City. A written progress report may be requested by the City to accompany payment request and, if so, such progress report shall detail the work completed. Also, sufficient documentation of all costs, expenses, materials supplies, and/or hours worked may be requested by the City and, if so, may be required prior to the processing of any such request for payment.

Payment will only be made for work actually performed, services actually supplied, and/or materials or goods furnished to the City, all of which need to be approved and accepted by the City prior to such payment, unless otherwise provided for in the Contract documents. Once a payment request has been received the City, the City will process such payment request. If there are any objections or problems with the payment request, the City will notify the Contractor of such matters. If the payment request is approved and accepted by the City, payment will be made by the City to the Contractor not more than 30 days after such request has been approved.

SECTION 6. SALES TAX EXEMPTION.

The City is exempt from payment of State Sales and Use Tax on all tangible personal property purchased or leased for the City’s use or consumption. The Virginia Sales and Use Tax Certificate of Exemption number is 217-074292-9.

SECTION 7. FREE ON BOARD, RISK OF LOSS, AND TITLE.

All prices include F.O.B Destination, inside delivery, unless otherwise noted in this Contract. The risk of loss from any casualty, regardless of cause, shall be on the Contractor until the items have been delivered to City personnel making the request and accepted by the City. The risk of loss shall also be on the Contractor during the return of any items to the Contractor. Title to the items shall pass to the City upon receipt and acceptance of such items by the City.

SECTION 8. INSPECTION.

The City shall have a reasonable time after receipt of items and before payment to inspect all items for conformity to this Contract. If all or some of the items delivered to the City do not fully conform to the provisions hereof, the City shall have the right to reject and return such nonconforming items, at the sole cost of the Contractor.

SECTION 9. WARRANTY OF MATERIAL AND WORKMANSHIP.

Contractor agrees that all items provided to the City will be new, or if an item is refurbished or remanufactured, such item will meet the industry standards for such item and the item shall be clearly labeled as refurbished or remanufactured, and that all such items include such warranties as may be provided by Virginia law together with any warranties provided by the manufacturer of the item. Contractor shall use reasonable commercial efforts to assist the City in processing warranty claims against a manufacturer. Contractor also agrees that the services provided under this Contract shall be completed in a professional, good and workmanlike manner, with the degree of skill and care that is required by like contractors in Virginia. Further, Contractor warrants that such services shall be completed in accordance with the applicable requirements of this Contract and shall be correct and appropriate for the purposes contemplated in this Contract. Contractor agrees that Contractor shall repair or replace, at Contractor’s sole expense, and to the satisfaction of the City, any items, material, equipment, or part of the item that is found by the City to be defective or not in accordance with the terms of this Contract.

SECTION 10. PAYMENTS TO OTHERS BY CONTRACTOR.

The Contractor agrees that Contractor will comply with the requirements of Section 2.2-4354 of the Virginia Code regarding Contractor’s payment to other entities and the Contractor will take one of the two actions permitted therein within 7 days after receipt of amounts paid to Contractor by the City. Contractor further agrees that the Contractor shall indemnify and hold the City harmless for any lawful claims resulting from the failure of the Contractor to make prompt payments to all persons supplying the Contractor equipment, labor, tools, or material in connection with the work provided for in the Contract. In the event of such claims, the City may, in the City’s sole discretion, after providing written notice to the Contractor, withhold from any payment request or final payment the unpaid sum of money deemed sufficient to pay all appropriate claims and associated costs in connection with the Contract and make such payment, if the City determines it to be appropriate to do so.

SECTION 11. HOLD HARMLESS AND INDEMNITY.

Contractor shall indemnify and hold harmless the City and its officers, agents, and employees against any and all liability, losses, damages, claims, causes of action, suits of any nature, costs, and expenses, including reasonable attorney’s fees, resulting from or arising out of Contractor’s or its employees, agents, or subcontractors actions, activities, or omissions, negligent or otherwise, on or near City’s property or arising in any way out of or resulting from any of the work or items to be provided under this Contract, and this includes, without limitation, any fines or penalties, violations of federal, state, or local laws or regulations, personal injury, wrongful death, or property damage claims or suits. Contractor agrees to and shall protect, indemnify, and hold harmless all the parties referred to above from any and all demands for fees, claims, suits, actions, causes of action, settlement or judgments based on the alleged or actual infringement or violation of any copyright, trademark, patent, invention, article, arrangement, or other apparatus that may be used in the performance of this Contract.

SECTION 12. COMPLIANCE WITH LAWS AND REGULATIONS, AND IMMIGRATION LAW.

Contractor agrees to and will comply with all applicable federal, state, and local laws, ordinances, and regulations, including, but not limited to all applicable licensing requirements, environmental regulations, and OSHA regulations. Contractor further agrees that Contractor does not and shall not during the performance of its Contract; knowingly employ an unauthorized alien as defined in the Federal Immigration Reform & Control Act of 1986.

SECTION 13. INDEPENDENT CONTRACTOR.

The relationship between Contractor and the City is a contractual relationship. It is not intended in any way to create a legal agency or employment relationship. Contractor shall, at all times, maintain its status as an independent contractor and both parties acknowledge that neither is an agent, partner or employee of the other for any purpose. Contractor shall be responsible for causing all required insurance, workers' compensation (regardless of number of employees) and unemployment insurance to be provided for all of its employees and subcontractors. Contractor will be responsible for all actions of any of its subcontractors, and that they are properly licensed.

SECTION 14. REPORTS, RECORDS, AND AUDIT.

Contractor agrees to maintain all books, records, electronic data, and other documents relating to this Contract for a period of five (5) years after the end of each fiscal year included in this Contract. The City, its authorized employees, agents, representatives, and/or state auditors shall have full access to and the right to request, examine, copy, and/or audit any such materials during the term of the Contract and such retention period, upon prior written notice to Contractor. This includes the City’s right to audit and/or examine any of the Contractor’s documents and/or data as the City deems appropriate to protect the City’s interests.

SECTION 15. INSURANCE REQUIREMENTS.

Contractor and any of its subcontractors involved in this Contract shall maintain the insurance coverage’s set forth in Exhibit 1 to this Contract and provide the proof of such insurance coverage as called for in Exhibit 1, including workers’ compensation coverage regardless of the number of Contractor’s employees. Such insurance coverage shall be obtained at the Contractor’s sole expense and maintained during the life of the Contract and shall be effective prior to the beginning of any work or other performance by the Contractor under this Contract.

Additional insured endorsements, if required, must be received by the City within 30 days of the execution of this Contract or as otherwise required by the City’s Risk Manager.

SECTION 16. DEFAULT.

If Contractor fails or refuses to perform any of the terms of this Contract, including poor services, work or materials, the City may, by written notice to Contractor, terminate this Contract in whole or in part. In addition to any right to terminate, the City may enforce any remedy available at law or in equity in connection with such default, and Contractor shall be liable for any damages to the City resulting from Contractor's default. The City further reserves the right to immediately obtain such work or services from other entities in the event of Contractor’s default.

SECTION 17. NONWAIVER.

Contractor agrees that the City’s waiver or failure to enforce or require performance of any term or condition of this Contract or the City’s waiver of any particular breach of this Contract by the Contractor extends to that instance only. Such waiver or failure is not and shall not be a waiver of any of the terms or conditions of this Contract or a waiver of any other breaches of the Contract by the Contractor and does not bar the City from requiring the Contractor to comply with all the terms and conditions of the Contract and does not bar the City from asserting any and all rights and/or remedies it has or might have against the Contractor under this Contract or by law.

SECTION 18. FORUM SELECTION AND CHOICE OF LAW.

This Contract shall be governed by, and construed in accordance with, the laws of the Commonwealth of Virginia, without application of Virginia’s conflict of law provisions. Venue for any litigation, suits, and claims arising from or connected with this Contract shall only be proper in the Roanoke City Circuit Court, or in the Roanoke City General District Court if the amount in controversy is within the jurisdictional limit of such court, and all parties to this Contract voluntarily submit themselves to the jurisdiction and venue of such courts, regardless of the actual location of such parties. The provisions of this Contract shall not be construed in favor of or against either party, but shall be construed according to their fair meaning as if both parties jointly prepared this Contract.

SECTION 19. SEVERABILITY.

If any provision of this Contract, or the application of any provision hereof to a particular entity or circumstance, shall be held to be invalid or unenforceable by a court of competent jurisdiction, the remaining provisions of this Contract shall not be affected and all other terms and conditions of this Contract shall be valid and enforceable to the fullest extent permitted by law.

SECTION 20. NONDISCRIMINATION.

A. During the performance of this Contract, Contractor agrees as follows:

i. Contractor will not discriminate against any employee or applicant for employment because of race, religion, color, sex, sexual orientation, gender identity, 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 Contractor. Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause.

ii. Contractor in all solicitations or advertisements for employees placed by or on behalf of Contractor will state that Contractor is an equal opportunity employer.

iii. Notices, advertisements and solicitations placed in accordance with federal law, rule or regulation shall be deemed sufficient for the purpose of meeting the requirements of this section.

B. Contractor will include the provisions of the foregoing Section A (i, ii, and iii) in every subcontract or purchase order of over $10,000, so that the provisions will be binding upon each subcontractor or vendor.

SECTION 21. DRUG-FREE WORKPLACE.

A. During the performance of this Contract, Contractor agrees to (i) provide a drug-free workplace for

Contractor’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 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 Contractor that Contractor 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.

B. 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 a 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.

SECTION 22. FAITH BASED ORGANIZATIONS.

Pursuant to Virginia Code Section 2.2-4343.1, be advised that the City does not discriminate against faith-based organizations.

SECTION 23. ASSIGNMENT.

Contractor may not assign or transfer this Contract in whole or in part except with the prior written consent of the City, which consent shall not be unreasonably withheld. If consent to assign is given, no such assignment shall in any way release or relieve the Contractor from any of the covenants or undertakings contained in this Contract and the Contractor shall remain liable for the Contract during the entire term thereof.

SECTION 24. CONTRACTUAL DISPUTES.

Contractual claims, whether for money or for other relief, shall be submitted, in writing, no later than sixty (60) days after the earlier of the final payment or termination of the Contract or notice from the City to the Contractor that the City disputes the amount of Contractor’s request for final payment. However, written notice of the Contractor's intention to file such claim must be given at the time of the occurrence or beginning of the work upon which the claim is based. Such notice is a condition precedent to the assertion of any such claim by the Contractor. A written decision upon any such claims will be made by the City Manager or the City Manager’s designee (hereafter City Manager) within thirty (30) days after submittal of the claim and any practically available additional supporting evidence required by the City Manager. The Contractor may not institute legal action prior to receipt of the City's decision on the claim unless the City Manager fails to render such decision within 120 days from submittal of Contractor’s claim. The decision of the City Manager shall be final and conclusive unless the Contractor within six (6) months of the date of the final decision on a claim or from expiration of the 120 day time limit, whichever occurs first, initiates legal action as provided in Section 2.2 - 4364, of the Va. Code. Failure of the City to render a decision within said 120 days shall not result in the Contractor being awarded the relief claimed nor shall it result in any other relief or penalty. The sole result of the City's failure to render a decision within said 120 days shall be Contractor's right to immediately institute legal action. No administrative appeals procedure pursuant to Section 2.2 - 4365 of the Va. Code has been established for contractual claims under this Contract.

SECTION 25. SUCCESSORS AND ASSIGNS.

The terms, conditions, provisions, and undertakings of this Contract shall be binding upon and inure to the benefit of each of the parties hereto and their respective successors and assigns.

SECTION 26. HEADINGS.

The captions and headings in this Contract are for convenience and reference purposes only and shall not affect in any way the meaning and interpretation of this Contract.

SECTION 27. COUNTERPART COPIES.

This Contract may be executed in any number of counterpart copies, each of which shall be deemed an original, but all of which together shall constitute a single instrument.

SECTION 28. AUTHORITY TO SIGN.

The persons who have executed this Contract represent and warrant that they are duly authorized to execute this Contract on behalf of the party for whom they are signing.

SECTION 29. NOTICES.

All notices must be given in writing and shall be validly given if sent by certified mail, return receipt requested, or by a nationally recognized overnight courier, with a receipt, addressed as follows (or any other address that the party to be notified may have designated to the sender by like notice):

To City: City of Roanoke Transportation Division Attn: Transportation Manager

1802 Courtland Rd, NE Roanoke, Virginia 24012

Facsimile: (540) 853-2871

Copy to: City of Roanoke Purchasing Division Attn: Purchasing Manager Noel C. Taylor Municipal Building, Room 202 215 Church Avenue, SW Roanoke, Virginia 24011

Facsimile: (540) 853-1513

If to Contractor: __________________________ Attn: _________, President/CEO Email Address:

Phone: __________________________

Notices shall be deemed to be effective one day after sending if sent by overnight courier or three (3) days after sending it by certified mail, return receipt requested.

SECTION 30. PROTECTING PERSONS AND PROPERTY.

The Contractor expressly undertakes both directly and through its subcontractors, to take every reasonable precaution at all times for the protection of all persons and property at the location of the Work or in the vicinity of the Work or that may be affected by the Contractor’s operation in connection with the Work. The Contractor will maintain adequate protection of all Contractor’s Work to prevent damage to it and shall protect the City’s property from any injury or loss arising in connection with this Contract and to protect adjacent property to prevent any damage to it or loss of use and enjoyment by its owners. Contractor agrees to be responsible for the entire Work and will be liable for all damages to the Work, including, but not limited to, damages to any property of the City or to any property in the vicinity or adjacent to the Work. All damage with respect to the Work caused by vandalism, weather, or any other cause, other than resulting from the sole negligence of the City shall be the responsibility of the Contractor. Contractor shall also be responsible for any inventory shortages and discrepancies of any type.

SECTION 31. CONTRACT SUBJECT TO FUNDING.

This Contract is subject to funding and/or appropriations from federal, state, and/or local governments and/or agencies. If any such funding is not provided, withdrawn, or otherwise not made available for this Contract, the Contractor agrees that the City may terminate this Contract on seven (7) days written notice to Contractor, without any penalty or damages being incurred by the City. Contractor further agrees to comply with any applicable requirements of any grants and/or agreements providing such funding.

SECTION 32. SUSPENSION OR TERMINATION OF CONTRACT BY CITY.

The City, at any time, may order Contractor to immediately stop work on this Contract, and/or by seven days (7) written notice may terminate this Contract, with or without cause, in whole or in part, at any time. Upon receipt of such notice, the Contractor shall immediately discontinue all services affected (unless the notice directs otherwise), and deliver to the City all data (including electronic data), drawings, specifications, reports, project deliverables, estimates, summaries, and such other information and materials as may have been accumulated by the Contractor in performing this Contract whether completed or in process (unless otherwise directed by the notice).

1. If the termination or stop work order is due to the failure of the Contractor to fulfill any of its Contract obligations, the City may take over the Work and prosecute the same to completion by contract or otherwise. In such case, the Contractor shall be liable to the City for any damages allowed by law, and upon demand of City shall promptly pay the same to City.

2. Should the Contract be terminated or work is stopped not due in any way to the fault of the Contractor, the Contractor shall only be entitled to compensation for services actually performed and materials actually supplied prior to notice of termination or to stop work and which are approved by the City and any applicable federal or state approving agency. No profit, overhead, or any other costs of any type are allowed after the date of such notice of termination or stop work order.

3. The rights and remedies of the City provided in this Section are in addition to any other rights and remedies provided by law or under this Contract and City may pursue any and all such rights and remedies against Contractor as it deems appropriate.

SECTION 33. ETHICS IN PUBLIC CONTRACTING.

The provisions, requirements, and prohibitions as contained in Sections 2.2–4367 through 2.2-4377, of the Va.

Code, pertaining to bidders, offerors, contractors, and subcontractors are applicable to this Contract.

SECTION 34. COMPLIANCE WITH STATE LAW; FOREIGN AND DOMESTIC BUSINESSES AUTHORIZED

TO TRANSACT BUSINESS IN THE COMMONWEALTH OF VIRGINIA.

Contractor shall comply with the provisions of Virginia Code Section 2.2-4311.2, as amended, which provides that a contractor organized as a stock or nonstock corporation, limited liability company, business trust, or limited partnership or registered as a registered limited liability partnership shall be authorized to transact business in the Commonwealth as a domestic or foreign business entity if so required by Title 13.1 or Title 50 or as otherwise required by law. Contractor shall not allow its existence to lapse or its certificate of authority or registration to transact business in the Commonwealth, if so required under Title 13.1 or Title 50, to be revoked or cancelled at any time during the term of the Contract. The City may void the Contract if the Contractor fails to remain in compliance with the provisions of this section.

SECTION 35. OWNERSHIP OF REPORTS AND DOCUMENTS.

Contractor agrees that all reports and any other documents (including electronic data) prepared for, obtained in connection with, and/or required to be produced in connection with this Contract shall be delivered by the Contractor to the City and all such items shall become the sole property of the City. The Contractor agrees that the City shall own all rights of any type in and to all such items, including but not limited to copyrights and trademarks, and the City may reproduce, copy, and use all such items as the City deems appropriate, without any restriction or limitation on their use and without any cost or charges to the City from Contractor. Contractor hereby transfers and assigns all such rights and items to the City. Contractor further agrees Contractor will take any action and execute any documents necessary to accomplish the provisions of this Section. The Contractor also warrants that Contractor has good title to all materials, equipment, documents, and supplies which it uses in the Work or for which it accepts payment in whole or in part.

SECTION 36. ENTIRE CONTRACT.

This Contract, including any attachments, exhibits, and referenced documents, constitutes the complete understanding between the parties. This Contract may be modified only by written agreement properly executed by the parties.

SIGNATURE PAGE TO FOLLOW.

IN WITNESS WHEREOF, the parties hereto have signed this Contract by their authorized representatives.

CITY OF ROANOKE, VIRGINIA [VENDOR]

City Manager or Authorized City Representative

Printed Name and Title Printed Name and Title

Date ____________________________ Date

Approved as to form: Appropriation and Funds Required for this Contract Certified:

Assistant City Attorney

Date ____________________________ Director of Finance

Date

Approved as to Execution: Account #

________________________________ _____Bonds ____YES_____NO Assistant City Attorney

Date ____________________________ _____Approved COI Received

EXHIBIT 1

TO CONTRACT

BETWEEN CITY OF ROANOKE AND

FOR_____________________________

REFERENCE: RFQ # 23-07-15

INSURANCE REQUIREMENTS

*Insurance Requirements will match requirements specified in Attachment A of this Solicitation*

EXHIBIT 2

BETWEEN CITY OF ROANOKE AND

FOR_____________________________

SCOPE OF WORK

The following are the services and/or items that the Successful Bidder will be required to provide and such services are to be included in the bids.

The services, work, and/or items that the Contractor shall provide in a timely and proper manner in accordance with the Contract include, but are not necessarily limited to, the following:

This bid is to repair or replace the damaged guardrail within the City of Roanoke.

1. The Contractor shall inspect the locations and prepare a list of materials and quantities needed for repair for the Engineer's review prior to commencing work. The Engineer will notify the Contractor to repair the guardrail by components or remove and replace damaged guardrail sections.

2. The Engineer will preapprove all locations requiring the drilling of holes in bridge railings or fixed objects. The Contractor shall repair any spalls due to the drilling operations in concrete fixed objects or concrete bridge railings and existing holes in concrete shall be patched with materials. The Contractor may need to modify the attachment method due to field conditions with the Engineer's approval.

3. The Contractor shall reconstruct impact attenuators in accordance with the manufacturers' recommendations.

4. It shall be the Contractor's responsibility to become aware of and comply with all current and applicable federal, state, and local regulations, including Occupational Safety and Health Administration (OSHA) standards; Manual on Uniform Traffic Control Devices (MUTCD).

5. All guardrail work shall be in accordance with current Virginia Department of Transportation (VDOT) Road and Bridge Specifications – Section 221 (Guardrail) as well as VDOT Road and Bridge Standards – Section 500 (Guardrail, Barrier & Fence).

6. The Contractor shall obtain and maintain all necessary licenses, permits, bonds, etc., necessary to assume both the legal and moral responsibility of said work and to cover both persons and property as might come in contact with or be affected by said work.

7. Work shall be conducted professionally and cooperatively to give the least possible interference with and annoyance to citizens. It shall be the Contractor's responsibility to resolve work schedule conflicts.

8. Qualified and trained persons shall perform all work. A qualified supervisor shall be on-site at all times to oversee and direct work. All work shall be done professionally with the desires and needs of the City as the prime decision-making factor.

9. The Contractor shall be responsible for the removal, disposal, and cleanup of all demolition and other debris generated due to this work.

10. Any adjacent trees, shrubs, or other growth receiving or sustaining breakage, injury, or further damage shall be given remedial or corrective treatment and cleanup at the Contractor's expense or shall be deducted from final payment. The City shall be notified immediately of any such damage.

11. All work zone traffic control shall be in conformance with the current Virginia Work Area Protection Manual and approved by the City Traffic Engineer prior to the start of construction. The Contractor shall take adequate warning devices (cones, barricades, etc.) and/or other necessary precautions to ensure reasonable protection, safety, and warnings to persons and vehicular traffic in the area. No street closures allowed unless authorized by the City Traffic Engineer.

12. Damaged and salvaged guardrail materials shall become the Contractor's property and shall be disposed of per Section 106 of the VDOT Road and Bridge Specifications unless otherwise specified.

13. All unused or abandoned guardrail post holes shall be backfilled to existing ground level with approved material placed in layers not more than 4 inches in height. Each layer shall be compacted by tamping. All unused or abandoned post holes in paved shoulder shall be backfilled, compacted, and sealed with a fine asphalt plant mix no larger than S.M. -9.5A. No measurement or payment will be made for this work; all costs shall be included in other work items.

14. Cracks in the shoulder resulting from driving or removing guardrail posts shall be repaired at no additional cost to the City. In soil or aggregate stabilized shoulders, cracks and voids around the posts shall be filled with like material and thoroughly compacted. In asphalt paved or surfaced treated shoulders, cracks and voids around post shall be filled, compacted, and sealed with fine asphalt plant mix no larger than SM-9.5A. No measurement or payment will be made for this work; all costs shall be included in other work items.

15. The Contractor shall ensure all existing guardrail and end treatments left in place are correct, and all bolts are adequately torqued, and cables are taut.

16. All guardrails to be removed shall start at the run-off end and proceed to the run-on end terminal unless otherwise approved by the Engineer.

17. All guardrails removed during the workday shall be replaced the same workday unless otherwise approved by the Engineer.

18. No fixed objects, including bridge parapet walls, piers, blunt ends, and sign structures, shall not be left unprotected. The Contractor shall use an approved temporary guardrail terminal or impact attenuator service before the end of each workday to protect traffic from the fixed object. No measurement or payment will be made for temporary guardrail terminal or impact attenuator service; all costs shall be included in other work items. The Contractor shall plan and prosecute the work accordingly.

19. No uncompleted guardrail sections shall be leftover weekends or holidays unless otherwise approved by the Engineer. The Contractor shall plan and prosecute the work accordingly.

20. The build-up of debris under the existing guardrail in areas where the guardrail is replaced shall be removed to the original shoulder cross slope.

21. Reset the existing guardrail shall require the removal and disassembly of the existing W-beam and block-outs to re-drill the post for the reassembly of the block-outs and W-beam to the required height specified. If the existing post or block-outs are determined non-compliance with the standard drawings or specifications, new post or block-outs will be required and will be measured and paid for separately.

22. A desirable minimum of 2 feet of soil backing should be provided with a slope of 4:1 or flatter. If at least 1 foot of soil support cannot be provided, extra-long posts (7 or 9 feet) shall be used.

23. The Contractor shall furnish labor, materials, equipment, and incidentals necessary to complete all work described herein. This work shall be completed within 30 days after issuance of a Notice to Proceed by the City.

24. The Contractor shall obtain a City of Roanoke Right of Way Excavation Permit prior to any excavation work.

A traffic control plan and proof of…