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HomeMy WebLinkAboutGeneral Terms and ConditionsINTENT: The General Terms and Conditions described herein apply to the acquisition of goods or equipment with an estimated aggregate cost of $25,000.00 or more. 1.1. ACCEPTANCE OF GOODS OR EQUIPMENT - Any good(s) or equipment delivered under this bid shall remain the property of the seller until a physical inspection and actual usage of the good is made, and thereafter is accepted as satisfactory to the City. It must comply with the terms herein and be fully in accordance with specifications and of the highest quality. In the event the goods/equipment supplied to the City are found to be defective or does not conform to specifications, the City reserves the right to cancel the order upon written notice to the Contractor and return the product to the Contractor at the Contractor's expense. 1.2. ACCEPTANCE OF OFFER - The signed bid shall be considered an offer on the part of the bidder; such offer shall be deemed accepted upon issuance by the City of a purchase order. 1.3. ACCEPTANCE/REJECTION — The City reserves the right to accept or reject any or all bids or parts of bids after bid opening and request rebid on the items described in the IFB. In the event of such rejection, the Director of Purchasing shalt notify all affected bidders and make available a written explanation for the rejection. The City also reserves the right to waive any irregularities or minor informalities or technicalities in any or all bids and may, at its discretion, re -bid. 1.4. ADDENDUMS— It is the bidder's responsibility to ensure receipt of all Addendums. Addendums are available on the City's web site at http://ci.miami. tL us. 1.5. ALTERNATE BID MAY BE CONSIDERED - The City may consider one (1) alternate bid from the same Bidder for the same solicitation; provided, that the alternate bid offers a different product that meets or exceeds the bid requirements. In order for the City to consider an alternate bid, the GENERAL TERMS AND CONDITIONS Bidder shall complete a separate Price Sheet form and shall mark "Alternate Bid". Alternate bid shall be placed in the same bid. 1.6. ASSIGNMENT - Contractor agrees not to enter into subcontracts, or assign, transfer, convey, sublet, or otherwise dispose of this Contract, or any or all of its right, title or interest herein, without City of Miami's prior written consent. 1.7. ATTORNEY'S FEES- In connection with any litigation, mediation and arbitration arising out of this Contract, the prevailing party shall be entitled to recover its costs and reasonable attorney's fees through and including appellate litigation and any post judgment proceedings. 1.8. AUDIT RIGHTS AND RECORDS RETENTION - The Successful Bidder agrees to provide access at all reasonable times to the City, or to any of its duly authorized representatives, to any books, documents, papers, and records of Contractor which are directly pertinent to this Bid, for the purpose of audit, examination, excerpts, and transcriptions. The Successful Bidder shall maintain and retain any and all of the books, documents, papers and records pertinent to the Contract for three (3) years after the City makes final payment and all other pending matters are closed. Contractor's failure to or refusal to comply with this condition shall result in the immediate cancellation of this contract by the City. 1.9. AVAILABILITY OF CONTRACT STATE-WIDE - Any Governmental, not -for -profit or quasi -governmental entity in the State of Florida, may avail itself of this contract and purchase any and all items specified herein from the successful bidder(s) at the contract price(s) established herein, upon mutual agreement between the successful bidder(s) and any of the above listed entities. Each Governmental, not -for -profit or quasi -governmental entity which uses a contract(s) resulting here from, will establish its own contract, place its own orders, issue its own purchase orders, be invoiced there from and make its own payments, determine shipping terms and issue its own exemption certificates as required by the successful bidder(s). 1.10. AWARD OF CONTRACT: A. The IFB, Bidder's response, any addenda issued, and the purchase order shall constitute the entire contract, unless modified in accordance with any ensuing contract. B. The award of a contract where there are Tie Bids will be decided by the Director of Purchasing or designee. C. The award of this Bid may be preconditioned on the subsequent submission of other documents as specified in the Special Conditions or Technical Specifications. Bidder shall be in default of its contractual obligation if such documents are not submitted in a timely manner and in the form required by the City. Where Bidder is in default of these contractual requirements, the City, through action taken by the Purchasing Department, will void its acceptance of the Bidder's Response and may accept the Bid from the next most lowest responsive, responsible Bidder or re - solicit the City's requirements. The City, at its sole discretion, may seek monetary restitution from Bidder and its bid bond or guaranty, if applicable, as a result of damages or increased costs sustained as a result of the Bidder's default. D. The term of the contract shall be specified in one of three documents which shall be issued to the successful Bidder. These documents may either be a purchase order, notice of award and/or contract award sheet. E. The City reserves the right to automatically extend this contract for up to one hundred twenty (120) calendar days beyond the stated contract term in order to provide City departments with continual service and supplies while a new contract is being solicited, evaluated, and/or awarded. If the right is exercised, the City shall notify the Bidder, in writing, of its intent to extend the contract at the same price, terms and conditions for a specific number of days. Additional extensions over the first one hundred twenty (120) day extension may occur, if, the City and the Successful City of Miami Bid No. 04-05-123 Page 2 Bidder are in mutual agreement of such extensions. F. Where the contract involves a single shipment of goods to the City, the contract term shall conclude upon completion of the expressed or implied warranty periods. G. The City reserves the right to award the contract on a split -order, lump sum or individual -item basis, or such combination as shall best serve the interests of the City unless otherwise specified. 1.11. BID BOND/ BID SECURITY - A cashier's or certified check, or a Bid Bond signed by a recognized surety company that is licensed to do business in the State of Florida, payable to the City of Miami, for the amount bid is required from all bidders, if so indicated under Section 2,0 Special Conditions. This check or bond guarantees that a bidder will accept the order or contract, as bid, if it is awarded to bidder. Bidder shall forfeit bid deposit to the City should City award contract to Bidder and Bidder fails to accept the award. The City reserves the right to reject any and all surety tendered to the City. Bid deposits are returned to unsuccessful bidders within ten (10) days after the award and successful bidder's acceptance of award. If sixty (60) days have passed after the date of the formal opening of the bids, and no contract has been awarded, all bid deposits will be returned on demand. Certified Minority/Women vendors may apply to participate in the City's Bid Bond Voucher Program by contacting the Minority/Women Business Affairs office. 1.12. BID RESPONSE FORM - All forms, as described under Section 4.0, should be completed, signed and submitted accordingly. 1.13. BID SECURITY FORFEITED LIQUIDATED DAMAGES - Failure to execute a Contract and/or file an acceptable Performance Bond, when required, as provided herein, shall be just cause for the annulment of the award and the forfeiture of the Bid Security to the City, which forfeiture shall be considered, not as a penalty, but in mitigation of damages sustained, Award may then be made to the next most lowest responsible Bidder or all bids may be rejected. 1.14. BRAND NAMES - If and wherever in the specifications brand names, makes, models, names of any manufacturers, trade names, or bidder catalog numbers are specified, it is for the purpose of establishing the type, function, minimum standard of design, efficiency, grade or quality of goods only. When the City does not wish to rule out other competitors' brands or makes, the phrase "OR EQUAL" is added. When bidding an approved equal, Bidders will submit, with their bid, complete sets of necessary data (factory information sheets, specifications, brochures, etc.) in order for the City to evaluate and determine the equality of the item(s) bid. The City shall be the sole judge of equality and its decision shall be final. Unless otherwise specified, evidence in the form of samples may be requested if the proposed brand is other than specified by the City. Such samples are to be furnished after the date of bid opening only upon request of the City. If samples should be requested, such samples must be received by the City no later than seven (7) calendar days after a formal request is made. 1.15. CANCELLATION - The City reserves the right to cancel all invitations for bid before bid opening. In the event of bid cancellation, the Director of Purchasing shall notify all prospective bidders and make available a written explanation for the cancellation. 1.16. CAPITAL EXPENDITURES - Contractor understands that any capital expenditures that the firm makes, or prepares to make, in order to perform the services required by the City, is a business risk which the contractor must assume. The City will not be obligated to reimburse amortized or unamortized capital expenditures, or to maintain the approved status of any contractor. If contractor has been unable to recoup its capital expenditures during the time it is rendering such services, it shall not have any claim upon the City. 1.17. COLLUSION - Bidder, by affixing a signature to its bid, certifies that its bid is made without previous understanding, agreement or connection either with any person, firm or corporation making a bid for the same items or with the City of Miami's Purchasing Department or initiating department. The Bidder certifies that its bid is fair, without control, collusion, fraud or other illegal action. Bidder certifies that it is in compliance with Section 2.611, Conflict of Interest and Code of Ethics Laws. The City will investigate all potential situations where collusion may have occurred and the City reserves the right to reject any and all bids where collusion may have occurred. 1.18, COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS - Contractor understands that contracts between private entities and local governments are subject to certain laws and regulations, including laws pertaining to public records, conflict of interest, records keeping, etc. City and Contractor agree to comply with and observe all applicable laws, codes and ordinances as that may in any way affect the goods or equipment offered, including but not limited to: A. B. C. D. E. F. G. I-L I. Executive Order 11296, which prohibits discrimination against any employee, applicant, or client because of race, creed, color, national origin, sex, or age with regard to, but not limited to, the following: employment practices, rate of pay or other compensation methods, and training selection. Occupational, Safety and Health Act (OSHA), as applicable to this IFB. The State of Florida Statutes, Section 287.133(3)(A) on Public Entity Crimes. Minority/Women Business Affairs Enterprise (M/WBE) City Ordinances No. 10062, 10538, 11272, as amended, as applicable to this IFB. Environment Protection Agency (EPA), as applicable to this IFB. Uniform Commercial Code (Florida Statutes, Chapter 672). Americans with Disabilities Act of 1990, as amended. National Institute of Occupational Safety Hazards (NIOSH), as applicable to this IFB. National Forest Products Association (NFPA), as applicable to this IFB. City Procurement Ordinance City Code Section 18, Article III. City of Miami Bid No. 04-05-123 Page 3 K. Conflict of Interest, City Code Section 2-611;61. L. Cone of Silence, City Code Section 18-74. M. The Florida Statutes Sections 218.73 and 218.74 on Prompt Payment. N. First Source Hiring Agreement, City Ordinance No. 10032, as applicable to this IFB. Implemented to foster the creation of new and permanent jobs for City of Miami residents; requires as a condition precedent to the execution of service contracts including professional services. Lack of knowledge by the bidder will in no way be a cause for relief from responsibility. Non-compliance with all local, state, and federal directives, orders, and laws may be considered grounds for termination of contract(s). Copies of the City Ordinances may be obtained from the City Clerk's Office. 1.19. CONE OF SILENCE - Pursuant to Section 18-74 of the City of Miami Code, a "Cone of Silence" is imposed upon each RFP, RFQ, RFLI, or IFB after advertisement and terminates at the time the City Manager issues a written recommendation to the Miami City Commission. The Cone of Silence shall be applicable only to Contracts for the provision of Goods and services and public works or improvements for amounts greater than $200,000. The Cone of Silence prohibits any communication regarding RFPs, RFQs, RFLI or IFB (bids) between, among others: Potential vendors, service providers, bidders, lobbyists or consultants and the City's professional staff including, but not limited to, the City Manager and the City Manager's staff, the Mayor, City Commissioners, or their respective staffs; the Mayor, City Commissioners or their respective staffs and the City's professional staff including, but not limited to, the City Manager and the City Manager's staff; potential vendors, service providers, bidders, lobbyist or consultants, any member of the City's professional staff, the Mayor, City Commissioners or their respective staffs and any member of the respective selection/evaluation committee City of Miami Bid No. 04-06-123 The provision does not apply to, among other communications: oral communications with the City purchasing staff regarding Minority/Women Business Enterprise (M/WBE) and local vendor outreach programs; oral communications, provided the communication is limited strictly to matters of process or procedure already contained in the solicitation document; the provisions of the Cone of Silence do not apply to oral communications at duly noticed site visits/inspections, pre - proposal or pre -bid conferences, oral presentations before selection/evaluation committees, contract negotiations during any duly noticed public meeting, or public presentations made to the Miami City Commission during a duly noticed public meeting; or communications in writing or by email at any time with any City employee, official or member of the City Commission unless specifically prohibited by the applicable RFP, RFQ or bid documents. (See Section 2.2. of the Special Conditions). Communications in connection with the collection of industry comments or the performance of market research regarding a particular RFP, RFQ, RFLI OR IFB by City Purchasing staff Proposers or bidders must file a copy of any written communications with the Office of the City Clerk, which shall be made available to any person upon request. The City shall respond in writing and file a copy with the Office of the City Clerk, which shall be made available to any person upon request. Written communications may be in the form of e- mail, with a copy to the Office of the City Clerk at Marciaaci.miami.f.us. In addition to any other penalties provided by law, violation of the Cone of Silence by any proposer or bidder shall render any award voidable. A violation by a particular Bidder, Proposer, Offeror, Respondent, lobbyist or consultant shall subject same to potential pursuant to the City Code. Any person having personal knowledge of a violation of these provisions shall report such violation to the State Attorney and/or may file a complaint with the Ethics Commission. Proposers or bidders should reference Page 4 Section 18-74 of the City of Miami Code for further clarification. This language is only a summary of the key provisions of the Cone of Silence. Please review City of Miami Code Section 18-74 for a complete and thorough description of the Cone of Silence. You may contact the City Clerk at 305-250-5360, to obtain a copy of same. 1.20. CONFIDENTIALITY - As a political subdivision, the City of Miami is subject to the Florida Sunshine Act and Public Records Law. If this Contract contains a confidentiality provision, it shall have no application when disclosure is required by Florida law or upon court order. 1.21. CONFLICT OF INTEREST — Bidders, by responding to this IFB, certify that to the best of their knowledge or belief, no elected/appointed official or employee of the City of Miami is financially interested, directly or indirectly, in the purchase of goods or equipment specified in this IFB. Any such interests on the part of the Bidder or its employees must be disclosed in writing to the City. Further, you must disclose the name of any City employee who owns, directly or indirectly, an interest of five percent (5%) or more of the total assets of capital stock in the your firm. 1.22. COPYRIGHT OR PATENT RIGHTS - Bidders warrant that there has been no violation of copyright or patent rights in manufacturing, producing, or selling the goods shipped or ordered as a result of this 1E13, and bidders agree to hold the City harmless from any and all liability, loss, or expense occasioned by any such violation. 1.23. DEBARMENT AND SUSPENSIONS (Sec 18-107) - (a) Authority and requirement to debar and suspend. After reasonable notice to an actual or prospective Contractual Party, and after reasonable opportunity for such party to be heard, the City Manager, after consultation with the Chief Procurement Officer and the city attorney, shall have the authority to debar a Contractual Party, for the causes listed below, from consideration for award of city Contracts. The debarment shall be for a period of not fewer than three years. The City Manager shall also have the authority to suspend a Contractual Party from consideration for award of city Contracts if there is probable cause for debarment, pending the debarment determination. The authority to debar and suspend contractors shall be exercised in accordance with regulations which shall be issued by the Chief Procurement Officer after approval by the City Manager, the city attorney, and the City Commission. (b) Causes for debarment or suspension. Causes for debarment or suspension include the following: (1) Conviction for commission of a criminal offense incident to obtaining or attempting to obtain a public or private Contract or subcontract, or incident to the performance of such Contract or subcontract. (2) Conviction under state or federal statutes of embezzlement, theft, forgery, bribery, falsification or destruction of records, receiving stolen property, or any other offense indicating a lack of business integrity or business honesty. (3) Conviction under state or federal antitrust statutes arising out of the submission of Bids or Proposals. (4) Violation of Contract provisions, which is regarded by the Chief Procurement Officer to be indicative of nonresponsibility. Such violation may include failure without good cause to perform in accordance with the terms and conditions of a Contract or to perform within the time limits provided in a Contract, provided that failure to perform caused by acts beyond the control of a party shall not be considered a basis for debarment or suspension. (5) Debarment or suspension of the Contractual Party by any federal, state or other governmental entity. (6) False certification pursuant to paragraph (c) below. (7) Found in violation of a zoning ordinance or any other city ordinance or regulation and for which the violation remains noncompliant. B. (8) Found in violation of a zoning ordinance or any other city C. ordinance or regulation and for which a civil penalty or fine is due and owing to the city. (9) Any other cause judged by the D. City Manager to be so serious and compelling as to affect the responsibility of the Contractual Party performing city Contracts. (c) Certification. All Contracts for Goods and services, sales, and leases by the city shall contain a certification that neither the Contractual Party nor any of its principal owners or personnel have been convicted of any of the violations set forth above or debarred or suspended as set forth in paragraph (b)(5). (d) Debarment and suspension decisions. Subject to the provisions of paragraph (a), the City Manager shall render a written decision stating the reasons for the debarment or suspension. A copy of the decision shall be provided promptly to the Contractual Party, along with a notice of said parry's right to seek judicial relief. 1.24. DEFAULT/FAILURE TO PERFORM - The City shall be the sole judge of nonperformance, which shall include any failure on the part of the successful Bidder to accept the award, to furnish required documents, and/or to fulfill any portion of this contract within the time stipulated. Upon default by the successful Bidder to meet any terms of this agreement, the City will notify the Bidder of the default and will provide the contractor three (3) days (weekends and holidays excluded) to remedy the default. Failure on the contractor's part to correct the default within the required three (3) days shall result in the Contract being terminated and upon the City notifying in writing the contractor of its intentions and the effective date of the termination. The following shall constitute default: A. Failure to perform the work required under the Contract and/or within the time required or failing to use the subcontractors, entities and personnel as identified and set forth, and to the degree specified in the Contract. E. F. Failure to begin the work under this Contract within the time specified. Failure to perform the work with sufficient workers and equipment or with sufficient materials to ensure timely completion. Neglecting or refusing to remove materials or perform new work where prior work has been rejected as non conforming with the terms of the Contract. Becoming insolvent, being declared bankrupt, or committing any act of bankruptcy or insolvency, or making an assignment for the benefit of creditors, if the insolvency, bankruptcy, or assignment renders the successful Bidder incapable of performing the work in accordance with and as required by the Contract. Failure to comply with any of the terms of the Contract in any material respect. All costs and charges incurred by the City as a result of a default or a default incurred beyond the time limits stated, together with the cost of completing the work, shall be deducted from any monies due or which may become due on this Contract. 1.25. DEBARRED/SUSPENDED VENDORS — An entity or affiliate who has been placed on the State of Florida debarred or suspended vendor list may not submit a bid on a contract to provide goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to a public entity, may not award or perform work as a contractor, supplier, subcontractor, or consultant under contract with any public entity, and may not transact business with any public entity. 1.26. DISCOUNTS OFFERED DURING TERM OF CONTRACT - Discount Prices offered in the Bid shall be fixed after the award by the Commission unless otherwise specified in the Special Terms and Conditions. Price discounts off the original prices quoted in the Bid will be accepted from successful Bidder(s) during the term of the contract. Such discounts shall City of Miami Bid No. 04-05-123 Page 5 remain in effect for a minimum of 120 days from approval by the City Commission Any discounts offered by a manufacturer to Bidder will be passed on to the City. 1.27. DISCREPANCIES, ERRORS, AND OMISSIONS -Any discrepancies, errors, or ambiguities in the Invitation for Bids or addenda (if any) should be reported in writing to the City's Purchasing Department. Should it be found necessary, a written addendum will be incorporated in the Invitation for Bids and will become part of the purchase agreement (contract documents). The City will not be responsible for any oral instructions, clarifications, or other communications. 1.28. EMERGENCY / DISASTER PERFORMANCE - In the event of a hurricane or other emergency or disaster situation, the successful vendor shall provide the City with the commodities/services defined within the scope of this bid at the price contained within vendor's bid. Further, successful vendor shall deliver/perform for the city on a priority basis during such times of emergency. 1,29. ENTIRE AGREEMENT - The contract consists of this City of Miami Bid and specifically this Section II, Contractor's Response and any written agreement entered into by the City of Miami and Contractor, and represents the entire understanding and agreement between the parties with respect to the subject matter hereof and supersedes all other negotiations, understanding and representations, if any, made by and between the parties. To the extent that the agreement conflicts with, modifies, alters or changes any of the terms and conditions contained in the Bid and/or Response, then the Bid and then the Response shall control. This Contract may be modified only by a written agreement signed by the City of Miami and Contractor. 1.30. ESTIMATED QUANTITIES — Estimated quantities or estimated dollars are provided for your guidance only. is guarantee is expressed or implied as to quantities that will be purchased during the contract period. The City is BA obligated to place an order for any given amount subsequent to the award of this bid. Said estimates may be used by the City for purposes of determining the low bidder meeting specifications. The City reserves the right to acquire additional City of Miami Bid No. 04-45-123 quantities at the prices bid or at lower prices, in this IFB. 1.31. EVALUATION OF BIDS A. Rejection of Bids The City may reject a Bid for any of the following reasons: (1) Bidder fails to acknowledge receipt of addenda (2) Bidder misstates or conceals any material fact in the Bid (3) Bid does not conform to the requirements of the Bid (4) Bid requires a conditional award that conflicts with the method of award (5) Bid does not include required samples, certificates, licenses as required (6) Bid was not executed by the Bidder's authorized agent on the Bid Form. The foregoing is not an all inclusive list of reasons for which a Bid may be rejected. The City may reject and re - advertise for all or any part of the Bid Solicitation whenever it is deemed in the best interest of the City. B. Elimination From Consideration (1) A contract shall not be awarded to any person or firm which is in arrears to the City upon any debt or contract, or which is a defaulter as surety or otherwise upon any obligation to the City. (2) A contract may not be awarded to any person or firm which has failed to perform under the terms and conditions of any previous contract with the City or deliver on time contracts of a similar nature. (3) A contract may not be awarded to any person or firm which has been debarred by the City in accordance with the City's Debarment and Suspension Ordinance. C. Determination of Responsibility (I) Bids will only be considered from entities who are regularly engaged in Page 6 (2) (4) the business of providing the goods and/or equipment required by the Bid. Bidder's must be able to demonstrate a satisfactory record of performance and integrity and have sufficient financial, material, equipment, facility, personnel resources, and expertise to meet all contractual requirements. The terms "equipment and organization" as used herein shall be construed to mean a fully equipped and well established entity in line with the best industry practices in the industry as determined by the City. The City may consider any evidence available regarding the financial, technical and other qualifications and abilities of a Bidder, including past performance (experience) with the City or any other governmental entity in making the award. The City may require the Bidder(s) to show proof that they have been designated as an authorized representative of a manufacturer or supplier which is the actual source of supply, if required by the Bid. 1.32. EXCEPTIONS TO GENERAL AND OR SPECIAL CONDITIONS OR SPECIFICATIONS - Exceptions to the specifications shall be listed on the Bid Response Form and shall reference the section. Any exceptions to the General or Special Conditions shall be cause for the bid to be considered non -responsive. 1.33. F.O.B. DESTINATION - Unless otherwise specified in the IFB, all prices quoted by the bidder must be F.O.B. DESTINATION, inside delivery, with all delivery costs and charges included in the bid price, unless otherwise specified in this IFB. Failure to do so may be cause for rejection of bid. 1.34. FIRM PRICES - The bidder warrants that prices, terms, and conditions quoted in its bid will be firm throughout the duration of the contract unless otherwise specified in the IFB. Such prices will remain firm for the period of performance or resulting purchase orders or contracts, which are to be performed or supplied over a period of time. 1.35. FIRST -SOURCE HIRING AGREEMENT (Sec. 18-105) (a) The commission approves implementation of the first -source hiring agreement policy and requires as a condition precedent to the execution of service contracts for facilities, services, and/or receipt of grants and loans, for projects of a nature that create new jobs, the successful negotiation of first -source hiring agreements between the organization or individual receiving said contract and the authorized representative unless such an agreement is found infeasible by the city manager and such finding approved by the city commission at a public hearing. (b) For the purpose of this section, the following terms, phrases, words and their derivations shall have the following meanings: Authorized representative means the Private Industry Council of South Florida/South Florida Employment and Training Consortium, or its successor as local recipient of federal and state training and employment funds. Facilities means all publicly financed projects, including but without limitation, unified development projects, municipal public works, and municipal improvements to the extent they are financed through public money services or the use of publicly owned property. Grants and loans means, without limitation, urban development action grants (UDAG), economic development agency construction loans, loans from Miami Capital Development, Incorporated, and all federal and state grants administered by the city. Service contracts means contracts for the procurement of services by the city which include professional services. Services includes, limitation, public improvements, City of Miami Bid No. 04-05-123 without works facilities, (c) (d) professional services, commodities, supplies, materials and equipment. The authorized representative shall negotiate each first -source hiring agreement. The primary beneficiaries of the first -source hiring agreement shall be participants of the city training and employment programs, and other residents of the city. 1.36. GOVERNING LAW AND VENUE: The validity and effect of this Contract shall be governed by the laws of the State of Florida. The parties agree that any action, mediation or arbitration arising out of this Contract shall take place in Miami -Dade County, Florida. 1.37. HEADINGS AND TERMS - The headings to the various paragraphs of this Contract have been inserted for convenient reference only and shall not in any manner be construed as modifying, amending or affecting in any way the expressed terms and provisions hereof. 1.38. HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT (HIPPA) - Any person or entity that performs or assists the City of Miami with a function or activity involving the use or disclosure of "individually identifiable health information (IIHI) and/or Protected Health Information (PHI) shall comply with the Health Insurance Portability and Accountability Act (HIPAA) of 1996 and the City of Miami Privacy Standards. HIPAA mandates for privacy, security and electronic transfer standards, that include but are not limited to: 1. Use of information only for performing services required by the contract or as required by law; 2. Use of appropriate safeguards to prevent nonpermitted disclosures; 3. Reporting to the City of Miami of any nonpermitted use or disclosure; 4. Assurances that any agents and subcontractors agree to the same restrictions and conditions that apply to the Bidder/Proposer and reasonable assurances that IIHIIPHI will be held confidential; 5. Making Protected Health Information (PHI) available to the customer; 6. Making PHI available to the customer for review and amendment; and incorporating any amendments requested by the customer; Page 7 7. Making PHI available to the City of Miami for an accounting of disclosures; and 8. Making internal practices, books and records related to PHI available to the City of Miami for compliance audits. PHI shall maintain its protected status regardless of the form and method of transmission (paper records, and/or electronic transfer of data). The Bidder/ Proposer must give its customers written notice of its privacy information practices including specifically, a description of the types of uses and disclosures that would be made with protected health information. 1.39. IDEMNIFICATION - The Contractor shall indemnify and save harmless forever the City, and all the City's agents, officers and employees from and against all charges or claims resulting from any bodily injury, loss of life, or damage to property from any act, omission or neglect, by itself or its employees; the Contractor shall become defendant in every suit brought for any of such causes of action against the City or the City's officials, agents and employees; the Contractor shall further indemnify City as to all costs, attomey's fees, expenses and liabilities incurred in the defense of any such claims and any resulting investigation. 1.40. INFORMATION AND DESCRIPTIVE LITERATURE - Bidders must furnish all information requested in the spaces provided on the Bid Response Form. Further, as may be specified elsewhere, each Bidder must submit for bid evaluation cuts, sketches, descriptive literature, and technical specifications covering the products offered. Reference to literature submitted with a previous bid or on file with the Buyer will not satisfy this provision. 1.41. INSPECTIONS - The City may, at reasonable times during the term hereof, inspect Contractor's facilities and perform such tests, as the City deems reasonably necessary, to determine whether the goods or equipment required to be provided by the Contractor under this Contract conform to the terms of the IFB. Contractor shall make available to the City all reasonable facilities and assistance to facilitate the performance of tests or inspections by City representatives. All tests and inspections shall be subject to, and made in accordance with, the provisions of the City of Miami Ordinance No. 12271 (Section 18-79), as same may be amended or supplemented from time to time. 1.42. INSPECTION OF BID - Sealed bids received by the City pursuant to Invitation For Bids will not be made available until such time as the City provides notice of a decision or intended decision or within 10 days after bid opening, whichever is earlier. Bid results will be tabulated and may be furnished upon request via fax or e-mail to the Sr. Buyer issuing the IFB. Tabulations also are available on the City's Web Site following recommendation for award. 1.43. INSURANCE - Within ten (10) days after receipt of Notice of Award, the successful Contractor, shall furnish Evidence of Insurance to the Purchasing Department, if applicable. Submitted evidence of coverage shall demonstrate strict compliance to all requirements listed on the Special Conditions entitled "Insurance Requirements". The City shall be listed as an "Additional Insured." Issuance of a Purchase Order is contingent upon the receipt of proper insurance documents. If the insurance certificate is received within the specified time frame but not in the manner prescribed in this Invitation for Bids the Contractor shall be verbally notified of such deficiency and shall have an additional five (5) calendar days to submit a corrected certificate to the City. If the Contractor fails to submit the required insurance documents in the manner prescribed in this IFB within fifteen (15) calendar days after receipt Notice of Award, the contractor shall be in default of the contractual terms and conditions and shall not be awarded the contract. Under such circumstances, the Bidder may be prohibited from submitting future bids to the City. Information regarding any insurance requirements shall be directed to the Risk Administrator, Department of Risk Management, at 444 SW 2nd Avenue, 9th Floor, Miami, Florida 33130, 305-416- 1604. The Bidder shall be responsible for assuring that the insurance certificates required in conjunction with this Section remain in force for the duration of the contractual period; including any and all option terms that may be granted to the Bidder. 1.44. INVOICES - Invoices shall contain purchase order number and details of goods or equipment delivered (i.e. quantity, unit price, extended price, etc). 1.45. LOCAL PREFERENCE - City Code Section 18-85, states that the City Commission may offer to a responsible and responsive bidder, who maintains a Local Office, the opportunity of accepting a bid at the low bid amount, if the original bid amount submitted by the local vendor is not more than ten nercent (10%i in excess of the lowest other responsible and responsive bidder. 1.46. MANUFACTURER'S CERTIFICATION - The City reserves the right to request from bidders a separate Manufacturer's Certification of all statements made in the bid. Failure to provide such certification may result in the rejection of bid or termination of contract, for which the bidder must bear full liability. 1.47. MINORITY/WOMEN PROCUREMENT PROGRAM - Ordinance No. 10062, as amended, entitled the Minority and Women Business Affairs and Procurement Ordinance of the City of Miami. Florida, sets forth "...a goal of awarding at least 5I percent of the City's total annual dollar volume of all expenditures for all goods and services to Black, Hispanic and Women minority business enterprises on an equal basis." A minority business enterprise is defined as a business firm "...in which at least 51 percent of said enterprise is owned by Blacks, Hispanics, or Women and whose management and daily business operations are controlled by one or more Blacks, Hispanics or Women." To achieve the goal established by these Ordinances, participation in providing goods and services to the City by minorities is being encouraged in a number of ways. All bidders doing business with the City are encouraged to include the participation of minority firms in their bids. In evaluating bids for determination of awards, minority participation may be a factor. Failure to adequately involve minority firms may be a basis for rejecting any and all bids. Possible ways to include minority participation would involve: 1. Joint venture with a minority firm(s) 2. Utilizing minority firm(s) as subcontractor(s). 3. Utilizing minority firm(s) to supply goods and/or services. 4. Successful implementation of well defined affirmative action program. 5. Other forms participation, documented. of minority if properly Successful bidder(s) shall be required to establish an Affirmative Action Plan, if not, an Affirmative Action Policy shall be established, pursuant to Ordinance #10062 as amended. Effective date of implementation must be indicated on the policy. A "Minority Status Information Sheet" in Section 4.4. is provided to assist bidders in presenting information concerning minority participation. Minority and women -owned business firms are encouraged, but not required, to register with the City prior to submitting bids. The Purchasing Department, Minority/Women Business Affairs Office, will provide the necessary forms and instructions upon request. All bidders are urged to submit bids for any goods or services that they are able to supply, regardless of minority classification. However, compliance with all requests for information regarding Minority/Women Status or Participation is required. Bidder's cooperation is greatly needed to aid the City in achieving its goal. Bidders may contact this Office at (305) 416-1913 for information. 1.48. MODIFICATIONS OR CHANGES IN PURCHASE ORDERS AND CONTRACTS No contract or understanding to modify this IFB and resultant purchase orders or contracts, if applicable, shall be binding upon the City unless made in writing by the Director of Purchasing of the City of Miami, Florida through the issuance of a change order or modification to the contract, purchase order or award sheet as appropriate. City of Miami Bid No. 04-05-123 Page 8 1.49. NO INTEREST IN BIDDING - If you do not wish to bid, please return the "Statement of No Bid" form, stating the reason. Failure to submit a response after three (3) times without a sufficient justification of "No Bid" will be cause for removal from the Vendor/Bidder's list. Vendors are encouraged to register on- line by visiting the City's website at http://www. ci. miami,11. us/procurement/. 1.50. NO PARTNERSHIP OR JOINT VENTURE - Nothing contained in this Contract will be deemed or construed to create a partnership or joint venture between the City of Miami and Contractor, or to create any other similar relationship between the parties. 1.51. NONCONFORMANCE TO CONTRACT CONDITIONS - Items may be tested for compliance with specifications under the direction of the Florida Department of Agriculture and Consumer Services or by other appropriate testing Laboratories as determined by the City. The data derived from any test for compliance with specifications is public record and open to examination thereto in accordance with Chapter 119, Florida Statutes. Items delivered not conforming to specifications may be rejected and returned at Bidder's expense. These non- conforming items not delivered as per delivery date in bid and/or Purchase Order may result in bidder being found in default in which event any and all reprocurement costs may be charged against the defaulted contractor. Any violation of these stipulations may also result in the supplier's name being removed from the City of Miami's bidder's list. 1.52. NONDISCRIMINATION - Bidder agrees that it shall not discriminate as to race, sex, color, age, religion, national origin, marital status, or disability in connection with its performance under this solicitation. Furthermore, Bidder agrees that no otherwise qualified individual shall solely by reason of his/her race, sex, color, age, religion, national origin, marital status or disability be excluded from the participation in, be denied benefits of, or be subjected to, discrimination under any program or activity. In connection with the conduct of its business, including performance of services and employment of personnel, Bidder shall not discriminate against any person on the basis of race, color, religion, disability, age, sex, marital status or national origin. All persons having appropriate qualifications shall be afforded equal opportunity for employment. 1.53. OCCUPATIONAL LICENSE - Any person, firm, corporation or joint venture, with a business location in the City of Miami and is submitting a Bid under this IFB shall meet the City's Occupational License Tax requirements in accordance with Chapter 31.1, Article I of the City of Miami Charter. Others with a location outside the City of Miami shall meet their local Occupational License Tax requirements. A copy of the license must be submitted with the Bid; however, the City may at its sole option and in its best interest allow the Bidder to supply the license to the City during the evaluation period, but prior to award. 1.54. OWNERSHIP OF DOCUMENTS - It is understood by and between the parties than any documents, records, files, or any other matter whatsoever which is given by the City to the successful Bidder pursuant to this solicitation shall at all times remain the property of the City and shall not be used by the Bidder for any other purposes whatsoever without the written consent of the City. 1.55. PARTIAL INVALIDITY - If any provision of this Contract or the application thereof to any person or circumstance shall to any extent be held invalid, then the remainder of this Contract or the application of such provision to persons or circumstances other than those as to which it is held invalid shall not be affected thereby, and each provision of this Contract shall be valid and enforced to the fullest extent permitted by law. 1.56. PERFORMANCE BOND — A Contractor may be required to furnish a Performance Bond as part of the requirements of this Contract, in an amount equal to one hundred percent (100%) of the contract price. 1.57. NON-EXCLUSIVE CONTRACT/ PIGGYBACK PROVISION - At such times as may serve its best interest, the City of Miami reserves the right to advertise for, receive, and award additional bids for these herein items, and to make use of other competitively bid (governmental) contracts, SNAPS Agreements, or other similar sources for the purchase of these goods or equipment as may be available. It is hereby agreed and understood that this solicitation does not constitute the exclusive rights of the successful bidder(s) to receive all orders that may be generated by the City in conjunction with this Solicitation. In addition, any and all commodities, equipment, and services required by the City in conjunction with construction projects are solicited under a distinctly different bid process and shall not be purchased under the terms, conditions and awards rendered under this solicitation, unless such purchases are determined to be in the best interest of the City. 1.58. PREPARATION OF BIDS - Bidders are expected to examine the specifications, required delivery, drawings, and all special and general conditions. All bid amounts shall be typewritten entered into the space provided with ink. Failure to do so will be at the Bidder's risk. A. B. Each Bidder shall furnish the information required in the IFB. The Bidder shall sign the IFB and print in ink or type the name of the Bidder, address, and telephone number on the face page and on each continuation sheet thereof on which he/she makes an entry, as required. The unit price for each unit offered shall be shown, and such price shall include packaging, handling and shipping, and F.O.B. Miami delivery inside City premises unless otherwise specified. Bidder shall include in the response all taxes, insurance, social security, workmen's compensation, and any other benefits normally paid by the Bidder to its employees. If applicable, a unit price shall be entered in the "Unit Price" column for each item. Based upon estimated quantity, an extended price shall be entered in the City of Miami Bid No. 04-05-123 Page 9 "Extended Price" column for each item offered. In case of a discrepancy between the unit price and extended price, the unit price will be presumed correct. C. The Bidder must state a definite time, if required, in calendar days for delivery of goods or equipment. D. The Bidder should retain a copy of all bid documents for future reference, E. All bid response forms as described under Section 4.0, must be fully completed and typed or printed in ink and must be signed in ink with the firm's name and by an officer or employee having authority to bind the company or firm by his/her signature. Bids having any erasures or corrections must be initialed in ink by person signing the bid or the bid may be rejected. F. The City of Miami's Bid Response Forms which are attached to this solicitation should be used when Bidder is submitting its bid. Use of any other forms will result in the rejection of the bid. THE ORIGINAL AND THREE (3) COPIES OF THESE SETS OF FORMS AND ANY REQUIRED ATTACHMENTS MUST BE RETURNED TO THE CITY OR YOUR BID MAY BE DISQUALIFIED. 1.59. PRICE ADJUSTMENTS — Any price decrease effectuated during the contract period either by reason of market change or on the part of the contractor to other customers shall be passed on to the City of Miami. 1.60. PRODUCT SUBSTITUTES - In the event a particular awarded and approved manufacturer's product becomes unavailable during the term of the Contract, the Contractor awarded that item may arrange with the City's authorized representative(s) to supply a substitute product at the bid price or lower, provided that a sample is approved in advance of delivery and that the new product meets or exceeds all quality requirements. 1.61. PROHIBITIONS - Contractor represents and warrants to the City that it has not employed or retained any person City of Miami Bid No. 04-05-123 or company employed by the City to solicit or secure this Contract and that it has not offered to pay, paid, or agreed to pay any person any fee, commission, percentage, brokerage fee, or gift of any kind contingent upon or in connection with, the award of this Contract. 1.62. PROMPT PAYMENT - Bidders may offer a cash discount for prompt payment; however, discounts shall not be considered in determining the lowest net cost for bid evaluation purposes. Bidders are required to provide their prompt payment terms in the space provided on the Bid Certification Statement Form (Section No. 4.1.). If no prompt payment discount is being offered, the Bidder must enter zero (0) for the percentage discount to indicate no discount. If the Bidder fails to enter a percentage, it is understood and agreed that the terms shall be 2% 20 days, effective after receipt of invoice or final acceptance by the City, whichever is later. When the City is entitled to a cash discount, the period of computation will commence on the date of delivery, or receipt of a correctly completed invoice, whichever is later. If an adjustment in payment is necessary due to damage, the cash discount period shall commence on the date final approval for payment is authorized. If a discount is part of the contract, but the invoice does not reflect the existence of a cash discount, the City is entitled to a cash discount with the period commencing on the date it is determined by the City that a cash discount applies. Price discounts off the original prices quoted on the Price Sheet will be accepted from successful bidders during the term of the contract. 1.63. PROPERTY - Property owned by the City of Miami is the responsibility of the City of Miami, Such property furnished to a Contractor for repair, modification, study, etc., shall remain the property of the City of Miami. Damages to such property occurring while in the possession of the Contractor shall be the responsibility of the Contractor. Damages occurring to such property while in route to the City of Miami shall be the responsibility of the Contractor. In the event that such property is destroyed or declared a total loss, the Contractor shall be responsible for replacement value of Page 10 the property at the current market value, less depreciation of the property if any. 1.64. PROVISIONS BINDING - Except as otherwise expressly provided in this Contract, all covenants, conditions and provisions of this Contract shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, legal representatives, successors and assigns. 1.65. PUBLIC ENTITY CRIMES - A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to a public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. 1.66. PUBLIC RECORDS - Contractor understands that the public shall have access, at all reasonable times, to all documents and information pertaining to City contracts, subject to the provisions of Chapter 119, Florida Statutes, and City of Miami Code, Section 18, Article III, and agrees to allow access by the City and the public to all documents subject to disclosure under applicable law. Contractor's failure or refusal to comply with the provision of this section shall result in the immediate cancellation of this Contract by the City. 1.67. QUALITY - All materials used in the manufacturing or construction of supplies, materials, or equipment covered by this bid shall be new. The items bid must be of the latest make or model, of the best quality, and of the highest grade of workmanship, unless as otherwise specified in this IFB. 1.68. QUALITY OF WORK — The work performed must be of the highest quality and workmanship. Materials furnished to complete the service shall be new and of the highest quality except as otherwise specified in this IFB. 1.69. REMEDIES PRIOR TO AWARD (Sec. 18-106) If prior to Contract award it is determined that a solicitation or proposed award is in violation of law, then the solicitation or proposed award shall be cancelled by the City Commission, the City Manager or the Chief Procurement Officer, as may be applicable, or revised to comply with the law. 1.70. RESOLUTION OF CONTRACT DISPUTES (Sec. 18- 105) (a) Authority to resolve Contract disputes. The City Manager, after obtaining the approval of the city attorney, shall have the authority to resolve controversies between the Contractual Party and the city which arise under, or by virtue of, a Contract between them; provided that, in cases involving an amount greater than $25,000, the City Commission must approve the City Manager's decision. Such authority extends, without limitation, to controversies based upon breach of Contract, mistake, misrepresentation or lack of complete performance, and shall be invoked by a Contractual Party by submission of a protest to the City Manager. (b) Contract dispute decisions. If a dispute is not resolved by mutual consent, the City Manager shall promptly render a written report stating the reasons for the action taken by the City Commission or the City Manager which shall be final and conclusive. A copy of the decision shall be immediately provided to the protesting party, along with a notice of such party's right to seek judicial relief, provided that the protesting party shall not be entitled to such judicial relief without first having followed the procedure set forth in this section. 1.71. RESOLUTION OF PROTESTED SOLICITATIONS AND AWARDS (Sec. 18-104) (a) Right to protest. The following procedures shall be used for resolution of protested solicitations and awards except for purchases of goods, supplies, equipment, and services, the estimated cost of which does not exceed $25,000. Protests thereon shall be governed by the Administrative Policies and Procedures of Purchasing. 1. Protest of Solicitation. i, Any prospective proposer who perceives itself aggrieved in connection with the solicitation of a Contract may protest to the Chief Procurement Officer. A written notice of intent to file a protest shall be filed with the Chief Procurement Officer within three days after the Request for Proposals, Request for Qualifications or Request for Letters of Interest is published in a newspaper of general circulation. A notice of intent to file a protest is considered fled when received by the Chief Procurement Officer; or H. Any prospective bidder who intends to contest Bid Specifications or a bid solicitation may protest to the Chief Procurement Officer, A written notice of intent to file a protest shall be filed with the Chief' Procurement Officer within three days after the bid solicitation is published in a newspaper of general circulation. A notice of intent to file a protest is considered filed when received by the Chief Procurement Officer. 2. Protest of Award. i. Any actual proposer who perceives itself aggrieved in connection with the recommended award of Contract may protest to the Chief Procurement Officer. A written notice of intent to file a protest shall be filed with the Chief Procurement Officer within two days after receipt by the proposer of the notice of the City Manager's recommendation for award of Contract. The receipt by proposer of such notice shall be confirmed by the city by facsimile or electronic mail or U.S. mail, return receipt requested. A notice of intent to file a protest is considered filed when received by the Chief Procurement Officer; or ii. Any actual Responsive and Responsible Bidder whose Bid is lower than that of the recommended bidder may protest to the Chief Procurement Officer, A written notice of intent to file a protest shall be filed with the Chief Procurement Officer within two days after receipt by the bidder of the notice of the city's determination of non responsiveness or non responsibility. The receipt by bidder of such notice shall be confirmed by the city by facsimile or electronic mail or U.S. mail, return receipt requested. A notice of intent to file a protest is considered filed when received by the Chief Procurement Officer. iii. A written protest based on any of the foregoing must be submitted to the Chief Procurement Officer within five (5) days after the date the notice of protest was filed, A written protest is considered filed when received by the Chief Procurement Officer. The written protest may not challenge the relative weight of the evaluation criteria or the formula for assigning points in making an award determination, The written protest shall state with particularity the specific facts and law upon which the protest of the solicitation or the award is based, and shall include all pertinent documents and evidence and shall be accompanied by the required Filing Fee as provided in subsection (f). This shall form the basis for review of the written protest and no facts, grounds, documentation or evidence not contained in the protester's submission to the Chief Procurement Officer at the time of filing the protest shall be permitted in the consideration of the written protest. No time will be added to the above limits for service by mail. In computing any period of time prescribed or allowed by this section, the day of the act, event or default from which the designated period of time begins to run shall not be included, The last day of the period so computed shall be included unless it is a Saturday, Sunday or legal holiday in which event the period shall run until the end of the next day which is neither a Saturday, Sunday or legal holiday. Intermediate Saturdays, Sundays and legal holidays shall be excluded in the computation of the time for filing. (b) Authority to resolve protests. The Chief Procurement Officer shall have the authority, subject to the approval of the City Manager and the city attorney, to settle and resolve any written protest. The Chief Procurement Officer shall obtain the requisite approvals and communicate said decision to the protesting party and shall submit said decision to the City Commission within 30 days after he/she receives the protest. In cases involving more than $25,000, the decision of the Chief Procurement Officer shall be submitted for approval or disapproval thereof to the City Commission after a favorable recommendation by the city attorney and the City Manager. (c) Compliance with filing requirements. Failure of a party to timely file either the notice of intent to file a protest or the written protest, together with the required Filing Fee as provided in subsection (f), with the Chief Procurement Officer within the time provided in subsection (a), above, shall constitute a forfeiture of City of Miami Bid No. 04-05-123 Page 11 such party's right to file a protest pursuant to this section. The protesting party shall not be entitled to seek judicial relief without first having followed the procedure set forth in this section (d) Stay of Procurements during protests. Upon receipt of a written protest filed pursuant to the requirements of this section, the city shall not proceed further with the solicitation or with the award of the Contract until the protest is resolved by the Chief Procurement Officer or the City Commission as provided in subsection (b) above, unless the City Manager makes a written determination that the solicitation process or the Contract award must be continued without delay in order to avoid an immediate and serious danger to the public health, safety or welfare. (e) Costs. All costs accruing from a protest shall be assumed by the protestor. (f) Filing Fee. The written protest must be accompanied by a filing fee in the form of a money order or cashier's check payable to the city in an amount equal to one percent of the amount of the Bid or proposed Contract, or $5000.00, whichever is less, which filing fee shall guarantee the payment of all costs which may be adjudged against the protestor in any administrative or court proceeding. If a protest is upheld by the Chief Procurement Officer and/or the City Commission, as applicable, the fling fee shall be refunded to the protestor less any costs assessed under subsection (e) above. If the protest is denied, the filing fee shall be forfeited to the city in lieu of payment of costs for the administrative proceedings as prescribed by subsection (e) above. 1.72. SAMPLES - Samples of items, when required, must be submitted within the time specified at no expense to the City. If not destroyed by testing, bidder(s) will be notified to remove samples, at their expense, within 30 days after notification. Failure to remove the samples will result in the samples becoming the property of the City. 1.73. SELLING, TRANSFERRING OR ASSIGNING RESPONSIBILITIES - Contractor shall not sell, assign, transfer or subcontract at any time during the term of the Contract, or any part of its operations, or assign any portion of the performance required by this contract, except under and by City of Miami Bid No. 04-06-123 virtue of written permission granted by the City through the proper officials, which may be withheld or conditioned, in the City's sole discretion. 1.74. SERVICE AND WARRANTY — When specified, the bidder shall define all warranty, service and replacements that will be provided. Bidders must explain on the attached Bid Response Form to what extent warranty and service facilities are available. A copy of the manufacturer's warranty, if applicable, should be submitted with your bid. 1.75. SILENCE OF SPECIFICATIONS - The apparent silence of these specifications and any supplemental specification as to any detail or the omission from it of detailed description concerning any point shall be regarded as meaning that only the best commercial practices are to prevail and that only materials of first quality and D. correct type, size and design are to used. All workmanship is to be first quality. B. All interpretations of these specifications shall be made upon the basis of this statement. If your firm has a current contract with the State of Florida, Department of General Services, to supply the items on this bid, the bidder shall quote not more than the contract price; failure to comply with this request will result in disqualification of bid. 1.76. SUBMISSION AND RECEIPT OF BIDS - Bids must be received at the designated location and at, or before, the specified time of opening as designated in the IFB. NO EXCEPTIONS. Bidders are welcome to attend bid opening; however, no award will be made at that time. A bid tabulation will be furnished upon request; and, Bidder must enclose a self- addressed, stamped envelope when submitting a bid to receive the tabulation. A. Bids shall be enclosed in a sealed envelope. The face of the envelope must show the hour and date specified for receipt of bids, the bid number, and the name and return address of the Bidder. Bids not Page 12 C. E. F. G. H. I. submitted on the requisite Bid Response Forms may be rejected. Bid must be submitted to the office and address listed on the front page of this IFB by the time specified to be considered for award. Directions: FROM THE NORTH: I-95 SOUTH UNTIL IT TURNS INTO US1. US1 SOUTH TO 27TH AVE., TURN LEFT, PROCEED SOUTH TO S0. BAYSHORE DR. (3RD TRAFFIC LIGHT), TURN LEFT, 1 BLOCK TURN RIGHT ON PAN AMERICAN DR. CITY HALL IS AT THE END OF PAN AMERICAN DR. PARKING IS ON RIGHT. FROM THE SOUTH: US1 NORTH TO 27TH AVENUE, TURN RIGHT, PROCEED SOUTH TO SO. BAYSHORE DR. (3RD TRAFFIC LIGHT), TURN LEFT, 1 BLOCK TURN RIGHT ON PAN AMERICAN DR. CITY HALL IS AT THE END OF PAN AMERICAN DR. PARKING IS ON RIGHT. Telegraphic bids or facsimile will not be considered. Failure to follow these procedures is cause for rejection of bid. The responsibility for obtaining and submitting this bid to the City Clerk's Office on or before the time and date is solely and strictly the responsibility of Bidder. The City of Miami is not responsible for delays caused by the United States mail delivery or caused by any other occurrence. Bids received by the City Clerk after bids have begun to be opened will be returned unopened, and will not be considered for award. Late bids will be rejected. All bids are subject to the conditions specified herein. Those which do not comply with these conditions are subject to rejection. Modification of bids already submitted will be considered only if received at the City Clerk's Office before the time and date set for opening bids. All modifications must be submitted in writing. Once a bid is opened, the City will not consider any subsequent submission which alters the bid. If bids are submitted at the same time for different solicitations, each bid must be placed in a separate envelope and each envelope must contain the information previously stated in 1.76.A. 1.77. TAXES - The City of Miami is exempt from any taxes imposed by the State and/or Federal Government. Exemption certificates will be provided upon request. 1.78. TERMINATION - The City of Miami reserves the right to terminate this contract by written notice to the contractor effective the date specified in the notice should any of the following apply: A. The contractor is determined by the City to be in breach of any of the terms and conditions of the contract. B. The City has determined that such termination will be in the best interest of the City to terminate the contract for its own convenience; C. Funds are not available to cover the cost of the goods or equipment. The City's obligation is contingent upon the availability of appropriate funds. 1.79. TERMS OF PAYMENT - Payment will be made by the City after the items awarded to a Bidder have been received, inspected, and found to comply with award specifications, free of damage or defect, and properly invoiced. No advance payments of any kind will be made by the City of Miami. Payment shall be made after delivery, within 45 days of receipt of an invoice and authorized inspection and acceptance of the services/goods and pursuant to Florida Statute 218.74 and other applicable law. 1.80. TIMELY DELIVERY - Time will be of the essence for any orders placed as a result of this bid. The City reserves the right to cancel such orders, or any part thereof, without obligation, if delivery is not made within the time(s) specified on the Bid Form. Deliveries are to made during regular City business hours unless otherwise specified in the Special Conditions. 1.81. TITLE - Title to the goods or equipment shall not pass to the City until after the City has accepted the goods/equipment or used the goods, whichever comes first. 1.82. VARIATIONS OF SPECIFICATIONS - For purposes of bid evaluation, bidders must indicate any variances from bid specifications and/or conditions, no matter how slight. If variations are not stated on the Bid Response Form, it will be assumed that the product fully complies with the City's specifications. City of Miami Page 13 Bid No. 04-015-123