Purchase and Implementation of an Adaptive Signal Control Technology (ASCT) System

RP001-22 I March 13, 2024 REQUEST FOR PROPOSAL RP016-24 The Gwinnett County Board of Commissioners is soliciting competitive sealed proposals from qualified consultants for the Purchase and Implementation of an Adaptive Signal Control Technology (ASCT) System for the Gwinnett County Department of Transportation. Proposals must be returned in a sealed container marked on the outside with the Request for Proposal number and Company Name. Proposals will be received until 2:50 P.M. local time on April 25, 2024, at the Gwinnett County Financial Services - Purchasing Division – 2nd Floor, 75 Langley Drive, Lawrenceville, Georgia 30046. Any proposal received after this date and time will not be accepted. Proposals will be publicly opened and only names of submitting firms will be read at 3:00 P.M. A list of firms submitting proposals will be available the following business day on our website www.gwinnettcounty.com.

A virtual pre-proposal conference is scheduled for 2:00 P.M. on March 29, 2024. To access, dial 1-408- 418-9388, enter Access Code 2346 550 4464. All proposers are strongly urged to attend. Questions regarding proposals should be directed to Michael Milstein, Purchasing Associate II at Michael.Milstein@GwinnettCounty.com no later than 3:00 P.M. April 11, 2024. Proposals are legal and binding upon the bidder when submitted. One unbound original and five (5) copies should be submitted. Successful consultants will be required to meet insurance requirements. The Insurance Company should be authorized to do business in Georgia by the Georgia Insurance Department and must have an A.M. Best rating of A-5 or higher. Gwinnett County does not discriminate on the basis of disability in the admission or access to its programs or activities. Any requests for reasonable accommodations required by individuals to fully participate in any open meeting, program or activity of Gwinnett County Government should be directed to the ADA Coordinator at the Gwinnett County Justice and Administration Center, 770-822-8165. The written proposal documents supersede any verbal or written prior communications between the parties. Selection criteria are outlined in the request for proposal documents. Gwinnett County reserves the right to reject any or all proposals to waive technicalities, and to make an award deemed in its best interest. Award notification will be posted after award on the County website, www.gwinnettcounty.com and companies submitting a proposal will be notified via email. We look forward to your proposal and appreciate your interest in Gwinnett County. Michael Milstein Purchasing Associate II http://www.gwinnettcounty.com/ mailto:Michael.Milstein@GwinnettCounty.com RP016-24 Page 2 I. General Specifications A. Gwinnett County requests qualified consultants to submit proposals for the purchase and implementation of an Adaptive Signal Control Technology (ASCT) system that meets the project’s system requirements. This is a pilot project that includes providing ASCT along SR 20/Grayson Highway from Park Place Drive to Herring Road. This initial deployment of ASCT in Gwinnett County is expected to be fully operational within approximately 12 months. The ASCT will be able to support the future integration of information from the traffic signal system with data from buses, emergency vehicles, and other vehicles. The selection of the successful proposer will be subject to their ability to meet the project’s needs and the criteria set forth in this Request for Proposals (RFP). Consultants MUST provide current Georgia Department of Transportation (GDOT) Notice of Professional Consultant Qualification (for each category you are proposing) with your proposal submittal. B. Sub-consultants will be permitted as part of the proposal but must be clearly identified. C. Goals and Objectives include the following. • Deploy an ASCT that is functional, operational, expandable, scalable, and maintainable as new needs are identified and as corridors are integrated. • Operate ASCT to provide more equitable assignment of green time. • Improve travel time reliability and travel speed. • Improve corridor safety. • Provide varying levels of delay or avoidance of traffic queuing. • Ability to operate along-side existing Transit and Emergency Vehicle Preemption System • Support a platform for effective performance analytics and reporting from multiple data sources (e.g., combining data from vehicles and infrastructure) • Require minimal ASCT specific hardware to support roadside units at traffic signal cabinets. D. The Gwinnett Standard is an expectation of excellence in all that we do. That standard, set over decades, has made Gwinnett a preferred community where everyone can thrive. We make it our mission to deliver superior services that support our vibrantly connected community and as an extension of the County, we expect our business partners to do the same. Beyond just executing the work, we expect our partners to be standard bearers; to act with integrity; to innovate and adapt; to be accountable and transparent; to be fair and respectful to everyone; and to engage, embrace, and unify our community. The successful consultant will incorporate into their response their commitment to upholding and promoting the Gwinnett Standard. E. Sub-consultants will be permitted as part of the proposal but must be clearly identified. Sub-consultants’ resumes and project references should be provided as well as appropriate GDOT prequalification. Subconsultants may be changed later provided they are approved by the Gwinnett County Department of Transportation (Gwinnett DOT), and the subconsultant is prequalified with GDOT in the appropriate area-class for the work planned. F. Proposals must follow the format as defined in Section 3.4 “Proposal Requirements” and be addressed and submitted as follows: • Submit one (1) single-sided, unbound original (designated as the original), three (3) bound copies. Proposals should be printed on 8-1/2” x 11” paper with font size no smaller than ten (10) point. Organizational charts may be printed on 11” x 17” provided it is folded to 8-1/2” x 11” size. • All proposal materials should be clearly marked “Adaptive Signal Control Technology” as well as include the name and address of the Proposer. • Respondents are encouraged to submit clear and concise responses and excessive length, or extraneous information is discouraged. To ensure our ability to evaluate and choose a successful service provider for this project, respondents are encouraged to be responsive to the specific range of issues requested in this solicitation. Submission of excessive “boiler plate” information, including sales brochures, is discouraged. Proposers should not submit website links in lieu of written responses. Website links and any information contained within may not be reviewed or considered by Gwinnett County. • All copies of the proposal must be identical. The full cost of proposal preparation is to be borne by the proposing firm. Proposals must be signed in ink by a company official that has authorization to commit company resources. • Gwinnett County reserves the right to negotiate all proposed fees prior to the award. RP016-24 Page 3 • Each proposal should include a fully executed “Firm Identification” page that includes a signature line for “Certification of Non-Collusion in Proposal Preparation” and a fully executed “Non-Conflict of Interest Certification”. Consultants should also submit the “Code of Ethics Affidavit”, and “Contractor Affidavit” (E- Verify). Failure to include these certifications could result in deeming the proposal non-responsive. • Sole responsibility rests with the consultant to see that their proposal(s) are received on time at the above stated location. • Proposals sent by facsimile or E-mail are not acceptable and will be rejected upon receipt. Consultants are expected to allow adequate time for delivery of their proposal either by hand delivery, postal service, or other means. • Submission of any proposal indicates a Proposer’s acceptance of the conditions contained in this RFP unless clearly and specifically noted otherwise, “Exceptions to RFP” and submitted with proposal. Gwinnett County has the sole discretion and reserves the right to cancel this RFP, and to reject all proposals, to waive all informalities and/or irregularities, if it is deemed to be in Gwinnett County’s best interests to do so. Gwinnett County reserves the right to accept or reject any or all the items in the proposal, and to award the contract in whole or in part and/or negotiate any or all items with individual Professionals if it is deemed in Gwinnett County’s best interest. Moreover, Gwinnett County reserves the right to make no selection if proposals are deemed not in the best interest of Gwinnett County. G. To provide these services, the proposal shall address the consultant’s capabilities and resources in the following areas with emphasis on local office resources. • Organizational structure relating to service delivery. • Company and staff experience • Proven, well developed processes. • Established and proven quality assurance and quality control procedures • Appropriate equipment and technology Note: Local being defined as the Atlanta metro-area H. Individuals, firms, and businesses seeking an award of a Gwinnett County contract may not initiate or continue any verbal or written communications, regarding a solicitation with any County officer, elected official, employee or other County representative without permission of the Purchasing Associate named in the solicitation between the date of the issuance of the solicitation and the date of the final contract award by the Board of Commissioners. Violations will be reviewed by the Purchasing Director. If determined that such communication has compromised the competitive process, the offer submitted by the individual, firm or business may be disqualified from consideration for award. I. Proposals submitted are not publicly available until after award by the Gwinnett County Board of Commissioners. All proposals and supporting materials as well as correspondence relating to this RFP become property of Gwinnett County when received. Any proprietary information contained in the proposal should be so indicated. However, a general indication that the entire contents or a major portion of the proposal is proprietary will not be honored. J. All applicable State of Georgia and Federal Laws, City and County ordinances, licenses and regulations of all agencies having jurisdiction shall apply to the consultant and project throughout. The Contract with the selected consultant, and all questions concerning the execution, validity or invalidity, capacity of the parties, and the performance of the Contract, shall be interpreted in all respects in accordance with the Charter and Code of Gwinnett County and the laws of the State of Georgia. II. Instructions to Consultants A. Consultant Qualifications No proposal shall be accepted from, and no contract will be awarded to any person, firm, or corporation that is in arrears to Gwinnett County, upon debt or contract that is a defaulter, as surety or otherwise, upon any obligation to Gwinnett County or that is deemed irresponsible or unreliable by Gwinnett County. If requested, consultant shall be required to submit satisfactory evidence that they have a practical knowledge of the particular service proposed upon and that they have the necessary financial resources to provide the proposed service category called for as described in the “Instructions to Consultants.” RP016-24 Page 4 B. Consultant Representation Proposals must be signed in ink by a company official that has authorization to commit company resources and shall contain the firm’s full business address. The person(s) who will be responsible for the engineering work shall be a registered Professional Engineer in the State of Georgia. Appropriate professionals for other service categories, licensed in the State of Georgia, shall be responsible for those portions of the work as may be required by law. C. Explanation of Proposal Evaluation Criteria The following items provide a brief explanation of what should be provided in your proposal: 1. Consultant’s Identification Give the full legal name of firm, the firm’s principal business office and its satellite offices, if any; and indicate the location(s) from which these services for the Gwinnett DOT would be staged. Give information on the firm’s history, business activities, size, employees, officers, affiliates, subsidiaries, ownership, and corporate data, as applicable to the provision of that service. Make sure the firm information form on Page 14 is included in your response. 2. Consultant’s Experience/Qualifications Briefly describe effective and substantive (relative to key objectives) experience in the past five (5) years including experience of consultant in the provision of similar services for State, County, and Municipal governments with emphasis on local government (metro-Atlanta/Georgia area) experience. This requested information is in addition to the information requested on the Reference Sheet. This information shall include: ▪ Client name and contact information including address, phone number, email address (current) ▪ Description of specific work authorization or services rendered. ▪ Dates of services ▪ Status/outcome of services including schedule and budget. Indicate the extent of the consultant’s involvement, whether as lead, sub-consultant, or partner. Consultants may provide a chart as a summary and/or full write-up on key relative projects. If full project write-ups are provided, provide not more than five (5) specific projects that are similar in scope and complexity. 3. Experience of Key Personnel Provide a summary description of relevant qualifications, experience and availability of proposed key staff members that may be involved with this project with emphasis on staff location (Atlanta metro area). Break down capabilities by discipline. Include an organizational chart footnoting any specific information regarding key personnel. The organizational chart may be 11” x 17” provided it is folded to 8 1⁄2” x 11” size. Describe qualifications and experience with similar projects. Complete resumes may be attached to supplement this information. 4. Understanding and Approach Provide a description of consultant’s understanding and approach to the delivery of services along with the identification of important issues/challenges and the resolution of conflicts that need to be addressed. The description should address innovative processes and demonstrate knowledge and understanding of the appropriate regulations/requirements. Consultants should also include a proposed schedule of work and phasing of signals. 5. Quality Assurance/Quality Control Provide a description of the consultant’s procedures for ensuring the accuracy and integrity of its services in the timely delivery of services while avoiding mistakes/obstacles. Include how would issues such as schedule management, cost control, and overall quality assurance/quality control of deliverable items be addressed. Describe the equipment, software, tools, and technology, if any, that would be used for and indicate how these add value to the services. Indicate experience with results obtained from these on past projects. Control and understanding of both human and equipment errors should be addressed. RP016-24 Page 5 6. References Provide three (3) references including identification of client, contact name (current), and contact information including telephone number, email address and specific project/services. All references should be verified for current contact information prior to submission. No more than one current Gwinnett County reference can be used. Gwinnett County will make no more than two (2) email attempts. If a reference does not respond to attempts at verification, the consultant shall be scored accordingly for that reference. It is incumbent upon the proposing consultant to verify the contact information and availability of references prior to submission of proposal(s). 7. Fee Proposal The Fee Schedule should be provided (in a separate, sealed envelope with your company name on the outside) for all potential labor categories that will be involved in the provision of professional services for the specific service categories for which the firm is qualifying. All overhead, profit, and direct charges such as, but not limited to document reproduction, photographic work, photo reprographic service, postage and shipping, computer usage expenses, transportation (including mileage) must be rolled into the hourly rates. All sub-consultant fees are to be billed at rates identified in the fee schedule. Pricing should also include one (1) year of maintenance services following completion. Tab/Criteria Points 1. Consultant’s Experience/Qualifications Effective and substantive (relative to key objectives) experience of the firm in the provision of similar services within the categories under consideration, with emphasis on local experience. 20 points 2. Experience of Key Personnel Relevant qualifications, experience, and availability of proposed key personnel in the categories under consideration, with emphasis on staff location. 25 points 3. Understanding and Approach Description of consultant’s understanding and approach to projects under consideration, including innovative processes, following appropriate regulations/requirements, identification of issues, and resolution of conflicts. 30 points 4. Quality Assurance/Quality Control Description of firm’s quality assurance/quality control processes to ensure accuracy and integrity of services in the timely delivery of services while avoiding mistakes/obstacles. 10 points 5. References Evaluation of Proposer’s references as to relevance, satisfaction with services and comments on key personnel. 5 points Total Points 100 Points 6. Fee Proposal One (1) original Proposal Fee Schedule must be submitted with your proposal in a separate, sealed envelope with your company name listed on the outside. 10 points 7. Optional Interview (if requested) 20 points Subtotal: 120 Points Part II, Interview: At Gwinnett DOT’s discretion or as deemed in Gwinnett DOT’s best interest, consultants may be short-listed a second time to determine the final recommendations to the Board of Commissioners. At this time, if Gwinnett DOT deems it to be necessary, Gwinnett DOT may request further information, explanations, clarifications, presentations, interviews, or meetings. If interviews are necessary for selection, evaluation will be performed based on point value shown below: RP016-24 Page 6 D. ASCT Provision, Installation, and Implementation Services The consultant will be expected to sign a Contract for the Purchase and Implementation of an Adaptive Signal Control Technology (ASCT) system. Attached is a Sample Contract developed by Gwinnett County. Successful consultant(s) are required within ten (10) days of the Notice of Award to provide the following: 1. Certificate of Insurance as specified in proposal. 2. Two (2) properly executed contract documents. The services to be performed under this contract shall commence upon award or after a Notice to Proceed (NTP) has been issued. In the event that the contract(s), if any, resulting from the award of this RFP must terminate or be likely to terminate prior to the making of an award for a new contract for the identified products and/or services, the Department may, with the written consent of the awarded Contractor, extend the contract(s) for such period of time as may be necessary to permit the Department’s continued supply of the identified products and/or services. The contract(s) may be amended in writing from time to time by mutual consent of the parties. Unless this RFP states otherwise, the resulting award of the contract(s) does not guarantee volume or a commitment of funds. TERMINATION FOR CAUSE The County may terminate this agreement for cause upon ten days prior written notice to the contractor of the contractor’s default in the performance of any term of this agreement. Such termination shall be without prejudice to any of the County’s rights or remedies by law. TERMINATION FOR CONVENIENCE The County may terminate this agreement for its convenience at any time upon 30 days written notice to the contractor. In the event of the County’s termination of this agreement for convenience, the contractor will be paid for those services performed. Partially completed performance of the agreement will be compensated based upon a signed statement of completion to be submitted by the contractor, which shall itemize each element of performance. III. Scope of Services Professional Services for GCDOT projects are procured through an individual RFP process. The specific contracting vehicle depends on the relative size of the project, complexity of the project, required completion schedule of project, and specialized requirements of the project. It is envisioned that the following services may be procured through the ASCT service contract process, when appropriate: TRAFFIC SIGNAL System Operations Gwinnett County is the second-most populous county in Georgia, with a population of over a 1 million residents. It is a part of the Atlanta metropolitan area. Gwinnett County Department of Transportation maintains over 750 signalized intersections. Gwinnett County’s traffic signal system is a comprehensive system consisting of traffic signal controllers, a central communications system, and communications interconnectivity to each of its signals. The local firmware for the traffic controllers is MaxView for the central operation of the signals and MaxTime for local controller firmware. Traffic congestion throughout the region is directly impacted by how well the signalized infrastructure functions, so it is important to identify areas that present an opportunity for improvements. Communication System Signal communication in Gwinnett County is primarily through a fiber optic network. Out of 758 signals in total, 709 are connected via fiber or cellular. RP016-24 Page 7 ITS ARCHITECTURAL AND SYSTEM ENGINEERING REQUIREMENTS Regional Intelligent Transportation Systems (ITS) Architecture The Regional ITS Architecture is the framework the ITS system is built upon in the region. It defines the basic elements of the system and what is expected. The architecture allows integration selections to be considered prior to investment in the design and development of the foundation components of the system. ITS Architecture defines what is needed now and the function of the system performance stays the same as technology evolves. There are many subsystems which perform different functions like managing traffic, providing traveler information, or responding to emergencies. Subsystems consist of traffic control center systems, field components, vehicle equipment, and traveler devices that contribute to the ITS network. The ASCT is a part of field components and traveler device subsystems of the ITS. The ASCT allows authorized local and remote users to set and read all user-programmable features and retrieve data collected by the system. ASCT equipment may utilize cloud based, wireless, optical, and GPS based technologies. ASCT trades information between other subsystems such as traffic information, incident information and sensor control data. As a part of the ITS Architecture, the integration of the ASCT is not only technical but a regional solution as well. ITS Architecture Requirements Gwinnett County is continuing the deployment of ITS technologies to improve and enhance the public’s travel experience in the County. The philosophy is to promote the use of advanced technologies to increase the reliability of the transportation network, while balancing the prioritization of current needs with progress toward a state-of-the-art comprehensive regional system for future generations. To support the County’s mission, a systems engineering approach is needed. This approach, promulgated by the FHWA for ITS projects, is depicted in Figure 1: Systems Engineering V Diagram. The V Diagram is used for the development model for ITS projects. The V Diagram in Figure 1 shows how project development fits within the broader ITS project life cycle. Source: University of California - Berkeley -Guiding the Project: The Systems Engineering Process FHWA Figure 1: Systems Engineering V Diagram The ITS Architecture Requirements are used to provide ASCT a way to interface to the existing ITS networks. ASCT needs more components than the existing traffic signal systems. The ASCT will require significant up-front configuration, periodic fine tuning, and regular maintenance to maximize the benefits of the system. Documentation of the API is needed to understand and send the data through the API and the ITS network. Other requirements are shown in Table 2. RP016-24 Page 8 Table 2: ASCT System Requirements Source: Model Systems Engineering Documents for Adaptive Signal Control Technology (ASCT) Systems FHWA System Requirement Notes The ASCT shall control a minimum of 11 signals concurrently Central Software The boundaries surrounding signal controllers that operate in a coordinated fashion shall be altered by the system according to a time-of-day schedule. (For example: this may be achieved by assigning signals to different groups or by combining groups.) This is a function of the signal controllers. The ASCT shall operate non-adaptively when adaptive control equipment fails. When current measured traffic conditions meet user-specified criteria, the ASCT shall alter the state of signal controllers, preventing queues from exceeding the storage capacity at user-specified locations. Able to share data with the TCC and TOC Jurisdictions responsible for signal operations are responsible for the maintenance (configuration changes, patches and updates, hardware repairs) of the application component, which may require a support system, and may entail agreements and relationships between end users and application providers. Updates the software as needed The ASCT shall support external interfaces according to the referenced interface control documents and the following detailed requirements. (Insert appropriate requirements that suit your needs. Interface data flows should be documented in your ITS architecture. Interface requirements include: • Information layer protocol • Application layer protocol • Lower layer protocol • Data aggregation • Frequency of storage • Frequency of reporting • Duration of storage) Able to share data with the TCC and TOC When current measured traffic conditions meet user-defined criteria, the ASCT shall alter the state of signal controllers providing two-way progression on a coordinated route. The ASCT shall provide maximum and minimum phase times. The ASCT shall provide a user-specified maximum value for each phase at each signal controller. The ASCT shall determine the order of phases at a user- specified intersection. (The calculation will be based on the optimization function. The ASCT shall coordinate along a user-defined route. The ASCT shall assign unused time from a preceding phase that terminates early to a user-specified phase as follows: • next coordinated phase • next phase • user-specified phase RP016-24 Page 9 System Requirement Notes The ASCT shall be implemented with a security policy that addresses the following selected elements: Specified cycle length • Meets Gwinnet County IT security policy • Local access to the ASCT. • Remote access to the ASCT. • System monitoring. • System manual override. • Development • Operations • User login • User password • Administration of the system • Signal controller group access IT The ASCT shall provide monitoring and control access at the following locations: 4.10.0-1 The system operator needs to monitor and control all required features of adaptive operation from the following locations: (Edit and select as appropriate to suit your situation.) • Agency TMC • Maintenance facility • Agency LAN or WAN • Workstations on agency LAN or WAN located at (specify) • Other agency TMC • Local controller cabinets • Remote locations via internet The ASCT shall maintain adaptive operation at non-preempted intersections during railroad preemption. The ASCT shall continue adaptive operations of a group when one of its signal controllers has a transit priority call. When the pedestrian phases are on recall, the ASCT shall accommodate pedestrian timing during adaptive operation. The ASCT shall be compatible with the following detector technologies (agency to specify): • Detector type A • Detector type B • Detector type C The consultant shall provide routine updates to the software and software environment necessary to preserve the fulfillment of requirements for a period of XX years. Preservation of requirements fulfillment especially includes all IT management requirements as previously identified. The ASCT shall report measures of current traffic conditions on which it bases signal state alterations. System Acceptance Test (SAT) (30-Day Period) • The purpose of the SAT is to demonstrate that the total system, consisting of hardware, system, communications, materials and construction, is properly installed, is free from defects and identified problems, exhibits stable and reliable performance, and completely complies with all contract documents. SAT shall be completed within eight (8) months after the Notice to Proceed is issued. RP016-24 Page 10 • Upon successful completion of all subsystem testing, the SAT shall be started. The SAT shall consist of a 30-day period of operation without failure of all Consultant supplied equipment. The Consultant and appropriate designees will be provided with full access to all equipment and control cabinets during this period for the purpose of verifying operations. • The Consultant’s will provide test equipment and labor needed to test, isolate and correct all equipment deficiencies found during the SAT. Key Consultant’s technical personnel familiar with the design and construction of each system component shall be available on site within 24 hours of notification of a problem. • During the SAT, the Consultant shall be responsible that all equipment is maintained in operable condition. The contractor shall identify, isolate, diagnose and troubleshoot all system problems. • During the SAT, the Consultant will keep and maintain a test log. This log shall contain at a minimum the following information: Date and time of failure, who reported the failure, confirmation of notification to/from the County engineer, description of the failure, troubleshooting performed, and date and time repair was completed. The Consultant shall submit an updated log to the resident engineer after each reported failure, and again after the repair has been completed. The contractor shall submit for approval a draft version of the test event log as part of the initial equipment submittal, to allow City review of form and content. • All system documentation errors, omissions and changes occurring prior to and during the SAT shall be corrected and resubmitted before system acceptance can be completed. Training The Consultant will provide training on the operations of the adaptive system, troubleshooting the system, on preventive maintenance and repair of equipment. Training will also be provided on the system configuration, administration of the system and system calibration. Documentation The Consultant will provide the County with documentation package for systems and hardware for this project. The documentation package will include the following: • Drawings (electrical, mechanical, assembly, flow and block diagrams, interconnection diagrams, power distribution, wiring, etc.), Schematics, System architecture diagrams. • A configuration report that includes software settings, configuration at each signal, and other parameters necessary for understanding system operation, a detailed functional and interface descriptions, user/operator manuals, software programming manuals and procedures and all other required documentation related to the completed ASCT system. • The documentation package shall address all hardware and software provided under this contract and shall be subject to review and approval by Gwinnett County before final system acceptance. RP016-24 Page 11 (RETURN FEE SCHEDULE IN A SEPARATELY SEALED ENVELOPE) PROPOSAL FEE SCHEDULE ADAPTIVE SIGNAL CONTROL TECHNOLOGY (ASCT) SERVICES Section I – Lump Sum ITEM # DESCRIPTION LUMP SUM 1. Purchase and Implementation of Adaptive Signal Control Technology (ASCT) System all components $ Section II – Hourly Rates (will ONLY be used for informational purposes) Item # Billing Category Hourly Rate 1. Principal-In-Charge $ 2. Project Manager $ 3. Engineer, Senior $ 4. Engineer $ 5. Engineer, Associate $ 6. Technician $ 7. CADD Technician $ 8. Administrative Support $ 9. Software $ 10. Detection $ Gwinnett County requires pricing to remain firm for the duration of the initial term of the contract. Failure to hold firm pricing for the initial term of the contract will be sufficient cause for Gwinnett County to declare proposal non-responsive. Please confirm the job positions in your organization that would be working on GCDOT work to the titles named above. There shall be no substitution or additional position titles other than those listed on each category. This is to include any subcontractors as well. The new demand service contract will ONLY pay on hourly rates submitted as part of this proposal. All overhead, profit, and direct charges such as, but not limited to, document reproduction, photographic work, photo reprographic service, postage and shipping, transportation including mileage, and computer usage expenses must be rolled into the hourly rates. All sub-consultant fees are to be billed at rates identified in the above fee schedule. Additionally, on an as needed basis, the consultant may be asked to provide staff to work as an extension of GCDOT to assist and complement existing County staff in the Traffic Signals & ITS Section. The desired fieldwork will require the use of the Consultant’s vehicle and it is expected that between 125 to 150 miles per week will be driven associated with the services provided to the County. Specifically, the County will utilize the Consultant for work as described in the following tasks: Investigation and Completion of Citizen Service Request, Creation, Testing & Monitoring of Signal Timings, and Complement Staff during Peak Hours in the Traffic Control Center. County will pay only this direct expense for auto transportation in connection with this type of work at a rate established by the County. Consultant has carefully reviewed the Contract, can meet all insurance and other requirements, and if selected, will sign the Contract. No modifications to the Contract will be permitted. Failure to check “Yes” below may result in your proposal being deemed non-responsive. ______ Yes ______ No COMPANY NAME: _________________________________________________________________________________________ RP016-24 Page 12 Failure To Return This Page as Part of Your Proposal Document May Result in Rejection of Proposal FIRM INFORMATION This page should be submitted in both the Proposal Document and the Fee Proposal Documents. The undersigned acknowledges receipt of the following addenda, listed by number and date appearing on each: Addendum No. # Date Certification Of Non-Collusion in Proposal Preparation (Signature) (Date) The County requires that all who enter a contract for the physical performance of services with the County must satisfy O.C.G.A. § 13-10-91 and Rule 300-10-1-.02, in all manner, and such are conditions of the contract. In compliance with the attached specifications, the undersigned offers and agrees, if this quote is accepted by the Board of Commissioners within one-hundred-twenty (120) days of the date of proposal opening, to furnish any or all the items upon which prices are quoted, at the price set opposite each item, delivered to the designated point(s) within the time specified in the quote schedule. By submission of this proposal, I understand that Gwinnett County uses Electronic Payments for remittance of goods and services. Firms should select their preferred method of electronic payment upon notice of award. For more information on electronic payments, please refer to the Electronic Payment information in the instructions to proposers. Legal Business Name (If your company is an LLC, you must identify all principals to include addresses and phone numbers in your submittal) Address Does your company currently have a location within Gwinnett County? Yes No Representative Signature Print Authorized Representative's Name Telephone Number Fax Number E-Mail Address http://www.gwinnettcounty.com/portal/gwinnett/Departments/FinancialServices/Treasury/ RP016-24 Page 13 FAILURE TO RETURN THIS PAGE AS PART OF YOUR BID DOCUMENT MAY RESULT IN REJECTION OF BID. REFERENCES Gwinnett County requests a minimum of three (3) references where work of a similar size and scope has been completed within the past five (5) years. Note: References should be customized for each project, rather than submitting the same set of references for every project bid. The references listed should be of similar size and scope of the project being bid on. Do not submit a project list in lieu of this form. 1. Company Name Brief Description of Project Completion Date Contract Amount $ Start Dates Contact Person Telephone E-Mail Address 2. Company Name Brief Description of Project Completion Date Contract Amount $ Start Date Contact Person Telephone E-Mail Address 3. Company Name Brief Description of Project Completion Date Contract Amount $ Start Date Contact Person Telephone E-Mail Address Company Name RP016-24 Page 14 INSURANCE REQUIREMENTS 1. Statutory Workers' Compensation Insurance (a) Employers Liability: ✓ Bodily Injury by Accident - $100,000 each accident ✓ Bodily Injury by Disease - $500,000 policy limit ✓ Bodily Injury by Disease - $100,000 each employee 2. Commercial General Liability Insurance (a) $1,000,000 limit of liability per occurrence for bodily injury and property damage (b) The following additional coverage must apply: ✓ 1986 (or later) ISO Commercial General Liability Form ✓ Dedicated Limits per Project Site or Location (CG 25 03 or CG 25 04) ✓ Additional Insured Endorsement (Form B CG 20 10 with a modification for completed operations or a separate endorsement covering Completed Operations) ✓ Blanket Contractual Liability ✓ Broad Form Property Damage ✓ Severability of Interest ✓ Underground, explosion, and collapse coverage ✓ Personal Injury (deleting both contractual and employee exclusions) ✓ Incidental Medical Malpractice ✓ Hostile Fire Pollution Wording 3. Auto Liability Insurance (a) $500,000 limit of liability per occurrence for bodily injury and property damage (b) Comprehensive form covering all owned, nonowned, leased, hired, and borrowed vehicles (c) Additional Insured Endorsement (d) Contractual Liability 4. Professional Liability Insurance - $1,000,000 (project specific for the Gwinnett County project) limit of liability per claim/aggregate or a limit of $1,000,000 per occurrence and $2,000,000 aggregate or a claim/aggregate limit of $3,000,000 per occurrence and $3,000,000 aggregate. ✓ Insurance company must be authorized to do business in the State of Georgia. ✓ Dedicated Limits per Project Site or Location (CG 25 03 or CG 25 04 or some other form) 5. Cyber Liability Insurance (a) $3,000,000 Limit for Network Security or Privacy Liability (b) $3,000,000 Limit for Data Recovery 5. Gwinnett County Board of Commissioners should be shown as an additional insured on General Liability and Auto Liability policies. 6. The cancellation should provide 10 days notice for nonpayment and 30 days notice of cancellation. 7. Certificate Holder should read: Gwinnett County Board of Commissioners 75 Langley Drive Lawrenceville, GA 30046-6935 8. Insurance Company, except Worker' Compensation carrier, must have an A.M. Best Rating of A-5 or higher. Certain Workers' Comp funds may be acceptable by the approval of the Insurance Unit. European markets including those based in London and domestic surplus lines markets that operate on a non-admitted basis are exempt from this requirement provided that the contractor’s broker/agent can provide financial data to establish that a market is equal to or exceeds the financial strengths associated with the A.M. Best’s rating of A-5 or better. 9. Insurance Company should be licensed to do business by the Georgia Department of Insurance. *See above note regarding Professional Liability RP016-24 Page 15 10. Certificates of Insurance, and any subsequent renewals, must reference specific bid/contract by project name and project/bid number. 11. The Contractor shall agree to provide complete certified copies of current insurance policy (ies) or a certified letter from the insurance company (ies) if requested by the County to verify the compliance with these insurance requirements. 12. All insurance coverages required to be provided by the Contractor will be primary over any insurance program carried by the County. 13. Contractor shall incorporate a copy of the insurance requirements as herein provided in each and every subcontract with each and every Subcontractor in any tier, and shall require each and every Subcontractor of any tier to comply with all such requirements. Contractor agrees that if for any reason Subcontractor fails to procure and maintain insurance as required, all such required Insurance shall be procured and maintained by Contractor at Contractor's expense. 14. No Contractor or Subcontractor shall commence any work of any kind under this Contract until all insurance requirements contained in this Contract have been complied with and until evidence of such compliance satisfactory to Gwinnett County as to form and content has been filed with Gwinnett County. The Acord Certificate of Insurance or a preapproved substitute is the required form in all cases where reference is made to a Certificate of Insurance or an approved substitute. 15. The Contractor shall agree to waive all rights of subrogation against the County, the Board of Commissioners, its officers, officials, employees, and volunteers from losses arising from work performed by the contractor for the County. 16. Special Form Contractors’ Equipment and Contents Insurance covering owned, used, and leased equipment, tools, supplies, and contents required to perform the services called for in the Contract. The coverage must be on a replacement cost basis. The County will be included as a Loss Payee in this coverage for County owned equipment, tools, supplies, and contents. 17. The Contractor shall make available to the County, through its records or records of their insurer, information regarding a specific claim related to any County project. Any loss run information available from the contractor or their insurer relating to a County project will be made available to the county upon their request. 18. Compliance by the Contractor and all subcontractors with the foregoing requirements as to carrying insurance shall not relieve the Contractor and all Subcontractors of their liability provisions of the Contract. 19. The Contractor and all Subcontractors are to comply with the Occupational Safety and Health Act of 1970, Public Law 91-956, and any other laws that may apply to this Contract. 20. The Contractor shall at a minimum apply risk management practices accepted by the contractors’ industry. RP016-24 Page 16 GENERAL CONDITIONS TO CONSULTANT AGREEMENT TABLE OF CONTENTS Article 1 Definitions 2 Contract Documents 3 Changes and Extra Work 4 Personnel and Equipment 5 Accuracy of Work 6 Findings Confidential 7 Termination of Agreement for Cause 8 Termination for Convenience of the COUNTY 9 CONSULTANT to Cooperate with other Consultants 10 Indemnification 11 Covenant Against Contingent Fees 12 Insurance 13 Prohibited Interests 14 Subcontracting 15 Assignability 16 Equal Employment Opportunity 17 Anti-Kickback Clause 18 Audits and Inspectors 19 Ownership, Publication, Reproduction and Use 20 Verbal Agreement or Conversation 21 Independent Consultant 22 Notices RP016-24 Page 17 1. DEFINITIONS Wherever used in this Agreement, whether in the singular or in the plural, the following terms shall have the following meanings: 1.1 COUNTY-means Gwinnett COUNTY, Georgia, a political subdivision of the State of Georgia. 1.2 Supplemental Agreement-means a written order to CONSULTANT signed by COUNTY and accepted by CONSULTANT, effecting an addition, deletion or revision in the Work, or an adjustment in the Agreement Price or the Contract Time, issued after execution of this Agreement. 1.3 Contract-means the Agreement Documents specifically identified and incorporated herein by reference in Section 2, CONTRACT DOCUMENTS. 1.4 Agreement Execution-means the date on which CONSULTANT executes and enters into a Agreement with COUNTY to perform the Work. 1.5 Agreement Price-means the total monies, adjusted in accordance with any provision herein, payable to the CONSULTANT under this Agreement. 1.6 Contract Time-means the period of time stated in this Agreement for the completion of the Work. 1.7 CONSULTANT-means the party or parties contracting directly with the COUNTY to perform Work pursuant to this Agreement. 1.8 DEPARTMENT-means the Director or designee of requesting department(s) named in this solicitation. 1.9 Drawings-means collectively, all the drawings, receipt of which is acknowledged by COUNTY, listed in this Agreement, and also such supplementary drawings as the CONSULTANT may issue from time to time in order to clarify or explain such drawing or to show details which are not shown thereon. 1.10 Specifications-means the written technical provisions including all appendices thereto, both general and specific, which form a part of the Agreement Documents. 1.11 Subconsultant-means any person, firm, partnership, joint venture, company, corporation, or entity having a contractual agreement with CONSULTANT or with any of its subconsultants at any tier to provide a part of the Work called for by this Agreement. 1.12 Work-means any and all obligations, duties and responsibilities, including furnishing equipment, engineering, design, workmanship, labor and any other services or things necessary to the successful completion of the Project, assigned to or undertaken by CONSULTANT under this Agreement. 1.13 Liaison-Representative of the COUNTY who shall act as Liaison between the COUNTY and the CONSULTANT for all matters pertaining to this Agreement, including review of CONSULTANT's plans and work. 2. CONTRACT DOCUMENTS 2.1 List of Documents RP016-24 Page 18 The Agreement, any required bonds, the General Conditions, the Appendices, the Detailed Scope of Work, the Specifications, the Drawings, the Exhibits, and all Agreement Supplemental Agreements shall constitute the Agreement Documents. 2.2 Conflict and Precedence 2.0.1 The Agreement Documents are complementary, and what is called for by one is as binding as if called for by all. In the event there are any conflicting provisions or requirements in the component parts of this Agreement, the several Agreement Documents shall take precedence in the following order: 1. Supplemental Agreements 2. Agreement 3. General Conditions 4. Detailed Scope of Work 5. Specifications 6. Drawings 3. CHANGES AND EXTRA WORK The COUNTY may, at any time, request changes in the work to be performed hereunder. All such changes, including any increase or decrease in the amount of the CONSULTANT's compensation, which are mutually agreed upon by and between the COUNTY and the CONSULTANT, shall be incorporated in written Supplemental Agreements to the Agreement. 4. PERSONNEL AND EQUIPMENT The CONSULTANT represents that it has secured or will secure, at its own expense, all personnel necessary to complete this Agreement; none of whom shall be employees of, or have any contractual relationship with, the COUNTY. Primary liaison with the COUNTY will be through its designee. All of the services required hereunder will be performed by the CONSULTANT under its supervision, and all personnel engaged in the work shall be fully qualified and shall be authorized or permitted under law to perform such services. The CONSULTANT shall employ only persons duly registered in the appropriate category in responsible charge of supervision and design of the work; and further shall employ only qualified surveyors in responsible charge of any survey work. The CONSULTANT shall endorse all reports, contract plans, and survey data. Such endorsements shall be made by a person duly registered in the appropriate category by the Georgia State Board of Registration, being in the full employ of the CONSULTANT and responsible for the work prescribed by this Agreement. 5. ACCURACY OF WORK The CONSULTANT shall be responsible for the accuracy of the work and shall promptly correct errors and omissions in its plans and specifications without additional compensation. Acceptance of the work by the COUNTY will not relieve the CONSULTANT of the responsibility for subsequent correction of any errors and the clarification of any ambiguities. 6. FINDINGS CONFIDENTIAL The CONSULTANT agrees that its conclusions and any reports are for the confidential information of the COUNTY and that it will not disclose its conclusions in whole or in part to any persons whatsoever, other than to submit its written documentation to the COUNTY, and will only discuss the same with it or its authorized representatives. Upon completion of this Agreement term, all documents, reports, maps, data and studies prepared by the CONSULTANT pursuant thereto shall become the property of the COUNTY and be delivered to DEPARTMENT. RP016-24 Page 19 Articles, papers, bulletins, reports, or other materials reporting the plans, progress, analyses, or results and findings of the work conducted under this Agreement shall not be presented publicly or published without prior approval in writing of the COUNTY. It is further agreed that if any information concerning the PROJECT, its conduct, results, or data gathered or processed should be released by the CONSULTANT without prior approval from the COUNTY, the release of same shall constitute grounds for termination of this Agreement without indemnity to the CONSULTANT, but should any such information be released by the COUNTY or by the CONSULTANT with such prior written approval, the same shall be regarded as public information and no longer subject to the restrictions of this Agreement. 7. TERMINATION OF AGREEMENT FOR CAUSE If through any cause, the CONSULTANT shall fail to fulfill in a timely and proper manner its obligations under this Agreement, or if the CONSULTANT shall violate any of the covenants, agreements or stipulations of this Agreement, the COUNTY shall thereupon have the right to terminate this Agreement by giving written notice to the CONSULTANT of such termination, and specifying the effective date thereof, at least ten (10) days before the effective date of such termination. Failure to maintain the scheduled level of effort as proposed and prescribed, or deviation from the aforesaid schedule without prior approval of the COUNTY, shall constitute cause for termination. In such event, all finished or unfinished documents, maps, data, studies, work papers and reports prepared by the CONSULTANT under this Agreement shall become the property of the COUNTY, and the CONSULTANT shall be entitled to receive just and equitable compensation for any satisfactory work completed on such documents, as determined by the COUNTY. 8. TERMINATION FOR CONVENIENCE OF THE COUNTY The COUNTY may terminate this Agreement for its convenience at any time upon 30 days notice in writing to the CONSULTANT. If the Agreement is terminated by the COUNTY as provided in this Article 8, the CONSULTANT will be paid compensation for those services actually performed. Partially completed tasks will be compensated for based on a signed statement of completion to be submitted by the CONSULTANT which shall itemize each task element and briefly state what work has been completed and what work remains to be done. All such expenses shall be properly documented and submitted to the Director or his designee for processing and payment. The Gwinnett County Board of Commissioners shall be the final authority in the event of any disputes over authorized costs between the Director and the CONSULTANT. 9. CONSULTANTS TO COOPERATE WITH OTHER CONSULTANTS If the COUNTY undertakes or awards other contracts for additional related work, the CONSULTANT shall fully cooperate with such other consultants and the COUNTY employees or appointed committee(s), and carefully fit its own work to such additional work as may be directed by the COUNTY. The CONSULTANT shall not commit or permit any act which will interfere with the performance of work by any other CONSULTANT or by COUNTY employees. 10. INDEMNIFICATION CONSULTANT agrees to protect, defend, indemnify, and hold harmless the COUNTY, its commissioners, officers, agents and employees from and against any and all liability, damages, claims, suits, liens, and judgments, for whatever nature, including claims for contribution and/or indemnification, for injuries to or death of any person or persons, or damage to the property or other rights of any person or persons to the extent arising out of and attributed to the negligent acts, errors or omissions of the CONSULTANT. CONSULTANT's obligation to protect, defend, indemnify, and hold harmless, as set forth hereinabove shall include any matter arising out of any patent, trademark, copyright, or service mark, or any actual or RP016-24 Page 20 alleged unfair competition disparagement of product or service, or other business tort of any type whatsoever, or any actual or alleged violation of trade regulations. CONSULTANT further agrees to protect, defend, indemnify, and hold harmless the COUNTY, its commissioners, officers, agents, and employees from and against any and all claims or liability for compensation under the Worker's Compensation Act arising out of injuries sustained by any employee of the CONSULTANT. 11. COVENANT AGAINST CONTINGENT FEES The CONSULTANT warrants that no person or selling agency has been employed or retained to solicit or secure this Agreement upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by CONSULTANT for the purpose of securing business and that the CONSULTANT has not received any non-COUNTY fee related to this Agreement without the prior written consent of the COUNTY. For breach or violation of this warranty, the COUNTY shall have the right to annul this Agreement without liability or at its discretion to deduct from the Agreement Price of consideration the full amount of such commission, percentage, brokerage or contingent fee. 12. INSURANCE The CONSULTANT shall, at all times that this Agreement is in effect, cause to be maintained in force and effect an insurance policy (s) that will ensure and indemnify both COUNTY and CONSULTANT against liability or financial loss resulting from injuries occurring to persons or property or occurring as a result of any negligent error, act, or omission of the CONSULTANT during the term of this Agreement. The liability under such insurance policy shall be not less than in the attached. The CONSULTANT shall provide, at all times that this Agreement is in effect, Worker's Compensation insurance in accordance with the laws of the State of Georgia. The CONSULTANT shall provide, at all times that this Agreement is in effect, Professional Liability Insurance with a limit of not less than that shown in the attached Additionally, CONSULTANT shall provide, at all times that this Agreement is in effect, automobile liability insurance with a limit of not less than that shown in the attached. The policies shall be written by a responsible company(s), to be approved by the COUNTY, and shall be noncancellable except on thirty (30) days' written notice to the COUNTY. Such policies shall name the COUNTY as additional insured, except for worker's compensation and professional liability policies, and a copy of such policy or a certificate of insurance shall be filed with the Director at the time of the execution of this Agreement. 13. PROHIBITED INTERESTS 13.1 Conflict of Interest: The CONSULTANT agrees that it presently has no interest and shall acquire no interest, direct or indirect, that would conflict in any manner or degree with the performance of its services hereunder, unless disclosed per O.C.G.A.36-80-28. The CONSULTANT further agrees that, in the performance of the Agreement, no person having any such interest shall be employed. 13.2 Interest of Public Officials: No member, officer, or employee of the COUNTY during his tenure or for one year thereafter, shall have any interest, direct or indirect, in this Agreement or the proceeds thereof. 14. SUBCONTRACTING The CONSULTANT shall not subcontract any part of the work covered by this Agreement or permit subcontracted work to be further subcontracted without the Department’s prior written approval of the RP016-24 Page 21 subconsultant. The Department will not approve any subconsultant for work covered by this Agreement that has not been recommended for approval by the Department Director. All subcontracts in the amount of $10,000 or more shall include the provisions set forth in this Agreement. 15. ASSIGNABILITY The CONSULTANT shall not assign or transfer whether by an assignment or novation, any of its rights, obligations, benefits, liabilities or other interest under this Agreement without the written consent of the COUNTY. 16. EQUAL EMPLOYMENT OPPORTUNITY During the performance of this Agreement, the CONSULTANT agrees as follows: (1) the CONSULTANT will not discriminate against any employee or applicant for employment because of race, creed, color, sex or national origin; (2) the CONSULTANT will, in all solicitations or advertisements for employees placed by qualified applicants, receive consideration for employment without regard to race, creed, color, sex or national origin; (3) the CONSULTANT will cause the foregoing provisions to be inserted in all subcontracts for any work covered by the Agreement so that such provision will be binding upon each subconsultant, provided that the foregoing provision shall not apply to contracts or subcontracts for standard commercial supplies of raw materials. 17. ANTI-KICKBACK CLAUSE Salaries of architects, draftsmen, technical engineers and engineers, and technicians performing work under this Agreement shall be paid unconditionally and not less often than once a month without deduction or rebate on any account except only such payroll deductions as are mandatory by law. The CONSULTANT hereby promises to comply with all applicable "Anti-kickback" laws and shall insert appropriate provisions in all subcontracts covering work under this Agreement. 18. AUDITS AND INSPECTORS At any time during normal business hours and as often as the COUNTY may deem necessary, the CONSULTANT shall make available to the COUNTY for examination all of its records with respect to all matters covered by this Agreement. It shall also permit the COUNTY to audit, examine and make copies, excerpts or transcripts from such records of personnel, conditions of employment and other data relating to all matters covered by this Agreement. The CONSULTANT shall maintain all books, documents, papers, accounting records and other evidence pertaining to costs incurred on the Project and used in support of its proposal and shall make such material available at all reasonable times during the period of the Agreement, and for three years from the date of final payment under the Agreement, for inspection by the COUNTY or any reviewing agencies, and copies thereof shall be furnished upon request. The CONSULTANT agrees that the provisions of this Article shall be included in any Agreements it may make with any subconsultant, assignee, or transferee. 19. OWNERSHIP, PUBLICATION, REPRODUCTION AND USE All documents and materials prepared pursuant to this Agreement are the property of the COUNTY. The COUNTY shall have the unrestricted authority to publish, disclose, distribute, and otherwise use, in whole or in part, any reports, data, maps, or other materials prepared under this Agreement without according credit of authorship. The COUNTY shall hold harmless and indemnify the CONSULTANT against all claims arising out of such use of documents and materials without the CONSULTANT'S knowledge and consent. 20. VERBAL AGREEMENT OR CONVERSATION No verbal agreement or conversation with any officer, agent, or employee of the COUNTY, either before, during, or after the execution of this Agreement, shall affect or modify any of the terms or obligations RP016-24 Page 22 herein contained, nor shall such verbal agreement or conversation entitle the CONSULTANT to any additional payment whatsoever under the terms for this Agreement. All changes to this Agreement shall be in writing and appended hereto as prescribed in Article 3 above. 21. INDEPENDENT CONSULTANT The CONSULTANT shall perform the services under this Agreement as an independent consultant and nothing contained herein shall be construed to be inconsistent with this relationship or status. Nothing in this Agreement shall be interpreted or construed to constitute the CONSULTANT or any of its agents or employees to be the agent, employee, or representative of the COUNTY. 22. NOTICES All notices shall be in writing and delivered in person or transmitted by certified mail, postage prepaid. RP016-24 Page 23 ***Gwinnett County requires that all Contracts between parties be entered into via the following documents. If any exceptions are taken to any part of this document, each must be stated in detail and submitted as part of your proposal/bid document. If no exceptions are noted, it is assumed that the party fully agrees to the contract in its entirety. Exceptions to the sample contract provided in this request for proposal will be considered in terms of responsiveness when making the award. *** **SAMPLE** ONE-TIME CONSULTANT CONTRACT RP016-24 Purchase and Implementation of an Adaptive Signal Control Technology (ASCT) System This CONTRACT made and entered into this day of , 20 by and between Gwinnett County, Georgia (Party of the First Part, hereinafter called the COUNTY), and __________________________________, (Party of the Second Part, hereinafter called the Consultant) NOW THEREFORE, for and in consideration of the mutual promises and obligations contained herein and under the conditions hereinafter set forth, the parties do hereby agree as follows: 1. TERM: This contract shall commence upon the date this contract is fully executed and be in effect for _____ consecutive calendar days. 2. ATTACHMENTS: This Contract shall consist of the Service Provider's bid/proposal and all Invitations to Bid/Proposals including all drawings, specifications, price lists, Instructions to Bidders, General Conditions, Special Provisions, Detailed Specifications, addenda, and change orders issued after execution of the Contract (hereinafter collectively referred to as the "Bid"), which are specifically incorporated herein by reference (Exhibit A). In the event of a conflict between the County's contract documents and the Service Provider’s bid/proposal, the County's contract documents shall control. 3. PERFORMANCE: Consultant agrees to furnish all skill and labor of every description necessary to carry out and complete in good, firm and substantial, workmanlike manner, the work specified, in strict conformity with the Bid Proposal. 4. PRICE: As full compensation for the performance of this Contract, the County shall pay the Consultant for the actual quantity of work performed, which shall in no event exceed $ The fees for the work to be performed under this Contract shall be charged to the County in accordance with the rate schedule referenced in the Bid Proposal (Exhibit A). The County agrees to pay the Consultant following receipt by the County of a detailed invoice, reflecting the actual work performed by the Consultant. 5. INDEMNIFICATION AND HOLD HARMLESS: CONSULTANT agrees to protect, defend, indemnify, and hold harmless the COUNTY, its commissioners, officers, agents and employees from and against any and all liability, damages, claims, suits, liens, and judgments, for whatever nature, including claims for contribution and/or indemnification, for injuries to or death of any person or persons, or damage to the property or other rights of any person or persons to the extent arising out of and attributed to the negligent acts, errors or omissions of the CONSULTANT. CONSULTANT's obligation to protect, defend, indemnify, and hold harmless, as set forth hereinabove shall include any matter arising out of any patent, trademark, copyright, or service mark, or any actual or alleged unfair competition disparagement of product or service, or other business tort of any type whatsoever, or any actual or alleged violation of trade regulations. RP016-24 Page 24 CONSULTANT further agrees to protect, defend, indemnify, and hold harmless the COUNTY, its commissioners, officers, agents, and employees from and against any and all claims or liability for compensation under the Worker's Compensation Act arising out of injuries sustained by any employee of the CONSULTANT. 6. TERMINATION FOR CAUSE: The COUNTY may terminate this Contract for cause upon ten (10) days prior written notice to the Consultant of the Consultant's default in the performance of any term of this Contract. Such termination shall be without prejudice to any of the COUNTY's rights or remedies provided by law. 7. TERMINATION FOR CONVENIENCE: The COUNTY may terminate this Contract for its convenience at any time upon 30 days written notice to the Consultant. In the event of the COUNTY's termination of this Contract for convenience, the Consultant will be paid for those services actually performed. Partially completed performance of the Contract will be compensated based upon a signed statement of completion to be submitted by the Consultant, which shall itemize each element of performance. 8. CONTRACT NOT TO DISCRIMINATE: During the performance of this Contract, the Consultant will not discriminate against any employee or applicant for employment because of race, creed, color, sex, national origin, age, or disability, which does not preclude the applicant or employee from performing the essential functions of the position. The Consultant will also, in all solicitations or advertisements for employees placed by qualified applicants, consider the same without regard to race, creed, color, sex, national origin, age, or disability, which does not preclude the applicant from performing the essential functions of the job. The Consultant will cause the foregoing provisions to be inserted in all subcontracts for any work covered by this Contract so that such provision will be binding upon each subconsultant, providing that the foregoing provisions shall not apply to contracts or subconsultants for standard commercial supplies of raw materials. 9. ASSIGNMENT: The Consultant shall not sublet, assign, transfer, pledge, convey, sell or otherwise dispose of the whole or any part of this Contract or his right, title, or interest therein to any person, firm, or corporation without the previous consent of the County in writing. 10. WAIVER: A waiver by either party of any breach of any provision, term, covenant, or condition of this Contract shall not be deemed a waiver of any subsequent breach of the same or any other provision, term, covenant, or condition. 11. SEVERABILITY: The parties agree that each of the provisions included in this Contract is separate, distinct and severable from the other and remaining provisions of this Contract, and that the invalidity of any Contract provision shall not affect the validity of any other provision or provisions of this Contract. 12. GOVERNING LAW: The parties agree that this Contract shall be governed and construed in accordance with the laws of the State of Georgia. This Contract has been signed in Gwinnett County, Georgia. 13. MERGER CLAUSE: The parties agree that the terms of this Contract include the entire Contract between the parties, and as such, shall exclusively bind the parties. No other representations, either oral or written, may be used to contradict the terms of this Contract. (Signature Next Page) RP016-24 Page 25 IN WITNESS WHEREOF, the parties hereto, acting through their duly authorized agents, have caused this CONTRACT to be signed, sealed and delivered. GWINNETT COUNTY, GEORGIA By: Nicole L. Hendrickson, Chairwoman Gwinnett County Board of Commissioners ATTEST: Signature Tina King, County Clerk Board of Commissioners APPROVED AS TO FORM: Signature Gwinnett County Staff Attorney CONSULTANT: BY: Signature Print Name Title ATTEST: Signature Print Name Corporate Secretary (Seal) RP016-24 Page 26 RP016-24, Provision, Installation, and Implementation of an Adaptive Signal Control Technology (ASCT) System Page 29 CODE OF ETHICS AFFIDAVIT PLEASE RETURN THIS FORM COMPLETED WITH YOUR SUBMITTAL. SUBMITTED FORMS ARE REQUIRED PRIOR TO EVALUATION. In accordance with Section 54-33 of the Gwinnett County Code of Ordinances the undersigned bidder/proposer makes the following full and complete disclosure under oath, to the best of their knowledge, of the name(s) of all elected officials whom it employs or who have a direct or indirect pecuniary interest in or with the vendor, its affiliates or its subcontractors: 1. _________________________________________________________________________________________ Company Submitting Bid/Proposal 2. Please select one of the following:  No information to disclose (complete only section 4 below)  Disclosed information below (complete section 3 & section 4 below) 3. If additional space is required, please attach list: Gwinnett County Elected Official Name Gwinnett County Elected Official Name Gwinnett County Elected Official Name Gwinnett County Elected Official Name 4. BY: Authorized Officer or Agent Signature Printed Name of Authorized Officer or Agent Title of Authorized Officer or Agent of Contractor Sworn to and subscribed before me this day of , 20 Notary Public (seal) Note: See Gwinnett County Code of Ethics Ordinance EO2011, Sec. 54-33. The ordinance will be available to view in its’ entirety at GwinnettCounty.com RP039-23 Page 27 RP016-24, Purchase and Implementation of an Adaptive Signal Control Technology (ASCT) System Page 30 CONTRACTOR AFFIDAVIT AND AGREEMENT (THIS FORM SHOULD BE FULLY COMPLETED AND RETURNED WITH YOUR SUBMITTAL) By executing this affidavit, the undersigned contractor verifies its compliance with The Illegal Immigration Reform Enhancements for 2013, stating affirmatively that the individual, firm, or corporation which is contracting with the Gwinnett County Board of Commissioners has registered with and is participating in a federal work authorization program* [any of the electronic verification of work authorization programs operated by the United States Department of Homeland Security or any equivalent federal work authorization program operated by the United States Department of Homeland Security] to verify information of newly hired employees, pursuant to the Immigration Reform and Control Act, in accordance with the applicability provisions and deadlines established therein. The undersigned further agrees that, should it employ or contract with any subcontractor(s) in connection with the physical performance of services or the performance of labor pursuant to this contract with the Gwinnett County Board of Commissioners, contractor will secure from such subcontractor(s) similar verification of compliance with the Illegal Immigration Reform and Enforcement Act on the Subcontractor Affidavit provided in Rule 300-10-01-.08 or a substantially similar form. Contractor further agrees to maintain records of such compliance and provide a copy of each such verification to the Gwinnett County Board of Commissioners at the time the subcontractor(s) is retained to perform such service. _________________________________________ _____________________________________ E-Verify * User Identification Number Date Registered _________________________________________ Legal Company Name _________________________________________ Street Address _________________________________________ City/State/Zip Code _____________________________________ _____________________________________ BY: Authorized Officer or Agent Date (Contractor Signature) __________________________________________ Title of Authorized Officer or Agent of Contractor ___________________________________________ Printed Name of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE _______ DAY OF ______________________, 20_______ ________________________________________________ Notary Public My Commission Expires: ___________________________ * As of the effective date of O.C.G.A. 13-10-91, the applicable federal work authorization program is “E-Verify” operated by the U.S. Citizenship and Immigration Services Bureau of the U.S. Department of Homeland Security, in conjunction with the Social Security Administration (SSA). For Gwinnett County Use Only: Document ID #________________ Issue Date: ___________________ Initials: ______________________ RP016-24 Page 28 GWINNETT COUNTY DEPARTMENT OF FINANCIAL SERVICES – PURCHASING DIVISION GENERAL INSTRUCTIONS FOR VENDORS, TERMS AND CONDITIONS ***ATTENTION*** FAILURE TO RETURN THE FOLLOWING DOCUMENTS MAY RESULT IN SUBMITTAL BEING DEEMED NON- RESPONSIVE AND AUTOMATIC REJECTION. THE COUNTY SHALL BE THE SOLE DETERMINANT OF TECHNICALITY VS. NON-RESPONSIVE SUBMITTAL: 1. FAILURE TO USE COUNTY FEE SCHEDULE. 2. FAILURE TO RETURN OR ACKNOWLEDGE APPLICABLE COMPLIANCE/SPECIFICATION SHEETS. 3. FAILURE TO RETURN OR ACKNOWLEDGE APPLICABLE ADDENDA. 4. FAILURE TO PROVIDE INFORMATION ON ALTERNATES OR EQUIVALENTS. 5. FAILURE TO PROVIDE BID BOND, WHEN REQUIRED, WILL RESULT IN SUBMITTAL BEING DEEMED NON-RESPONSIVE AND AUTOMATIC REJECTION. BID BONDS ARE NOT REQUIRED ON ALL SOLICITATIONS. BOND REQUIREMENTS ARE CLEARLY STATED ON THE INVITATION PAGE. IF CLARIFICATION IS NEEDED, CONTACT THE PURCHASING ASSOCIATE LISTED IN THE INVITATION. IF BONDS ARE REQUIRED, FORMS WILL BE PROVIDED IN THIS SOLICITATION DOCUMENT. 6. FAILURE TO PROVIDE CONTRACTOR AFFIDAVIT AND AGREEMENT, WHEN REQUIRED, MAY RESULT IN SUBMITTAL BEING DEEMED NON-RESPONSIVE AND REJECTED. THE CONTRACTOR AFFIDAVIT AND AGREEMENT IS NOT REQUIRED ON ALL SOLICITATIONS. IF CLARIFICATION IS NEEDED, CONTACT THE PURCHASING ASSOCIATE LISTED IN THE INVITATION. 7. FAILURE TO PROVIDE AN ETHICS AFFIDAVIT WHEN REQUIRED, MAY RESULT IN SUBMITTAL BEING DEEMED NON-RESPONSIVE AND REJECTED. THE ETHICS AFFIDAVIT IS REQUIRED ON ALL FORMAL SOLICITATIONS OVER $100,000.00. IF CLARIFICATION IS NEEDED, CONTACT THE PURCHASING ASSOCIATE LISTED IN THE INVITATION. RP016-24 Page 29 I. PREPARATION OF SUBMITTAL A. Each vendor shall examine the drawings, specifications, schedule, and all instructions. Failure to do so will be at the vendor’s risk, as the vendor will be held accountable for their submittal. B. Each vendor shall furnish all information required by the solicitation form or document. Each vendor shall sign the submittal and print or type his or her name on the fee schedule. The person signing the submittal should initial erasures or other changes. An authorized agent of the vendor must sign the submittal. C. Fee schedule pricing should have only two decimal places unless otherwise stated. In the event of a calculation error in total price, the unit pricing prevails. D. Except for solicitations for the sale of real property, individuals, firms, and businesses seeking an award of a Gwinnett County contract may not initiate or continue any verbal or written communications regarding a solicitation with any County officer, elected official, employee, or other County representative other than the Purchasing Associate named in the solicitation between the date of the issuance of the solicitation and the date of the final award. The Purchasing Director will review violations. If determined that such communication has compromised the competitive process, the offer submitted by the individual, firm or business may be disqualified from consideration for award. Solicitations for the sale of real property may allow for verbal or written communications with the appropriate Gwinnett County representative. E. Sample contracts (if pertinent) are attached. These do NOT have to be filled out with the submittal but are contained for informational purposes only. If awarded, the successful vendor(s) will be required to execute these documents prior to County execution. F. Effective July 1, 2013 and in accordance with the Georgia Illegal Immigration Reform Enhancements for 2013, an original signed, notarized and fully completed Contractor Affidavit and Agreement should be included with vendor’s submittal, if the solicitation is for the physical performance of services for all labor or service contract(s) that exceed $2,499.99 (except for services performed by an individual who is licensed pursuant to Title 26, Title 43, or the State Bar of Georgia). Failure to provide the Contractor Affidavit and Agreement with your submittal may result in being deemed non-responsive and automatic rejection. II. DELIVERY A. Each vendor should state time of proposed delivery of goods or services. B. Words such as “immediate,” “as soon as possible,” etc. should not be used. The known earliest date or the minimum number of calendar days required after receipt of order (delivery A.R.O.) should be stated. If calendar days are used, include Saturday, Sunday, and holidays in the number. III. EXPLANATION TO VENDORS Any explanation desired by a vendor regarding the meaning or interpretation of the solicitation, drawings, specifications, etc. must be requested by the question cutoff deadline stated in the solicitation for a reply to reach all vendors before the deadline of the solicitation. Any information given to a prospective vendor concerning a solicitation will be furnished to all prospective vendors as an addendum to the solicitation if such information is necessary or if the lack of such RP016-24 Page 30 information would be prejudicial to uninformed vendors. The written solicitation documents supersede any verbal or written communications between the parties. Receipt of addenda should be acknowledged in the submittal. It is the vendor’s responsibility to ensure they have all applicable addenda prior to their submittal. This may be accomplished by contacting the assigned Purchasing Associate prior to the submittal or visiting the Gwinnett County website. IV. SUBMISSION OF FORMAL OFFERS/SUBMITTALS A. Formal bid and proposal submittals shall be enclosed in a sealed package or envelope, addressed to the Gwinnett County Purchasing Division with the name of the vendor, the date and hour of opening and the solicitation number on the face of the package or envelope. Facsimile or emailed submittals will not be considered. Any addenda should be enclosed in the sealed envelopes as well. B. ADD/DEDUCT: Add or deduct amounts indicated on the outside of the envelope are allowed and will be applied to the lump sum amount. Amount shall be clearly stated and should be initialed by an authorized representative. C. Samples of items, when required, must be submitted within the time specified and, unless otherwise specified by the County, at no expense to the County. Unless otherwise specified, samples will be returned at the vendor’s request and expense, if items are not destroyed by testing. D. Items offered must meet required specifications and must be of a quality that will adequately serve the use and purpose for which intended. E. Full identification of each item submitted, including brand name, model, catalog number, etc. must be furnished to identify exactly what the vendor is offering. Manufacturer’s literature may be furnished but vendor should not submit excessive marketing material. F. The vendor must certify that items to be furnished are new and that the quality has not deteriorated to impair its usefulness. G. Unsigned submittals will not be considered except in cases where it is enclosed with other documents that have been signed. The County will determine acceptability in these cases. H. Gwinnett County is exempt from federal excise tax and Georgia sales tax regarding goods and services purchased directly by Gwinnett County. Vendors are responsible for federal excise tax and sales tax, including taxes for materials incorporated in county construction projects. Vendors should contact the State of Georgia Sales Tax Division for additional information. Agreements were there is a cost-plus mark-up, mark-up will not be paid on taxes. I. Information submitted by a vendor in the solicitation process shall be subject to disclosure after the public opening in accordance with the Georgia Open Records Act. V. WITHDRAWAL DUE TO ERRORS Vendors must give Gwinnett County Purchasing Division written notice within two (2) business days of completion of the opening stating that they wish to withdraw their submittal without penalty for an obvious clerical or calculation error. Submittal may be withdrawn from consideration if the price was substantially lower than the other submittals due solely to a mistake therein, provided pricing was submitted in good faith, and the mistake was a clerical mistake as opposed to a judgment mistake and was due to an unintentional arithmetic error or an unintentional omission of a quantity of work, labor or material made directly in the compilation of RP016-24 Page 31 the submittal. The unintentional arithmetic error or omission can be clearly proven through inspection of the original work papers, documents, and materials used in preparing the submittal sought to be withdrawn. The vendor’s original work papers shall be the sole acceptable evidence of error and mistake if a vendor elects to withdraw their submittal. If a quote or bid submittal is withdrawn under the authority of this provision, the lowest remaining responsive offer shall be deemed to be low bid. No vendor who is permitted to withdraw their submittal shall, for compensation, supply any material or labor or perform any subcontract or other work agreement for the person or firm to whom the contract is awarded or otherwise benefit, directly or indirectly, from the performance of the project for which the withdrawn bid or proposal was submitted. Vendors who fail to request withdrawal by the required forty-eight (48) hours may automatically forfeit bid bond if a bond was required. Bid may not be withdrawn otherwise. Withdrawal is not automatically granted and will be allowed solely at Gwinnett County’s discretion. VI. TESTING AND INSPECTION Since tests may require several days for completion, the County reserves the right to use a portion of any supplies before the results of the tests are determined. Cost of inspections and tests of any item that fails to meet the specifications, shall be borne by the vendor. VII. F.O.B. POINT Unless otherwise stated in the request for invitation and any resulting contract, or unless qualified by the vendor, items shall be shipped F.O.B. Destination, Freight Prepaid and Allowed. The seller shall retain title for the risk of transportation, including the filing for loss or damages. The invoice covering the items is not payable until items are delivered and the contract of carriage has been completed. Unless the F.O.B. clause states otherwise, the seller assumes transportation and related charges either by payment or allowance. VIII. PATENT INDEMNITY The vendor guarantees to hold the County, its agents, officers, or employees harmless from liability of any nature or kind for use of any copyrighted or uncopyrighted composition, secret process, patented or unpatented invention, articles or appliances furnished or used in the performance of the contract, for which the vendor is not the patentee, assignee, or licensee. IX. BID BONDS AND PAYMENT AND PERFORMANCE BONDS (IF REQUIRED, FORMS WILL BE PROVIDED IN THIS DOCUMENT) A five percent (5%) bid bond, a one hundred percent (100%) performance bond, and a one hundred percent (100%) payment bond must be furnished to Gwinnett County for any solicitation as required in the solicitation package or document. Failure to submit a bid bond with the proper rating will result in submittal being deemed non-responsive. Bonding company must be authorized to do business in Georgia by the Georgia Insurance Commission, listed in the Department of the Treasury’s publication of companies holding certificates of authority as acceptable surety on Federal bonds and as acceptable reinsuring companies, and have an A.M. Best rating as stated in the insurance requirement of the solicitation. The bid bond, payment bond, and performance bond must have the proper A.M. Best rating as stated in the solicitation document. RP016-24 Page 32 X. DISCOUNTS A. Time payment discounts may be considered in arriving at net prices and in award of solicitations. Offers of discounts for payment within ten (10) days following the end of the month are preferred. B. In connection with any discount offered, time will be computed from the date of delivery and acceptance at destination, or from the date correct invoice or voucher is received, whichever is the later date. Payment is deemed to be made for the purpose of earning the discount on the date of the County check. XI. AWARD A. Award will be made to either the highest scoring firm (for proposals) or the lowest responsive and responsible vendor (for quotes/bids). The quality of the articles to be supplied, their conformity with the specifications, their suitability to the requirements of the County, and the delivery terms will be taken into consideration in making the award. The County may make such investigations as it deems necessary to determine the ability of the vendor to perform, and the vendor shall furnish to the County all such information and data for this purpose as the County may request. The County reserves the right to reject any submittal if the evidence submitted by, or investigation of such vendor fails to satisfy the County that such vendor is properly qualified to carry out the obligations of the contract. B. The County reserves the right to reject or accept any or all offers and to waive technicalities, informalities and minor irregularities in the submittals received. C. The County reserves the right to make an award as deemed in its best interest, which may include awarding to a single vendor or multiple vendors; or to award the whole solicitation agreement, only part of the agreement, or none of the agreement, based on its sole discretion of its best interest. D. In the event of proposal scores rounded to the nearest whole number result in a tie score, the award will be based on lowest cost. E. If proposal negotiations with the highest ranked firm are unsuccessful, the County may then negotiate with the second ranked firm and so on until a satisfactory agreement has been reached. XII. DELIVERY FAILURES Failure of a vendor to deliver within the time specified or within reasonable time as interpreted by the Purchasing Director, or failure to make replacement of rejected articles/services when so requested, immediately or as directed by the Purchasing Director, shall constitute authority for the Purchasing Director to purchase in the open market articles/services of comparable grade to replace the articles/services rejected or not delivered. On all such purchases, the vendor shall reimburse the County within a reasonable time specified by the Purchasing Director for any expense incurred in excess of the contract prices, or the County shall have the right to deduct such amount from monies owed the defaulting vendor. Alternatively, the County may penalize the vendor one percent (1%) per day for a period of up to ten (10) days for each day that delivery or replacement is late. Should public necessity demand it, the County reserves the right to use or consume articles/services delivered which are substandard in quality, subject to an adjustment in price to be determined by the Purchasing Director. XIII. COUNTY FURNISHED PROPERTY No material, labor or facilities will be furnished by the County unless so provided in the solicitation package. RP016-24 Page 33 XIV. REJECTION OF SUBMITTALS Failure to observe any of the instructions or conditions in this solicitation package may constitute grounds for rejection. XV. CONTRACT Each submittal is received with the understanding that the acceptance in writing by the County of the offer to furnish any or all the commodities or services described therein shall constitute a contract between the vendor and the County which shall bind the vendor on his part to furnish and deliver the articles quoted at the prices stated in accordance with the conditions of said accepted submittal. The County, on its part, may order from such vendor, except for cause beyond reasonable control, and to pay for, at the agreed prices, all articles specified and delivered. Upon receipt of a solicitation package containing a Gwinnett County “Sample Contract” as part of the requirements, it is understood that the vendor has reviewed the documents with the understanding that Gwinnett County requires that all agreements between the parties must be entered into via this document. If any exceptions are taken to any part, each must be stated in detail and submitted as part of the vendor’s submittal. If no exceptions are stated, it is assumed that the vendor fully agrees to the provisions contained in the “Sample Contract” in its entirety. Any Consultant as defined in O.C.G.A. §36-80-28 that is engaged to develop or draft specifications/requirements or serve in a consultative role during the procurement process for any County procurement method, by entering into such an arrangement or executing a contract, the consultant agrees to abide by the current state law and: 1) Avoid any appearance of impropriety and shall follow all policies and procedures of the County, 2) Disclose to the County any material transaction or relationship pursuant to §36-80-28, that is considered a conflict of interest, any involvement in litigation or other dispute, relationship, or financial interest not disclosed in the ethics affidavit, and 3) Acknowledge that any violation or threatened violation of the agreement may cause irreparable injury to the County, entitling the County to seek injunctive relief in addition to all other legal remedies. When the vendor has performed in accordance with the provisions of this agreement, Gwinnett County shall pay to the vendor, within thirty (30) days of receipt of any department approved payment request and based upon work completed or service provided pursuant to the contract, the sum so requested, less the retainage stated in this agreement, if any. If Gwinnett County fails to pay the vendor within sixty (60) days of receipt of a pay request based upon work completed or service provided pursuant to the contract, the County shall pay the vendor interest at the rate of 1⁄2% per month or pro rata fraction thereof, beginning the sixty-first (61st) day following receipt of pay requests. The vendor’s acceptance of progress payments or final payment shall release all claims for interest on said payment. The parties agree that this Contract shall be governed and construed in accordance with the laws of the State of Georgia. XVI. NON-COLLUSION Vendor declares that the submittal is not made in connection with any other vendor’s submittal for the same commodity or commodities, and that the submittal is bona fide and is in all respects fair and without collusion or fraud. An affidavit of non-collusion shall be executed by each vendor. Collusion and fraud in submittal preparation shall be reported to the State of Georgia Attorney General and the United States Justice Department. RP016-24 Page 34 XVII. DEFAULT The contract may be canceled or annulled by the Purchasing Director in whole or in part by written notice of default to the vendor upon non-performance or violation of contract terms. An award may be made to the next low responsive and responsible vendor, or the next highest scoring responsive and responsible proposer, or articles specified may be purchased on the open market similar to those so terminated. In either event, the defaulting vendor (or their surety) shall be liable to the County for costs to the County in excess of the defaulted contract prices; provided, however, that the vendor shall continue the performance of this contract to the extent not terminated under the provisions of this clause. Failure of the vendor to deliver materials or services within the time stipulated on their offer, unless extended in writing by the Purchasing Director, shall constitute contract default. XVIII. TERMINATION FOR CAUSE The County may terminate this agreement for cause upon ten days prior written notice to the vendor of the vendor’s default in the performance of any term of this agreement. Such termination shall be without prejudice to any of the County’s rights or remedies by law. XIX. TERMINATION FOR CONVENIENCE The County may terminate this agreement for its convenience at any time upon 30 days written notice to the vendor. In the event of the County’s termination of this agreement for convenience, the vendor will be paid for those services actually performed. Partially completed performance of the agreement will be compensated based upon a signed statement of completion to be submitted by the vendor, which shall itemize each element of performance. XX. SUBSTITUTIONS Vendors offering substitutions or who are deviating from the attached specifications shall list such deviations on a separate sheet to be submitted with their offer. The absence of such a substitution list shall indicate that the vendor has taken no exception to the specifications contained herein. XXI. INELIGIBLE VENDORS The County may choose not to accept the offer by an individual, firm, or business who is in default on the payment of taxes, licenses, or other monies owed to the County. Additionally, vendors or persons placed on an Ineligible Source List for reasons listed in Part 6, Section II of the Gwinnett County Purchasing Ordinance shall not be eligible to provide any commodities or services to the County during the period such person remains on the Ineligible Source List. XXII. PENDING LITIGATION An individual, firm, or business that has litigation pending against the County, or anyone representing a firm or business in litigation against the County, not arising out of the procurement process, will be disqualified. XXIII. OCCUPATION TAX CERTIFICATE Each successful vendor must have a valid Gwinnett County occupation tax certificate if the vendor maintains an office within the unincorporated area of Gwinnett County. Incorporated, out of County, and out of State vendors are required to have any and all certificates necessary to do business in any town, County or municipality in the State of Georgia, or as otherwise required by County ordinance or resolution. Vendors may be required to provide evidence of valid certificates. Out of State vendors are required to have a certificate in the Georgia jurisdiction where they receive the most revenue. RP016-24 Page 35 XXIV. PURCHASING POLICY AND REVIEW COMMITTEE The Purchasing Policy & Review Committee has been established to review purchasing procedures and make recommendations for changes; resolve problems regarding the purchasing process; make recommendations for standardization of commodities, schedule buying, qualified products list, annual contracts, supplier performance (Ineligible Source List), and other problems or requirements related to purchasing. The Purchasing Policy & Review Committee has authority to place vendors on the Ineligible Source List for reasons listed in Part 6, Section II of the Gwinnett County Purchasing Ordinance, for a period not to exceed three (3) years. XXV. AMERICANS WITH DISABILITIES ACT All vendors for Gwinnett County are required to comply with all applicable sections of the Americans with Disabilities Act (ADA) as an equal opportunity employer. In compliance with the Americans with Disabilities Act (ADA), Gwinnett County provides reasonable accommodations to permit a qualified applicant with a disability to enjoy the privileges of employment equal to those employees without disabilities. Disabled individuals must satisfy job requirements for education background, employment experience, and must be able to perform those tasks that are essential to the job with or without reasonable accommodations. Any requests for the reasonable accommodations required by individuals to fully participate in any open meeting, program or activity of Gwinnett County should be directed to the ADA Coordinator, 75 Langley Drive, Lawrenceville, Georgia 30046, 770-822-8165. XXVI. ALTERATIONS OF SOLICITATION AND ASSOCIATED DOCUMENTS Alterations of County documents are strictly prohibited and will result in automatic disqualification of the vendor’s solicitation response. If there are “exceptions” or comments to any of the solicitation requirements or other language, then the firm may make notes to those areas, but may not materially alter any document language. XXVII. TAX LIABILITY Local and state governmental entities must notify vendors of their use tax liability on public works projects. Under Georgia law, private vendors are responsible for paying a use tax equal to the sales tax rate on material and equipment purchased under a governmental exemption that is incorporated into a government construction project: excluding material and equipment provided for the installation, repair, or expansion of a public water, gas, or sewer system when the property is installed for general distribution purposes. To the extent the tangible personal property maintains its character (for example, the installation of a kitchen stove), it remains tax-exempt. However, if the installation incorporates the tangible personal property into realty (for example, the installation of sheetrock), it becomes taxable to the private vendor. See O.C.G.A. §48-8-3(2) and O.C.G.A. §48-8-63. XXVIII. STATE AND FEDERAL LAW REGARDING WORKER VERIFICATION Effective July 1, 2013 State Law requires that all who enter into a contract for the physical performance of services for all labor or service contract(s) that exceed $2,499.99 (except for services performed by an individual who is licensed pursuant to Title 26, Title 43, or the State Bar of Georgia) and that all who enter into a contract for public works as defined by O.C.G.A. §36-91- 2(12) for the County, must satisfy the Illegal Immigration Reform Enhancements for 2013 in conjunction with the Federal Immigration Reform and Control Act (IRCA) of 1986, in all manner, and such are conditions of the contract. The Purchasing Division Director with the a...