HomeMy WebLinkAboutRFP - 10052 LEED/ Sustainability Consultant On-CallRFP 10052 LEED/ Sustainability Consultant On-Call Page 1 of 54
REQUEST FOR PROPOSAL
10052 LEED/ Sustainability CONSULTANT ON-CALL
RFP DUE: 3:00 PM MT (Mountain Time), September 30, 2024
The City of Fort Collins is requesting proposals from qualified LEED/ Sustainability Professionals
for consulting services related to the master planning, design, and construction of new or
renovation of existing facilities or spaces.
As part of the City’s commitment to sustainability, proposals must be submitted online through
the Rocky Mountain E-Purchasing System (RMEPS) at http://www.bidnetdirect.com/colorado/city-
of-fort-collins. Note: please ensure adequate time to submit proposals through RMEPS. Proposals
not submitted by the designated Opening Date and Time will not be accepted by RMEPS.
A pre-proposal meeting will be held at 2:00 PM MT on September 10, 2024. The pre-proposal
meeting will be hosted on-line via Microsoft Teams. Click on the below link or use the meeting ID
and passcode for access to the Microsoft Teams meeting.
Join the meeting now
Meeting ID: 290 288 823 54
Passcode: Lzrtjc
Alternatively, the pre-proposal meeting can be accessed via phone at the below call-in and
conference ID. This option will only allow you to hear the audio presentation.
Call-in number: 1-970-628-0892
Conference ID: 488 941 29#
All questions should be submitted, in writing via email, to Adam Hill, Senior Buyer at
adhill@fcgov.com, with a copy to Eric Cluver, Project Manager, at ecluver@fcgov.com, no
later than 3:00 PM MT on September 18, 2024. Please format your e-mail to include: RFP
10052 LEED Consultant On-Call in the subject line. Questions received after this deadline may
not be answered. Responses to all questions submitted before the deadline will be addressed in
an addendum and posted on the Rocky Mountain E-Purchasing System webpage.
Rocky Mountain E-Purchasing System hosted by BidNet
A copy of the RFP may be obtained at http://www.bidnetdirect.com/colorado/city-of-fort-collins.
This RFP has been posted utilizing the following Commodity Code(s):
90610 Buildings – Architectural Design
90625 Design Build Services
90931 Building Construction, Sustainable (Green)
92537 Facilities Design Services
Prohibition of Unlawful Discrimination: The City of Fort Collins, in accordance with the
provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252, 42 US.C. §§ 2000d to 2000d-
Financial Services
Purchasing Division
nd Floor
970.221.6775
970.221.6707
fcgov.com/purchasing
RFP 10052 LEED/ Sustainability Consultant On-Call Page 2 of 54
4) and the Regulations, hereby notifies all bidders that it will affirmatively ensure that any contract
entered into pursuant to this advertisement, disadvantaged business enterprises will be afforded
full and fair opportunity to submit bids in response to this invitation and will not be discriminated
against on the grounds of race, color, or national origin in consideration for an award.
The City strictly prohibits unlawful discrimination based on an individual’s gender (regardless of
gender identity or gender expression), race, color, religion, creed, national origin, ancestry, age
40 years or older, marital status, disability, sexual orientation, genetic information, or other
characteristics protected by law. For the purpose of this policy “sexual orientation” means a
person’s actual or perceived orientation toward heterosexuality, homosexuality, and bisexuality.
The City also strictly prohibits unlawful harassment in the workplace, including sexual
harassment. Further, the City strictly prohibits unlawful retaliation against a person who engages
in protected activity. Protected activity includes an employee complaining that he or she has been
discriminated against in violation of the above policy or participating in an employment
discrimination proceeding.
The City requires its Professionals to comply with the City’s policy for equal employment
opportunity and to prohibit unlawful discrimination, harassment and retaliation. This requirement
applies to all third-party Professionals and their subcontractors/subconsultants at every tier.
Public Viewing Copy: The City is a governmental entity subject to the Colorado Open Records
Act, C.R.S. §§ 24-72-200.1 et seq. (“CORA”). Any proposals submitted hereunder are subject to
public disclosure by the City pursuant to CORA and City ordinances. Professionals may submit
one (1) additional complete proposal clearly marked “FOR PUBLIC VIEWING.” In this version of
the proposal, Professionals may redact text and/or data that it deems confidential or proprietary
pursuant to CORA. All pricing will be considered public records subject to disclosure under CORA
and as such pricing cannot be redacted from the “FOR PUBLIC VIEWING” version of the
proposal. Failure to provide a public viewing copy will be considered a waiver of any claim of
confidentiality under CORA without regard to how the applicant’s proposal or certain pages of the
proposal are marked confidential, proprietary, or similar. Such statement does not necessarily
exempt such documentation from public disclosure if required by CORA, by order of a court of
appropriate jurisdiction, or other applicable law. Generally, under CORA, trade secrets,
confidential commercial information and financial data information may not be disclosed by the
City. Proposals may not be marked “Confidential” or ‘Proprietary’ in their entirety. By responding
to this RFP, Professionals hereby waives any and all claims for damages against the City for the
City’s good faith compliance with CORA. All provisions and pricing of any contract resulting
from this request for proposal will be public information.
Professionals Registration: The City requires new Professionals receiving awards from the City
to submit IRS form W-9 and requires all Professionals to accept Direct Deposit (Electronic)
payment. If needed, the W-9 form and the Vendor Direct Deposit Authorization Form can be
found on the City’s Purchasing website at www.fcgov.com/purchasing under Vendor Reference
Documents. Please do not submit these documents with your proposal, however, if you take
exception to participating in Direct Deposit (Electronic) payments please clearly note such in your
proposal as an exception. The City may waive the requirement to participate in Direct Deposit
(Electronic) payments at its sole discretion.
Sales Prohibited/Conflict of Interest: No officer, employee, or member of City Council, shall
have a financial interest in the sale to the City of any real or personal property, equipment,
material, supplies or services where such officer or employee exercises directly or indirectly any
decision-making authority concerning such sale or any supervisory authority over the services to
RFP 10052 LEED/ Sustainability Consultant On-Call Page 3 of 54
be rendered. This rule also applies to subcontracts with the City. Soliciting or accepting any gift,
gratuity favor, entertainment, kickback or any items of monetary value from any person who has
or is seeking to do business with the City of Fort Collins is prohibited.
Collusive or Sham Proposals: Any proposal deemed to be collusive or a sham proposal will be
rejected and reported to authorities as such. Your authorized signature of this proposal assures
that such proposal is genuine and is not a collusive or sham proposal.
The City of Fort Collins reserves the right to reject any and all proposals and to waive any
irregularities or informalities.
Utilization of Award by Other Agencies: The City of Fort Collins reserves the right to allow
other state and local governmental agencies, political subdivisions, and/or school districts to
utilize the resulting award under all terms and conditions specified and upon agreement by all
parties. Usage by any other entity shall not have a negative impact on the City of Fort Collins in
the current term or in any future terms.
The selected Professional shall be required to sign the City’s Agreement prior to commencing
services (see sample attached to this document).
Sincerely,
Gerry Paul
Purchasing Director
RFP 10052 LEED/ Sustainability Consultant On-Call Page 4 of 54
I. BACKGROUND & OBJECTIVE / OVERVIEW
A. Objective
The City of Fort Collins (City) is requesting proposals from qualified Professionals to
provide LEED/Sustainability specific consulting for City of Fort Collins owned facilities.
The successful Professional(s) will demonstrate their experience with various project
types. The City intends to utilize this Request for Proposals (“RFP”) to award to multiple
Professionals. The awarded Professional(s) will assist the City with LEED/Sustainability
on future projects. The City has an existing On-call agreement for a Building
Commissioning Consultant/Energy Modeling which is not within the scope of this RFP.
The initial anticipated project is included as part of this RFP process. The new
Southeast Community Center is planned to include a Library, Recreation, Innovation and
Pool facilities. Stakeholders from the City, Library District, and Poudre School District are
planned to make up the Owner’s team supported by the Professional. The project has
also obtained a State of Colorado Grant, specific to meeting LEED Gold. The scope of
this project is to provide LEED/Sustainability consulting through various phases. The
goal of the project is to have a project that meets a minimum of LEED Gold with a goal
of achieving net energy zero.
The Agreement will be subject to federal procurement regulations because the funding
for the Southeast Community Center project includes federal funds. The selection
process for these services will be qualifications based in accordance with the Brooks
Act. The cost for these services will be part of the process during the final phase when
the City negotiates pricing with the highest rated Professional(s). At this time, the City
will negotiate a price for the initial project as well as a cost schedule, including labor
rates for this Agreement. The City is requesting that interested Professionals DO NOT
PROVIDE PRICING as part of their initial proposal for this solicitation. The phases for
this solicitation are outlined as follows:
Phase 1 – Proposal evaluation based on qualifications
Phase 2 – Interview evaluation
Phase 3 – Sample project and rate price negotiations
B. Background
Fort Collins is a vibrant community of approximately 170,000 located 65 miles north of
Denver, at the base of the foothills of the Rocky Mountains. The City is 57 square miles
in size and is the northern extension of the “Colorado Front Range” Urban corridor. The
City’s population includes over 37,000 college students.
Operation Services is a department within the City of Fort Collins organization, that
oversees facility maintenance, project development and project management for new
construction and major renovations. This department is responsible for all construction
associated with vertical building construction projects.
The City of Fort Collins has several projects on the horizon which will soon be in design
and later being constructed. The City is seeking qualifications for exceptional
LEED/Sustainability consultants to help the design team during the conceptual planning
and design of buildings and then help during construction to ensure the City is achieving
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the full potential of the sustainability goals. See below for a few upcoming City projects
being considered under this Agreement.
• Southeast Community Center
• Mason Street Parking Garage
• Civic Center Master Plan Build Out
• North Transit Center
The City of Fort Collins is looking to design new projects around the 2030 Energy
Challenge. It is the policy of the City of Fort Collins that all new buildings and major
renovations earn enough credits using the US Green Building Council’s (USGBC)
LEED™ Green Building Rating System to earn a minimum “Gold” certification with the
desire to achieve “Platinum” certification. In addition, the City also may want to explore
net (energy) zero.
A primary goal of these projects is to demonstrate and showcase sustainable design and
construction. These projects present the opportunity for the City of Fort Collins to “walk
the talk” by demonstrating best practices in high performance new construction and
retrofit projects.
II. SCOPE OF PROPOSAL
A. Scope of Work
The City of Fort Collins is seeking LEED/Sustainability Professionals for consulting
services related to the master planning, design, and construction of new or renovation of
existing facilities or spaces. The City of Fort Collins desires to have the Professional provide sustainability guidance
and decision-making facilitation for the areas outlined below in conjunction with the
energy modeler, commissioning agent, City staff, and other design professionals as
necessary.
Professional capable of demonstrating the necessary qualifications should have the
ability to successfully deliver in areas such as:
building orientation
heat island effect
civil – water quantity & quality
landscaping options
light pollution
energy performance
space planning
building material selection
materials reuse and recycling
thermal comfort
measurement & verification
regional priorities
energy efficiency and conservation
sustainability
building reuse
environmental quality & impact
green power
renewable energy design
daylighting & views
lighting
innovation in design ideas
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The most current version of LEED™ at the time of project design shall be used. In the
event LEED is transitioning from one version to the next at the time of the design, the
newer version is preferred, but will be evaluated on a case-by-case basis. Specific
projects may have goals above and beyond this minimum requirement, either in overall
rating or for minimum numbers of credits from specific categories.
All new building designs for this RFP should meet the following energy goals:
• Architecture 2030 Energy Challenge.
• Meet the City’s minimum standard of achieving a LEED Gold rating and pursue a
higher level. The projects should achieve a minimum of 18 points from Energy
and Atmosphere credits under the LEEDv4.2 New Construction & Major
Renovation Rating Systems.
• New buildings should achieve an ENERGY STAR rating of 100 with certification.
• Renovated buildings should achieve an ENERGY STAR rating of 80 or higher
with certification.
• Renovated buildings to involve analysis for potential deep energy retrofits.
The City of Fort Collins Operation Services has Revit 2021. Therefore, contracted
Professionals must have the capability of providing the City appropriate drawings which
will interface with this program. The City also uses Procore software for project
communication, sharing and archiving.
Professionals capable of demonstrating the necessary qualifications should have the
ability to successfully deliver in areas such as:
• Represent and attend design charrettes and project meetings.
• Working with assigned representatives from each party contributing to the funding
for this project.
• Coordinate with design and construction teams.
• Assist with grant administration and lead all reporting related to LEED
requirements.
• Assist with the City’s Integrative Design Process.
DESIGN DEVELOPMENT (DD) PHASE
• Prepare for and attend Consultant Kickoff Meeting/Site Charrette, consultant
coordination meetings, and work sessions as required in person or via online
meeting. Conduct post-event follow up as required.
• Review and comment on Owner's Project Requirements and Basis of Design.
• Register project with green building certification body. Invite team members and
assign roles and credits in green building online workspace.
• Provide preliminary review of green building checklist and determine which credits
are already being met with current design. Provide green building resources
document to team.
• Assist team with addressing items in the green building checklist. Provide
research, clarification, and oversight to the design and construction team
regarding green building incorporation.
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• Assist with developing outline specifications for sustainable materials and
methods. Assist design team in planning for drawings and specifications that meet
the intent of green building prerequisites and credits.
• Provide updated green building checklists.
• Deliverables: Green building program compliance communication, initial green
building checklist, green building resources document, review comments for OPR
and BOD, online submittal of green building project registration, spec outline,
materials strategy, materials proforma, updated green building checklists.
CONSTRUCTION DOCUMENTS (CD)
• Prepare for and attend planning meetings, consultant coordination meetings, and
work sessions as required via conference call and online meeting. Conduct post-
event follow up as required.
• Assist team with addressing items in the green building checklist. Provide
research, clarification, and oversight to the design and construction team
regarding green building incorporation. Develop green building schedule.
• Provide overall review of 50% CD drawings and specifications for sustainability
integration.
• Provide updated green building checklists.
• Deliverables: Draft and final green building design application schedule, 50% CD
drawing and specification review reports, and green building checklists.
CONSTRUCTION ADMINISTRATION (CA)
• Provide green building update meetings on a monthly basis via conference call
and online meeting. Conduct post-event follow up as required.
• Prepare for and facilitate contractor/subcontractor green building kickoff meeting
training. Conduct post-event follow up as required.
• Assist Contractor in meeting green building submittal requirements by reviewing
standalone green building submittals that are not product or material related (e.g.,
SWMP, IAQ Management Plan, and CWM Plan). Provide one site visit to review
procedures for these plans in the field.
• Develop and revise green building construction application schedule. Oversee
and administer the Design and Construction phase green building applications to
certifying body for the certification process as well as handle the review process.
Review and comment on green building documentation. Provide one group
training and individual assistance to team regarding green building online
workspace. Act as project point of contact with certifying body and coordinate as
required.
• Complete post-certification tasks including finalizing green building checklist,
ordering of green building plaque, hardware, and certificates, distributing green
building certificates by mail to team, and distributing marketing materials to the
team.
• Deliverables: Contractor green building kickoff meeting facilitation, SWMP, IAQ
Management Plan, and CWM Plan reviews, draft and final green building
construction phase application schedules, green building design and construction
phase application submittal package for green building certification, final green
building checklist, marketing material orders, marketing communication to team.
Community Education
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• Assist stakeholders with putting together educational materials along with scripts
for building tours during the open house to help educate the community on the
sustainability features incorporated into this completed project.
Exclusions
The following items are not included in this proposal but can be added to the scope for
additional fees:
• Registration and certification fees paid to third-party certification body
(USGBC/GBCI). Certification fees are subject to change per USGBC and will be
dependent on date of certification submittals.
• Other optional/additional fees paid to certifying body including but limited to:
o GBCI Formal Inquiries Rulings.
o Rulings and an additional LEED Interpretations.
o GBCI Credit Appeals.
• GBCI Expedited Review fee per phase.
• Fees paid to certification body’s vendor for certification marketing materials,
including but not limited to:
• Plaque and mounting hardware.
• Additional certificates.
• Room rental or catering for meetings.
• Extensive selection or review of material and product submittals and substitutions
from Contractor for approval request for green building rating system compliance
after completion of Construction Documents.
• Development and project management of formal inquiries or criteria
interpretations to certifying body.
B. Minimum Qualifications
Firm and assigned personnel qualifications:
• Differentiate between the firm and personnel qualifications.
• Demonstrate experience with collaborating and managing multiple owners and/or
stakeholders.
• Required: 7-10 years of vertical Construction LEED Consulting experience.
• Experience with successful LEED Gold, Platinum, and net energy zero achieved
projects.
• Experience with successful integration in larger, multi-owner stakeholder projects.
C. THE CAPITAL PROJECTS PROCEDURE MANUAL
The project will be subject to the City’s Capital Projects Procedures Manual. See
Attachment 1.
The detailed Scope of Work for this project will be managed using this manual. The
manual correlates very closely to the phases of work sequence by the American Institute
of Architects. It includes site analysis, schematic design, design development,
construction documents, bidding, construction administration and project close-out.
D. BUILDING DESIGN & CONSTRUCTION STANDARDS MANUAL
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The City of Fort Collins has developed a Building Design & Construction Standards
Manual. Compliance to the requirements of these standards is a requirement of the
project. This manual can be downloaded at the following address:
http://www.fcgov.com/opserv/design-standards.php
E. WORK ENVIRONMENT
Recognizing that people are the most important resource associated with buildings,
provide an “uplifted” work environment that supports and enhances worker productivity,
as well as the user experience.
F. SUSTAINABLE DESIGN
Definition of Sustainable Design: “Meeting the needs as a society today without
compromising the ability of future generations to meet their needs.”
Operating and maintenance costs over the typical life span of a City facility (75 plus
years) can be many times the initial capital cost of the equipment. Utilization of lifecycle
economic analysis to guide the integrated design team to the options that will produce
the greatest savings over the life of the building is essential. Functional and easily
maintained roofing systems with low life cycle operating costs is fundamental to effective
and efficient operation of the finished facility.
G. HUMAN PERFORMANCE/ADA STANDARDS
Project design should create a workplace for City employees and customers that is safe
and comply with applicable current ADA Standards.
H. Team Building
The City desires a successful project for everyone involved. The City would like to
create an environment where trust and teamwork prevent disputes, foster a cooperative
bond to everyone’s benefit, and facilitate the completion of a successful project. The
City requires an integrated project design team.
I. Anticipated Schedule
The following represents the City’s target schedule for the RFP. The City reserves the
right to amend the target schedule at any time.
Phase 1 Dates
RFP Issued August 30, 2024
Pre-Proposal Meeting September 10, 2024 @ 2:00 PM MST
Questions Due September 18, 2024 @ 3:00 PM MST
Final Addendum Issued September 20, 2024
Proposals Due September 30, 2024 @ 3:00 PM MST
Phase 2
Interviews (If Applicable) (Tentative) Week of October 7, 2024
Select Top Professional(s) (Tentative) Week of October 14, 2024
Phase 3 – Pricing and Negotiations
Price Negotiations – Sample Project Week of October 14, 2024
RFP 10052 LEED/ Sustainability Consultant On-Call Page 10 of 54
J. Interviews
In addition to submitting a written proposal, the top-rated Professionals may be
interviewed by the RFP assessment team and asked to participate in an oral presentation
to provide an overview of the company, approach to the project and to address questions.
The evaluation criteria for the oral interviews will be the same as the criteria for the written
evaluations and is included in Section IV.
K. Travel & Expenses
Subject to the terms of the applicable Work Order, reasonable expenses may be
reimbursable per the current rates found at www.gsa.gov. Consultant will be required to
provide original receipts to the City for all travel expenses.
L. Subcontractors/Subconsultants
Professional will be responsible for identifying any subcontractors and/or subconsultants
in their proposal. Please note that the City will contract solely with the awarded
Professional; therefore, subcontractors and/or subconsultants will be the responsibility of
the Professional.
M. Financial Qualifications (CONFIDENTIAL)
Professionals selected as finalists may be required to submit a banking reference and the
most recent financial statement (audited preferred) including balance sheet and income
statement, as well as a statement of cash flows (the “Financial Information”).
N. Current standards
All work and/or materials must meet current standards in force by recognized technical
and professional societies, trade and materials supply associations, institutes and
organizations, bureaus and testing laboratories, and national, federal, state, county, and
local laws, codes and ordinances.
O. Fees, Licenses, Permits
The successful Professional shall be responsible for obtaining any necessary licenses,
fees or permits without additional expense to the City. All vehicles and equipment shall be
properly licensed and insured, carry the appropriate permits and be placarded as required
by law.
P. Laws and Regulations
The Professional agrees to comply fully with all applicable local, State of Colorado and
Federal laws and regulations and municipal ordinances to include American Disabilities
Act (ADA).
Q. Cost and Work Hours
After the City selects the top rated Professional(s), the Professionals will submit hourly
rates by employee classification. Hourly rates must reflect wages, general and
administrative expenses, and profit. The City is adding federal terms and conditions to
this project so we can use it for any future federally funded projects. Please do not
provide pricing for any scope of work with your Proposal. Cost of work for the scope
of work will be negotiated with the successful Professionals subject to negotiation and
mutual agreement.
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The negotiated rates will be incorporated into the agreement and will remain firm for one
calendar year from the date of the Services Agreement. In the event the parties are
unsuccessful in negotiating mutually acceptable rates, the City will engage the second
highest rated Professional to negotiate acceptable rates.
R. Work Orders
The awarded Professional(s) will be required to sign the City’s Work Order Type
Agreement, a sample of which is attached as Section VI for reference purposes. In the
event that the City has agreements with multiple Professionals for the Work, the City
reserves the right to request proposals for individual Work Order assignments from the
awarded Professionals or assign Work Orders directly to a Professional at its sole
discretion. Selection for individual Work Orders may be based on, but not limited to,
availability, approach, prior experience, firm capability, and cost.
Individual Work assignments will be requested and agreed to utilizing the City’s Work
Order (included in the Agreement). Each Work Order must include a start and completion
date, total cost and a Scope of Work. Subsequent supporting documentation pages may
include a project schedule, deliverables, hours, cost detail supporting total cost, and
personnel details. Fees outlined in the Work Order will conform with those stated in the
Agreement on a not to exceed time and materials basis.
No Work Order over $7,500 will be considered valid until signed, at a minimum, by the
Professional, project manager and Purchasing Department representative. Depending on
the cost and nature of the Work, additional signature authorization may be required. Any
changes to the dates, cost or scope of any Work Order must be agreed upon in writing
utilizing the City’s Change Order (included in the Agreement) and will not be considered
valid until signed, at a minimum, by the Professional, project manager and Purchasing
Department representative.
The awarded Professional will be responsible for the total professional management of
quality, technical accuracy, and the coordination of all services needed in order to
provide a complete project per the City’s Capital Projects Procedures Manual, see
Attachment 1 for reference.
S. Invoicing and Payment
Invoices should be emailed monthly to invoices@fcgov.com with a copy to the Project
Manager. The cost of the work completed shall be paid to the Professional each month
following the submittal of a correct invoice by the Professional indicating the project name,
Purchase Order number, task description, hours worked, personnel/work type category,
hourly rate for each employee/work type category, date of the work performed specific to
the task, percentage of that work that has been completed by task, 3rd party supporting
documentation with the same detail and a brief progress report.
Payments will be made using the prices stated in the Work Order and Agreement. In the
event a service is requested which is not stated in the Work Order and/or Agreement, the
Professional and the City will negotiate an appropriate unit price for the service prior to the
Professional initiating such work.
The City pays invoices on Net 30 terms.
III. PROPOSAL SUBMITTAL
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Please limit the total length of your proposal to a maximum of thirty-five (35) 8 ½ x 11” pages
(excluding cover pages, table of contents, dividers and Acknowlegement form). Font shall be
a minimum of 10 Arial and margins are limited to no less than .5” for sides and top/bottom.
Extended page sizes, such as 11” x 17”, count as a single page and may be used for detailed
pricing. Links to other files or websites shall not be permitted. Proposals that do not conform
to these requirements may be rejected.
Professionals are required to provide detailed written responses to the following items in the
order outlined below. The responses shall be considered technical offers of what
Professionals propose to provide and shall be incorporated in the contract award as deemed
appropriate by the City. A proposal that does not include all the information required may be
deemed non-responsive and subject to rejection.
Responses must include all the items in the order listed below. It is suggested that the
Professionals include each of the City’s questions with their response.
The City of Fort Collins shall not reimburse any firm for costs incurred in the preparation and
presentation of their proposal.
A. Cover Letter / Executive Summary
The Executive Summary should highlight the content of the proposal and features of the
program offered, including a general description of the program and any unique aspects
or benefits provided by your firm.
Indicate your availability to participate in the interviews/demonstrations on the proposed
dates as stated in the Schedule section.
B. Professional Information
1. Describe the Professional’s business and background
2. Number of years in the business
3. Details about ownership
4. An overview of services offered and qualifications
5. Size of the firm
6. Location(s) of offices. If multiple, please identify which will be the primary for our
account.
7. Primary contact information for the company including contact name(s) and title(s),
mailing address(s), phone number(s), and email address(s).
C. Scope of Proposal
1. Provide a detailed narrative of the services proposed if awarded the contract per the
scope above. The narrative should include any options that may be beneficial for the
City to consider.
2. Describe how the Agreement would be managed and who would have primary
responsibility for its timely and professional communications.
3. Briefly describe the approach to execute the scope of work to include the methods and
assumptions used, and any exceptions and/or risks.
4. Describe the methods and timeline of communication your firm will use with the City’s
Project Manager and other parties.
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5. Include a description of the software and other analysis tools to be used.
6. Identify what portion of work, if any, may be subcontracted or outsourced to
subconsultants. Include all applicable information herein requested for each
Professional.
7. Is the project team available to attend meetings as required?
D. Firm Capability and Assigned Personnel
Provide relevant information regarding previous experience related to this or similar
projects, to include the following:
1. Provide an Organization Chart/Proposed Project Team: An organization chart
containing the names of all key personnel and subconsultants with titles and their
specific task assignment for this Agreement shall be provided in this section.
2. Provide resumes for each professional and technical person to be assigned to the
project, including partners, subconsultants, and subcontractors. Please limit resumes
to one page.
3. A list of qualifications for your firm and qualifications and experience of the specific
staff members proposed to perform the services described above.
4. References. Provide a minimum of three similar projects with public agencies in the
last 5 years that have involved the staff and subcontractors/subconsultants proposed
to work on this project. Include the owner’s name, title of project, beginning price,
ending price, contact name, email and phone number, subconsultants on the team
and a brief description of the work and any change orders. The Professional
authorizes the City to verify any and all information contained herein and hereby
releases all those concerned providing information as a reference from any liability in
connection with any information provided.
5. Provide any information that distinguishes Professional from its competition and any
additional information applicable to this RFP that might be valuable in assessing
Professional’s proposal.
6. Provide at least two (2) projects that have achieved LEED Gold or greater including
information noting major strategies used to achieve this certification.
E. Sustainability/TBL Methodology
In concise terms (no more than two pages), please describe your organization’s
commitment to sustainability and supporting values.
Each element of the TBL sustainability criteria will receive equal consideration in
determining the final Sustainability/TBL score.
1. Address how your firm strives to incorporate all three aspects (social,
environmental, and economic) of Triple Bottom Line (TBL) sustainable practices
into the workplace. Provide examples along with any metrics used to measure
success within your firm.
2. Also provide examples of how your firm has incorporated all three aspects of TBL
sustainable practices in previous similar projects on which your firm has been the
prime Professional.
Some examples are provided below:
RFP 10052 LEED/ Sustainability Consultant On-Call Page 14 of 54
a. Environmental – Experience delivering projects / programs focused on
environmental health priorities in the areas of climate resiliency, water quality
and watershed protection, regulatory performance, management systems,
air quality, renewable energy, sustainable building and design, construction
materials management, and solid waste reduction.
b. Economic – Experience working and delivering projects with an emphasis
on strategic financial planning, job creation, business development, asset
management, various project delivery methods, value engineering, regional
partnerships, transparency, stakeholder engagement, strategic investments,
aging infrastructure, repurposing of existing facilities, and competing
financial priorities.
c. Social - Experience working and delivering projects, programs, and/or
initiatives that support Equity, Diversity, and Inclusion throughout your firm’s
workplace, including leadership, and supply chain. Examples of this may be
demonstration of working within cultural and language gaps, development of
diversity programs, diverse project teams, equitable opportunity vendor
supply chain, and how your firm has applied an equity lens to processes
such as recruitment, hiring, purchasing, career pathways, salaries, and staff
engagement.
(See next page)
RFP 10052 LEED/ Sustainability Consultant On-Call Page 15 of 54
F. Byrd Anti-Lobbying Certification (Does not count towards page count)
Complete the Byrd Anti-Lobbying Certification attached hereto.
APPENDIX A, 49 CFR PART 20--CERTIFICATION REGARDING LOBBYING
Certification for Contracts, Grants, Loans, and Cooperative Agreements
(To be submitted with each bid or offer exceeding $100,000)
The undersigned [Contractor] certifies, to the best of his or her knowledge and belief, that:
(1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the
undersigned, to any person for influencing or attempting to influence an officer or employee
of an agency, a Member of Congress, an officer or employee of Congress, or an employee of
a Member of Congress in connection with the awarding of any Federal contract, the making
of any Federal grant, the making of any Federal loan, the entering into of any cooperative
agreement, and the extension, continuation, renewal, amendment, or modification of any
Federal contract, grant, loan, or cooperative agreement.
(2) If any funds other than Federal appropriated funds have been paid or will be paid to any person
for making lobbying contacts to an officer or employee of any agency, a Member of Congress,
an officer or employee of Congress, or an employee of a Member of Congress in connection
with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall
complete and submit Standard Form--LLL, "Disclosure Form to Report Lobbying," in
accordance with its instructions [as amended by "Government wide Guidance for New
Restrictions on Lobbying," 61 Fed. Reg. 1413 (1/19/96). Note: Language in paragraph (2)
herein has been modified in accordance with Section 10 of the Lobbying Disclosure Act of
1995 (P.L. 104-65, to be codified at 2 U.S.C. 1601, et seq.)]
(3) The undersigned shall require that the language of this certification be included in the award
documents for all subawards at all tiers (including subcontracts, subgrants, and contracts
under grants, loans, and cooperative agreements) and that all subrecipients shall certify and
disclose accordingly.
This certification is a material representation of fact upon which reliance was placed when this
transaction was made or entered into. Submission of this certification is a prerequisite for making
or entering into this transaction imposed by 31, U.S.C. § 1352 (as amended by the Lobbying
Disclosure Act of 1995). Any person who fails to file the required certification shall be subject to
a civil penalty of not less than $10,000 and not more than $100,000 for each such failure.
[Note: Pursuant to 31 U.S.C. § 1352(c)(1)-(2)(A), any person who makes a prohibited expenditure
or fails to file or amend a required certification or disclosure form shall be subject to a civil penalty
of not less than $10,000 and not more than $100,000 for each such expenditure or failure.]
The Contractor, ________________ ___, certifies or affirms the truthfulness and
accuracy of each statement of its certification and disclosure, if any. In addition, the Contractor
RFP 10052 LEED/ Sustainability Consultant On-Call Page 16 of 54
understands and agrees that the provisions of 31 U.S.C. A 3801, et seq., apply to this certification
and disclosure, if any.
__________________________ Signature of Contractor's Authorized Official
__________________________ Name and Title of Contractor's Authorized Official
G. Sample Agreement (Does not count towards page count)
Included with this request for proposals is a sample Agreement that the City intends to
use for obtaining the services of the Professional. The Professional is required to review
this Agreement and indicate any objections to the terms of the contract. If revisions to the
contractual terms are requested, provide suggested revisions.
H. Acknowledgement (Does not count towards page count)
The Acknowledgement form is attached as Section V. Complete the attached form
indicating the Professional hereby acknowledges receipt of the City of Fort Collins
Request for Proposal and acknowledges that the Professional has read and agrees to be
fully bound by all of the terms, conditions and other provisions set forth in the RFP.
IV. REVIEW AND ASSESSMENT CRITERIA
A. Proposal and Interview Criteria
Professionals will be evaluated on the following criteria. This set of criteria will be the
basis for review and assessment of the written proposals and optional interview session.
At the discretion of the City, interviews of the top-rated Professionals may be conducted.
The rating scale shall be from 1 to 10, a rating of 1 doesn’t meet minimum requirements,
a rating of 5 means the category fulfills the minimum requirements, and 10 exceeds
minimum requirements in that category.
WEIGHTING
FACTOR CATEGORY STANDARD QUESTIONS
3.0 Scope of Proposal
Does the proposal address all elements of the
RFP? Does the proposal show an
understanding of the objectives, methodology to
be used and results/outcomes required for these
services? Are there any exceptions to the
specifications, Scope of Work, or agreement?
Are they able to meet timelines that are
required? Are other qualified personnel
available to assist in meeting the project
schedule if required? Is the project team
available to attend meetings as required by the
Scope of Work?
4.0 Firm Capability &
Assigned Personnel required to successfully com
services
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qualifications assigned to this Agreement? How
certifications?
3.0 Sustainability/TBL
Methodology
Does the firm demonstrate a commitment to
Sustainability and incorporate Triple Bottom Line
methodology in both their Scope of Work for the
project, and their day-to-day business operating
processes and procedures?
Does the firm demonstrate a commitment to all
three aspects (social, environmental, and
economic) of the Triple Bottom Line (TBL)
methodology of sustainability for this project and
in their company value system as evidenced by
their day-to-day business operating processes,
practices and procedures? Has the firm been
involved with or completed LEED Gold or
greater projects?
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V. ACKNOWLEDGEMENT
Professional hereby acknowledges receipt of the City of Fort Collins Request for Proposal and
acknowledges that it has read and agrees to be fully bound by all of the terms, conditions and
other provisions set forth in the RFP 10052 LEED Consultant On-Call and sample Agreement
except as otherwise noted. Additionally, Professional hereby makes the following
representations to City:
a. All of the statements and representations made in this proposal are true to the best of the
Professional’s knowledge and belief.
b. Professional commits that it is able to meet the terms provided in this proposal.
c. This proposal is a firm and binding offer, for a period of 90 days from the date hereof.
d. Professional further agrees that the method of award is acceptable.
e. Professional also agrees to complete the proposed Agreement with the City of Fort Collins
within 10 days of notice of award. If contract is not completed and signed within 10 days,
City reserves the right to cancel and award to the next highest rated firm.
f. Professional acknowledges receipt of addenda.
g. Professional acknowledges no conflict of interest.
h. Professional acknowledges that the City is a governmental entity subject to the Colorado
Open Records Act, C.R.S. §§ 24-72-200.1 et seq. (“CORA”). Any proposals submitted
hereunder are subject to public disclosure by the City pursuant to CORA and City
ordinances. Professionals may submit one (1) additional complete proposal clearly
marked “FOR PUBLIC VIEWING.” In this version of the proposal, Professionals may
redact text and/or data that it deems confidential or proprietary pursuant to CORA. All
pricing will be considered public records subject to disclosure under CORA and as such
pricing cannot be redacted from the “FOR PUBLIC VIEWING” version of the proposal.
Failure to provide a public viewing copy will be considered a waiver of any claim of
confidentiality under CORA without regard to how the applicant’s proposal or certain
pages of the proposal are marked confidential, proprietary, or similar. Such statement
does not necessarily exempt such documentation from public disclosure if required by
CORA, by order of a court of appropriate jurisdiction, or other applicable law. Generally,
under CORA, trade secrets, confidential commercial information and financial data
information may not be disclosed by the City. Proposals may not be marked “Confidential”
or ‘Proprietary’ in their entirety. By responding to this RFP, Professionals hereby waives
any and all claims for damages against the City for the City’s good faith compliance with
CORA. All provisions and pricing of any contract resulting from this request for
proposal will be public information.
Legal Firm Name:
Physical Address:
Remit to Address:
Phone:
Name of Authorized Agent of Firm:
Signature of Authorized Agent:
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Primary Contact for Project:
Title: Email Address:
Phone: Cell Phone:
NOTE: ACKNOWLEDGMENT IS TO BE SIGNED & RETURNED WITH YOUR PROPOSAL.
Official Purchasing Document
Master Professional Services Agreement – Work Order Type
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VI. SAMPLE AGREEMENT (FOR REFERENCE ONLY – DO NOT SIGN )
MASTER PROFESSIONAL SERVICES AGREEMENT
WORK ORDER TYPE
THIS MASTER PROFESSIONAL SERVICES AGREEMENT (AGREEMENT) made and
entered into the day and year set forth in the Agreement Period section below, by and between
the CITY OF FORT COLLINS, COLORADO, a Colorado Municipal Corporation (CITY) and
, a(n) [enter state] [business type] (PROFESSIONAL).
WITNESSETH:
In consideration of the mutual covenants and obligations herein expressed, it is agreed by
and between the parties hereto as follows:
1. Scope of Service. The PROFESSIONAL agrees to provide Services in accordance with any
project Work Orders for 10052 LEED Consultant On-Call, issued by the CITY. Such Work
Orders will be incorporated into this Agreement. A blank sample of a Work Order is attached
hereto as Exhibit A, consisting of [# of Pages] and incorporated herein. A general Scope of
Services is attached hereto as Exhibit B, consisting of [# of Pages] and incorporated herein.
The CITY reserves the right to independently solicit any project rather than issuing a Work
Order to the PROFESSIONAL for the same pursuant to this AGREEMENT. Irrespective of
references to certain named third parties within this AGREEMENT or any Work Order, the
PROFESSIONAL shall be solely responsible for performance of all duties hereunder. The
term Service as used in this AGREEMENT shall include the Services and deliverables
contained in any Work Order issued by the CITY.
The CITY may, at any time during the term of a particular Work Order and without
invalidating the Work Order, make changes to the scope of the particular Service. Changes
shall be agreed upon in writing by the parties by Change Order, a sample of which is
attached hereto as Exhibit C, consisting of [# of Pages] and incorporated herein.
2. Work Order Schedule. The Services to be performed pursuant to this AGREEMENT shall
be performed as specified on each Work Order. Time is of the essence. Any change in
schedule must be agreed upon in writing by the parties hereto via a Change Order.
3. Changes. The CITY may, at any time during the term of the AGREEMENT, make changes
to the AGREEMENT. Such changes shall be agreed upon in writing by the parties.
4. Agreement Period. This AGREEMENT shall commence , 20 (the Effective
Date) and shall continue in full force and effect until , 20 , unless sooner
terminated as herein provided. In addition, at the option of the CITY, the AGREEMENT may
be extended for additional one (1) year periods not to exceed [choose one] additional one-
year periods. Renewals and pricing changes shall be negotiated by and agreed to by both
parties only at the time of renewal. [Any price changes shall not exceed five percent (5%)
per annual renewal]. Written notice of renewal shall be provided to the PROFESSIONAL no
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later than thirty (30) days before AGREEMENT end. Should written notice of renewal be
delayed, the parties agree that this AGREEMENT may automatically extend on a month-to-
month basis until a renewal is completed. Upon expiration of the final renewal term, the
AGREEMENT may continue but not to exceed one (1) year if required to complete any
active Work Orders in accordance with Section 8-186 of City Code.
5. Early Termination by CITY. Notwithstanding the time periods contained herein, the CITY
may terminate this AGREEMENT at any time without cause or penalty by providing at least
ten (10) calendar days written notice of termination to the PROFESSIONAL.
In the event of early termination by the CITY, the PROFESSIONAL shall be paid for Services
rendered up to the date of termination, subject to the satisfactory performance of the
PROFESSIONAL's obligations under this AGREEMENT. PROFESSIONAL shall submit a
final invoice within ten (10) calendar days of the effective date of termination. Payment shall
be the PROFESSIONAL's sole right and remedy for termination.
6. Notices. All notices provided under this AGREEMENT shall be effective immediately when
emailed or three (3) business days from the date of the notice when mailed to the following
addresses:
PROFESSIONAL: CITY: Copy to:
Attn: Eric Cluver
PO Box 580
Fort Collins, CO 80522
ecluver@fcgov.com
Attn: Purchasing Dept.
PO Box 580
Fort Collins, CO 80522
purchasing@fcgov.com
All notices under this AGREEMENT shall be written.
7. Compensation. In consideration of the Services to be performed pursuant to this
AGREEMENT, the CITY agrees to pay the PROFESSIONAL [choose one] as designated
in Exhibit D, consisting of [# of Pages], attached and incorporated herein. At the election of
the CITY, each Work Order may contain a maximum fee, which shall be negotiated by the
parties hereto for each Work Order. Partial payments based upon the PROFESSIONAL’s
billings and itemized statements are permissible as defined in the applicable Work Order.
The amounts of any partial payments shall be based upon the PROFESSIONAL’s City-
verified progress in completing the Service(s) to be performed pursuant to the Work Order
and upon approval of the PROFESSIONAL’s direct reimbursable expenses. Payment shall
be made following acceptance of the Services by the CITY.
Itemized invoices shall be emailed to invoices@fcgov.com with a copy to the Project
Manager. The cost of the Services completed shall be paid to the PROFESSIONAL
following the submittal of a correct itemized invoice by the PROFESSIONAL. The CITY is
exempt from sales and use tax. The CITY’s Certificate of Exemption license number is
09804502. A copy of the license is available upon written request.
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The CITY pays undisputed invoices on Net 30 days from the date of the invoice submittal
to the CITY or, for disputed invoices, Net 30 days from the date of CITY Project Manager’s
approval.
8. Design and Service Standards. The PROFESSIONAL warrants and shall be responsible for
the professional quality, technical accuracy, accessibility requirements under ADA and
Public Accommodations and Technology Accessibility sections below, timely completion
and the coordination of all Services rendered by the PROFESSIONAL, and the Project
Instruments as defined in the Project Instruments and License section below. The
PROFESSIONAL shall, without additional compensation, promptly remedy and correct any
errors, omissions, or other deficiencies from such standards.
9. Indemnification. The PROFESSIONAL shall indemnify, defend, and hold harmless the CITY
and its officers and employees, to the maximum extent permitted under Colorado law,
against and from any and all actions, suits, claims, demands, or liability of any character
whatsoever claimed by the PROFESSIONAL or third parties against the CITY arising out of
or related to this AGREEMENT (not limited to contract, tort, intellectual property,
accessibility, or otherwise). This obligation extends to reimbursement of the CITY's costs
and reasonable attorney’s fees.
10. Insurance. The PROFESSIONAL shall maintain insurance in accordance with Exhibit
[choose one], consisting of [# of Pages], attached hereto and incorporated herein.
11. Appropriation. To the extent this AGREEMENT, or any provision in it, requires payment of
any nature in fiscal years subsequent to the current fiscal year and constitutes a multiple
fiscal year debt or financial obligation of the CITY, it shall be subject to annual appropriation
by the Fort Collins City Council as required in Article V, Section 8(b) of the City Charter, City
Code Section 8-186, and Article X, Section 20 of the Colorado Constitution. The CITY shall
have no obligation to continue this AGREEMENT in any fiscal year for which there are no
pledged cash reserves or supporting appropriations pledged irrevocably for purposes of
payment obligations herein. Non-appropriation by the CITY shall not be construed as a
breach of this AGREEMENT.
12. Project Instruments and License.
a. Upon execution of this AGREEMENT, the PROFESSIONAL grants to the CITY an
irrevocable, unlimited and royalty free license to use any and all sketches, drawings, as-
builts, specifications, designs, blueprints, data files, calculations, studies, analysis,
renderings, models, plans, reports, and other Work Order deliverables (Project
Instruments), in any form whatsoever and in any medium expressed, for purposes of
constructing, using, maintaining, altering and adding to the project, provided that the
CITY substantially performs its obligations under the AGREEMENT. The license
granted hereunder permits the CITY and third parties reasonably authorized by the CITY
to reproduce applicable portions of the Project Instruments for use in performing the
Services or construction for the project. In addition, the license granted hereunder shall
permit the CITY and third parties reasonably authorized by the CITY to reproduce and
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utilize the Project Instruments for similar projects, provided however, in such event the
PROFESSIONAL shall not be held responsible for the design to the extent the CITY
deviates from the Project Instruments. This license shall survive termination of the
AGREEMENT by default or otherwise.
b. Upon payment under each applicable Work Order, Project Instruments rendered by the
PROFESSIONAL shall become the CITY’s property. The PROFESSIONAL shall
provide the CITY with the Project Instruments in electronic format in a mutually agreed
upon file type.
13. CITY Project Manager. The CITY’s Project Manager will be shown on the specific Work
Order and shall make, within the scope of the Project Manager’s authority, all necessary
and proper decisions with reference to the Services requested under the applicable Work
Order. All requests for contract interpretation, change order and other clarification or
instruction shall be directed to the CITY Project Manager.
The initial CITY Project Manager for this AGREEMENT is Eric Cluver and can be reached
at ecluver@fcgov.com. The CITY Project Manager is subject to change by the CITY.
14. Project Status Report. Project status reports may be required by Work Order and shall be
submitted to the CITY Project Manager. Failure to provide any required status report may
result in the suspension of the processing of any invoice.
15. Independent Contractor. The Services to be performed by the PROFESSIONAL are those
of an independent contractor and not of an employee of the CITY. The CITY shall not be
responsible for withholding any portion of the PROFESSIONAL's compensation hereunder
for the payment of FICA, Workers' Compensation, unemployment insurance, other taxes or
benefits or for any other purpose.
16. Personal Services. It is understood that the CITY enters into this AGREEMENT based on
the special abilities of the PROFESSIONAL and that this AGREEMENT shall be considered
as an AGREEMENT for personal services. Accordingly, the PROFESSIONAL shall neither
assign any responsibilities nor delegate any duties arising under this AGREEMENT without
the prior written consent of the CITY.
17. Subcontractors/Subconsultants. The PROFESSIONAL may not subcontract any of the
Service(s) set forth in any Work Order without the prior written consent of the CITY, which
shall not be unreasonably withheld. If any of the Services is subcontracted hereunder, with
the consent of the CITY, then the following provisions shall apply:
a. the subcontractor/subconsultant must be a reputable, qualified firm with an established
record of successful performance in its respective trade performing identical or
substantially similar Services;
b. the subcontractor/subconsultant will be required to comply with all applicable terms of
this AGREEMENT;
c. the subcontract will not create any contractual relationship between any
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RFP 10052 LEED Consultant On-Call Page 24 of 54
subcontractor/subconsultant and the CITY, nor will it obligate the CITY to pay or see to
the payment of any subcontractor/subconsultant; and
d. the Services of the subcontractor/subconsultant will be subject to inspection by the CITY
to the same extent as the Service(s) of the PROFESSIONAL.
The PROFESSIONAL shall require all subcontractor/subconsultants performing Service(s)
hereunder to maintain insurance coverage naming the CITY as an additional insured under
this AGREEMENT in accordance with Exhibit [choose one]. The PROFESSIONAL shall
maintain a copy of each subcontractor’s/subconsultant’s certificate evidencing the required
insurance. Upon request, the PROFESSIONAL shall promptly provide the CITY with a copy
of the certificate(s) within two (2) business days.
The PROFESSIONAL shall be responsible for any liability directly or indirectly arising out
of the Services performed under this AGREEMENT by a subcontractor/subconsultant,
which liability is not covered by the subcontractor/subconsultant's insurance.
18. Acceptance Not Waiver. The CITY's approval of Project Instruments furnished hereunder
shall not in any way relieve the PROFESSIONAL of responsibility for the quality or technical
accuracy of the Services. The CITY's approval or acceptance of, or payment for, any of
the Services shall not be construed to operate as a waiver of any rights or benefits provided
to the CITY under this AGREEMENT.
19. Default. Each and every term and condition hereof shall be deemed to be a material element
of this AGREEMENT. In the event either party should fail to or refuse to perform according
to the terms of this AGREEMENT, that party may be declared in default upon notice.
20. Remedies. In the event a party has been declared in default, that defaulting party shall be
allowed a period of ten (10) calendar days from the date of notice within which to cure said
default. In the event the default remains uncorrected, the party declaring default may elect
to:
a. terminate the AGREEMENT and seek damages;
b. treat the AGREEMENT as continuing and require specific performance; or
c. avail themselves of any other remedy at law or equity.
In the event of a dispute between the parties regarding this AGREEMENT, each party shall
bear its own attorney fees and costs, except as provided for in the Indemnification and
Technology Accessibility sections.
21. Entire Agreement; Binding Effect; Authority to Execute. This AGREEMENT, along with all
Exhibits, Work Orders and other documents incorporated herein, shall constitute the entire
AGREEMENT of the parties regarding this transaction and the matter recited herein. This
AGREEMENT shall supersede any prior agreements, promises, or understandings as to the
matter recited herein. The AGREEMENT shall be binding upon the parties, their officers,
employees, agents and assigns and shall inure to the benefit of the respective survivors,
heirs, personal representatives, successors and assigns of said parties. Covenants or
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representations not contained in this AGREEMENT shall not be binding on the parties. In
the event of a conflict between the terms of the AGREEMENT and any exhibit or attachment,
the terms of the AGREEMENT shall prevail. Each person executing this AGREEMENT
affirms that they have the necessary authority to sign on behalf of their respective party and
to bind such party to the terms of this AGREEMENT.
22. Law/Severability. The laws of the State of Colorado and the City of Fort Collins Charter and
Municipal Code shall govern the construction, interpretation, execution and enforcement of
this AGREEMENT—without regard to choice of law or conflict of law principles. The Parties
further agree that Larimer County District Court is the proper venue for all disputes. If the
CITY subsequently agrees in writing that the matter may be heard in federal court, venue
will be in U.S. District Court for the District of Colorado. In the event any provision of this
AGREEMENT shall be held invalid or unenforceable by any court of competent jurisdiction,
that holding shall not invalidate or render unenforceable any other provision of this
AGREEMENT.
23. Use by Other Agencies. The CITY reserves the right to allow other state and local
governmental agencies, political subdivisions, and/or school districts (collectively Agency)
to use the CITY’s award determination to the PROFESSIONAL. Use by any other entity
shall not have a negative impact on the CITY in the current term or in any future terms.
Nothing herein shall be deemed to authorize or empower the Agency to act as an agent for
the CITY in connection with the exercise of any rights hereunder, and neither party shall
have any right or authority to assume or create any obligation or responsibility on behalf of
the other. The other Agency shall be solely responsible for any debts, liabilities, damages,
claims or expenses incurred in connection with any agreement established solely between
the Agency and the PROFESSIONAL. The CITY’s concurrence hereunder is subject to the
PROFESSIONAL’s commitment that this authorization shall not have a negative impact on
the Services to be completed for the CITY.
24. Prohibition Against Unlawful Discrimination. The PROFESSIONAL acknowledges that the
CITY, in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat.
252, 42 US.C. § 2000d to 2000d-4) , C.R.S. § 24-34-401, and any associated State or
Federal laws and regulations, strictly prohibits unlawful discrimination based on an
individual’s gender (regardless of gender identity or gender expression), race, color, religion,
creed, national origin, ancestry, age forty (40) years or older, marital status, disability, sexual
orientation, genetic information, or other characteristics protected by law. Pursuant to CITY
policy, sexual orientation means a person’s actual or perceived orientation toward
heterosexuality, homosexuality, and bisexuality. The CITY also strictly prohibits unlawful
harassment in the workplace, including sexual harassment. Further, the CITY strictly
prohibits unlawful retaliation against a person who engages in protected activity. Protected
activity includes an employee complaining that the employee has been discriminated
against in violation of the above policy or participating in an employment discrimination
proceeding.
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The PROFESSIONAL shall comply with the CITY’s policy for equal employment opportunity
and to prohibit unlawful discrimination, harassment and retaliation. This requirement applies
to all third-party subcontractors/subconsultants at every tier.
25. ADA and Public Accommodations. In performing the Service(s) required hereunder, the
PROFESSIONAL agrees to meet all the requirements of the Americans with Disabilities Act
of 1990, C.R.S. § 24-85-101, and all applicable rules and regulations (ADA), and all
applicable Colorado public accommodation laws, which are imposed directly on the
PROFESSIONAL or which would be imposed on the CITY as a public entity.
26. Technology Accessibility. The PROFESSIONAL represents that the Project Instruments
hereunder, shall fully comply with all applicable provisions of C.R.S. § 24-85-101, and the
Accessibility Standards for Individuals with a Disability, as established by the State of
Colorado Governor’s Office of Information Technology (OIT) pursuant to C.R.S. § 24-85-103
(2.5), including all updates and amendments to those standards as provided by the OIT.
The PROFESSIONAL shall also comply with all State of Colorado technology standards
related to technology accessibility and with Level AA of the most current version of the Web
Content Accessibility Guidelines (WCAG), incorporated in the State of Colorado technology
standards.
To confirm that the Project Instruments meet these standards, the PROFESSIONAL may
be required to demonstrate compliance. The PROFESSIONAL shall indemnify, save, and
hold harmless the CITY against any and all costs, expenses, claims, damages, liability, court
awards and other amounts (including attorneys’ fees and related costs) incurred by the CITY
in relation to the PROFESSIONAL’s failure to comply with C.R.S. § 24-85-101, or the
Accessibility Standards for Individuals with a Disability as established by OIT pursuant to
C.R.S. § 24-85-103 (2.5).
The CITY may require the PROFESSIONAL’s compliance to the State’s Accessibility
Standards to be determined by a third party selected by the CITY to attest to the Project
Instruments and software compliance with C.R.S. § 24-85-101, and the Accessibility
Standards for Individuals with a Disability as established by OIT pursuant to C.R.S. §
24-85-103 (2.5).
27. Data Privacy. PROFESSIONAL will comply with all applicable data privacy regulations and
laws, specifically including Colorado’s Privacy Act C.R.S. § 6-1-1301 et. seq. (the Privacy
Act). PROFESSIONAL shall ensure that each person processing any personal data
connected to the Services is subject to a duty of confidentiality with respect to the data. If
applicable, PROFESSIONAL shall require that any subcontractors meet the obligations of
PROFESSIONAL with respect to any personal data connected to this AGREEMENT and
corresponding Work Orders. The Parties agree that upon termination of the Services that
PROFESSIONAL shall, at the CITY’s choice, delete or return all personal data to the CITY
unless retention of the personal data is required by law. PROFESSIONAL shall make
available to the CITY all information necessary to demonstrate compliance with the
obligations of the Privacy Act. PROFESSIONAL shall allow for, and contribute to,
reasonable audits and inspections by the CITY or the CITY’s designated auditor.
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28. Governmental Immunity Act. No term or condition of this AGREEMENT shall be construed
or interpreted as a waiver, express or implied, of any of the notices, requirements,
immunities, rights, benefits, protections, limitations of liability, and other provisions of the
Colorado Governmental Immunity Act, C.R.S. § 24-10-101 and under any other applicable
law.
29. Colorado Open Records Act. The PROFESSIONAL acknowledges the CITY is a
governmental entity subject to the Colorado Open Records Act, C.R.S. § 24-72-200
(CORA), and documents in the CITY’s possession may be considered public records
subject to disclosure under CORA. The PROFESSIONAL hereby waives any claim for
damages against the CITY for the CITY’s efforts to comply with CORA.
30. Delay. Time is of the essence. Subject to Force Majeure section of this AGREEMENT, if the
PROFESSIONAL is temporarily delayed in whole or in part from performing its obligations,
then the PROFESSIONAL shall provide written notice to the CITY within two (2) business
days defining the nature of the delay. Provision of written notice under this Section shall not
operate as a waiver of any rights or benefits provided to the CITY under this AGREEMENT.
31. Force Majeure. No party hereto shall be considered in default in the performance of an
obligation hereunder to the extent that performance of such obligation is delayed, hindered,
or prevented by force majeure. Force majeure shall be any cause beyond the control of the
party that could not reasonably have been foreseen and guarded against. Force majeure
includes, but is not limited to, acts of God, fires, riots, pandemics, incendiarism, interference
by civil or military authorities, compliance with regulations or orders of military authorities,
and acts of war (declared or undeclared), provided the cause could not have been
reasonably foreseen and guarded against by the affected party. Force majeure shall not
include increases in labor, commodity, utility, material, supply, fuel, or energy costs, or
compliance with regulations or orders of civil authorities. To the extent that the performance
is actually prevented, the PROFESSIONAL must provide notice to the CITY of such
condition within ten (10) days from the onset of the condition.
32. Special Provisions. Special provisions or conditions relating to the Service(s) to be
performed pursuant to this AGREEMENT are set forth in Exhibit [choose one] -
Confidentiality, consisting of four (4) pages, attached hereto and incorporated herein by this
reference.
33. Order of Precedence. In the event of a conflict or inconsistency within this AGREEMENT,
the conflict or inconsistency shall be resolved by giving preference to the documents in the
following order of priority:
a. The body of this AGREEMENT (and any written amendment),
b. Exhibits to this AGREEMENT,
c. Work Order(s) (and any applicable Change Order), and
d. the Purchase Order document.
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34. Prohibited Terms. Nothing in any Exhibit, Work Order, or other attachment shall be
construed as a waiver of any provision above. Any terms included in any Exhibit, Work
Order, or other attachment that requires the CITY to indemnify or hold PROFESSIONAL
harmless; requires the CITY to agree to binding arbitration; limits PROFESSIONAL’s
liability; or that conflicts with statute, City Charter or City Code in any way, shall be void.
[Signature Page Follows]
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THE CITY OF FORT COLLINS, COLORADO
By:
Gerry Paul
Purchasing Director
Date:
ATTEST:
APPROVED AS TO FORM:
PROFESSIONAL'S NAME
By:
Printed:
Title:
Date:
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EXHIBIT A
WORK ORDER FORM
PURSUANT TO TA PROFESSIONAL MASTER SERVICES AGREEMENT BETWEEN
THE CITY OF FORT COLLINS
AND
PROFESSIONAL
WORK ORDER NUMBER:
PROJECT TITLE:
ORIGINAL BID/RFP NUMBER & NAME: 10052 LEED Consultant On-Call
PROFESSIONAL MASTER SERVICES AGREEMENT EFFECTIVE DATE: Original Contract Date
WORK ORDER COMMENCEMENT DATE:
WORK ORDER COMPLETION DATE:
MAXIMUM FEE (time and reimbursable direct costs):
PROJECT DESCRIPTION/SCOPE OF SERVICES:
PROFESSIONAL agrees to perform the Service(s) identified above and on the attached forms in
accordance with and subject to the terms and conditions contained herein and in the Master
Services Agreement (AGREEMENT) between the parties. This Work Order is incorporated into
the AGREEMENT, and the AGREEMENT and all prior amendments or other modifications to the
AGREEMENT, if any, remain in full force and effect. In the event of a conflict between or
ambiguity in the terms of the AGREEMENT and this Work Order (including the attached forms)
the AGREEMENT as set forth in the Order of Precedence section of the AGREEMENT shall
control.
Pricing stated on this Work Order shall be consistent with the pricing in the AGREEMENT or
subsequent renewals as of the Work Order commencement date and will be held firm through
completion of this Work Order.
The attached forms consisting of [choose # of pages] are hereby accepted and incorporated
herein and Notice to Proceed is hereby given after all parties have signed this document.
PROFESSIONAL: __________________________ Date:___________________
Name, Title
ACCEPTANCE: Date:
Eric Cluver, CITY Project Manager
REVIEWED: Date:
Adam Hill, Senior Buyer
ACCEPTANCE: Date:
Gerry Paul, Purchasing Director (if greater than $60,000)
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EXHIBIT B
GENERAL SCOPE OF WORK
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EXHIBIT C
CHANGE ORDER
NO.
PROJECT TITLE:
PROFESSIONAL: [Company Name]
WORK ORDER NUMBER:
PO NUMBER:
ORIGINAL BID/RFP NUMBER & NAME: 10052 LEED Consultant On-Call
DESCRIPTION:
1. Reason for Change: Why is the change required?
2. Description of Change: Provide details of the changes to the Work
3. Change in Work Order Price:
4. Change in Work Order Time:
ORIGINAL WORK ORDER PRICE $ .00
TOTAL APPROVED/PENDING CHANGE ORDERS .00
TOTAL THIS CHANGE ORDER .00
TOTAL CHANGE ORDER % OF ORIGINAL WORK ORDER %
ADJUSTED WORK ORDER COST $ .00
PROFESSIONAL: __________________________ Date:___________________
Name, Title
ACCEPTANCE: Date:
Eric Cluver, CITY Project Manager
REVIEWED: Date:
Adam Hill, Senior Buyer
ACCEPTANCE: Date:
Gerry Paul, Purchasing Director (if greater than $60,000)
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EXHIBIT D
BID SCHEDULE/COMPENSATION
The following pricing shall remain fixed for the initial term of this AGREEMENT. Any applicable
price adjustments may only be negotiated and agreed to in writing at the time of renewal.
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EXHIBIT E
INSURANCE REQUIREMENTS
The PROFESSIONAL will provide, from insurance companies acceptable to the CITY, the
insurance coverage designated hereinafter and pay all costs. Before commencing work under
this bid, the PROFESSIONAL shall furnish the CITY with certificates of insurance showing the
type, amount, class of operations covered, effective dates and date of expiration of policies.
In case of the breach of any provision of the Insurance Requirements, the CITY, at its option, may
take out and maintain, at the expense of the PROFESSIONAL, insurance as the CITY may deem
proper and may deduct the cost of the insurance from any monies which may be due or become
due the PROFESSIONAL under this AGREEMENT.
Insurance certificates should show the certificate holder as follows:
City of Fort Collins
Purchasing Division
PO Box 580
Fort Collins, CO 80522
The CITY, its officers, agents and employees shall be named as additional insureds on the
PROFESSIONAL 's general liability and automobile liability insurance policies by marking
the appropriate box or adding a statement to this effect on the certificate, for any claims
arising out of work performed under this AGREEMENT.
Insurance coverages shall be as follows:
A. Workers' Compensation & Employer's Liability. The PROFESSIONAL shall maintain
Worker’s Compensation and Employer’s Liability insurance during the life of this
AGREEMENT for all of the PROFESSIONAL's employees engaged in work performed under
this AGREEMENT. Workers' Compensation & Employer’s Liability insurance shall conform
with statutory limits of $100,000 per accident, $500,000 disease aggregate, and $100,000
disease each employee, or as required by Colorado law.
B. General Liability. The PROFESSIONAL shall maintain during the life of this AGREEMENT
General Liability insurance as will provide coverage for damage claims of personal injury,
including accidental death, as well as for claims for property damage, which may arise directly
or indirectly from the performance of work under this AGREEMENT. Coverage for property
damage shall be on a (broad form) basis. The amount of insurance for General Liability shall
not be less than $1,000,000 combined single limits for bodily injury and property damage.
C. Automobile Liability. The PROFESSIONAL shall maintain during the life of this AGREEMENT
Automobile Liability insurance as will provide coverage for damage claims of personal injury,
including accidental death, as well as for claims for property damage, which may arise directly
or indirectly from the performance of work under this AGREEMENT. Coverage for property
damage shall be on a (broad form) basis. The amount of insurance for Automobile Liability
shall not be less than $1,000,000 combined single limits for bodily injury and property damage.
D. Errors and Omissions. The PROFESSIONAL shall maintain errors and omissions insurance
in the amount of $1,000,000.
E. Cybersecurity. The PROFESSIONAL shall maintain cybersecurity insurance in the amount
of $5,000,000.
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EXHIBIT F
CONFIDENTIALITY
IN CONNECTION WITH THE SERVICES to be provided by PROFESSIONAL under this
AGREEMENT, the parties agree to comply with reasonable policies and procedures with regard
to the exchange and handling of confidential information and other sensitive materials between
the parties, as set forth below.
1. Definitions.
For purposes of this AGREEMENT, the party who owns the referenced information and is
disclosing same shall be referenced as the “Disclosing Party.” The party receiving the
Disclosing Party’s information shall be referenced as the “Receiving Party.”
2. Confidential Information.
Confidential Information controlled by this AGREEMENT refers to information that is not public
and/or is proprietary, including but not limited to location information, network security system,
business plans, formulae, processes, intellectual property, trade secrets, designs,
photographs, plans, drawings, schematics, methods, specifications, samples, reports,
mechanical and electronic design drawings, customer lists, financial information, studies,
findings, inventions, ideas, CITY customer identifiable information (including account,
address, billing, consumption, contact, and other customer data), utility metering data, service
billing records, customer equipment information.
To the extent practical, Confidential Information shall be marked “Confidential” or
“Proprietary.” Nevertheless, PROFESSIONAL shall treat as Confidential Information all
customer identifiable information in any form, whether or not bearing a mark of confidentiality
or otherwise requested by the CITY, including but not limited to the non-exclusive list of
Confidential Information above. In the case of disclosure in non-documentary form of non-
customer identifiable information, made orally or by visual inspection, the Disclosing Party
shall have the right, or, if requested by the Receiving Party, the obligation to confirm in writing
the fact and general nature of each disclosure within a reasonable time after it is made in
order that it is treated as Confidential Information. Any information disclosed to the other party
before the execution of this AGREEMENT and related to the services for which
PROFESSIONAL has been engaged shall be considered in the same manner and be subject
to the same treatment as the information disclosed after the execution of this AGREEMENT
with regard to protecting it as Confidential Information.
3. Use of Confidential Information.
Receiving Party hereby agrees that it shall use the Confidential Information solely for the
purpose of performing its obligations under this AGREEMENT and not in any way detrimental
to Disclosing Party. Receiving Party agrees to use the same degree of care Receiving Party
uses with respect to its own proprietary or confidential information, which in any event shall
result in a reasonable standard of care to prevent unauthorized use or disclosure of the
Confidential Information. Except as otherwise provided herein, Receiving Party shall keep
confidential and not disclose the Confidential Information. The CITY and PROFESSIONAL
shall cause each of their directors, officers, employees, agents, representatives, and
subcontractors to become familiar with, and abide by, the terms of this Exhibit, which shall
survive this AGREEMENT as an on-going obligation of the Parties.
PROFESSIONAL shall not use such information to obtain any economic or other benefit for
itself, or any third party, other than in the performance of obligations under this AGREEMENT.
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4. Exclusions from Definition.
The term “Confidential Information” as used herein does not include any data or information
which is already known to the Receiving Party or which before being divulged by the
Disclosing Party: (a) was generally known to the public through no wrongful act of the
Receiving Party; (b) has been rightfully received by the Receiving Party from a third party
without restriction on disclosure and without, to the knowledge of the Receiving Party, a
breach of an obligation of confidentiality; (c) has been approved for release by a written
authorization by the other party hereto; or (d) has been disclosed pursuant to a requirement
of a governmental agency or by operation of law, subject to Paragraph 5 below.
5. Required Disclosure.
Notwithstanding Paragraph 4(d) above, if the Receiving Party receives a request (by
interrogatories, requests for information or documents, subpoena, civil investigative demand
or similar process, or by federal, state, or local law, including without limitation, the Colorado
Open Records Act) to disclose any Confidential Information, the Parties agree the Receiving
Party will provide the Disclosing Party with immediate notice of such request, so the Disclosing
Party may seek an appropriate protective order before disclosure or waive the Receiving
Party’s compliance with this Exhibit.
The Receiving Party shall furnish a copy of this Exhibit with any disclosure.
Notwithstanding this Paragraph 5, Receiving Party shall not disclose Confidential Information
to any person, directly or indirectly, nor use it in any way, except as required by law or
authorized in writing by Disclosing Party.
6. Red Flags Rules.
If applicable, PROFESSIONAL must implement reasonable policies and procedures to detect,
prevent and mitigate the risk of identity theft in compliance with the Identity Theft Red Flags
Rules found at 16 Code of Federal Regulations part 681. Further, PROFESSIONAL must
take appropriate steps to mitigate identity theft if it occurs with any of the CITY’s covered
information and must notify the CITY in writing within twenty-four (24) hours of discovery of
any breaches of security or Red Flags to the CITY.
7. Data Protection and Data Security.
PROFESSIONAL shall have in place information security safeguards designed to conform to
or exceed industry best practices regarding the protection of the confidentiality, integrity and
availability of Confidential Information and shall have written agreements requiring any
subcontractor to meet those standards. These information security safeguards (the
“Information Security Program”) shall be materially consistent with, or more stringent than, the
safeguards described in this Exhibit.
(a) PROFESSIONAL’s information security safeguards shall address the following elements:
• Data Storage, Backups and Disposal
• Logical Access Control (e.g., Role-Based)
• Information Classification and Handling
• Secure Data Transfer (SFTP and Data Transfer Specification)
• Secure Web Communications
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• Network and Security Monitoring
• Application Development Security
• Application Security Controls and Procedures (User Authentication, Security
Controls, and Security Procedures, Policies and Logging)
• Incident Response
• Vulnerability Assessments
• Hosted Services
• Personnel Security
(b) Subcontractors. PROFESSIONAL may use subcontractors, though such activity shall not
release or absolve PROFESSIONAL from the obligation to satisfy all conditions of this
AGREEMENT, including the data security measures described in this Exhibit, and to
require a substantially similar level of data security, appropriate to the types of services
provided and Confidential Information received, for any subcontractor PROFESSIONAL
may use. Accordingly, any release of data, confidential information, or failure to protect
information under this AGREEMENT by a subcontractor or affiliated party shall be
attributed to PROFESSIONAL and may be considered to be a material breach of this
AGREEMENT.
8. Information Storage. Confidential Information is not to be stored on any local workstation,
laptop, or media such as CD/DVD, USB drives, external hard drives or other similar portable
devices unless the PROFESSIONAL can ensure security for the Confidential Information so
stored. Workstations or laptops to be used in the Services will be required to have personal
firewalls on each, as well as have current, active anti-virus definitions.
9. Continuing Obligation. The agreement not to disclose Confidential Information as set forth in
this Exhibit shall apply during the term of the Services and or AGREEMENT and at any time
thereafter unless specifically authorized by the CITY in writing.
10. Termination Remedy. If PROFESSIONAL breaches any of the terms of this Exhibit, in the
CITY’s sole discretion, the CITY may immediately terminate this AGREEMENT and withdraw
PROFESSIONAL’s right to access Confidential Information.
11. Return of Information. Notwithstanding any other provision of this AGREEMENT to provide
Project Instruments and work product, all material, i.e., various physical forms of media in
which Confidential Information is stored, including but not limited to writings, drawings, tapes,
diskettes, prototypes or products, shall remain the sole property of the Disclosing Party and,
upon request, shall be promptly returned, together with all copies thereof to the Disclosing
Party. Upon return of such materials, all digital and electronic data shall also be deleted in a
non-restorable way by which it is no longer available to the Receiving Party. Upon Disclosing
Party’s request, written verification of the deletion (including date of deletion) is to be provided
to the Disclosing Party within ten (10) days after completion of engagement, whether it be via
termination, completion or otherwise.
12. Injunctive Relief. PROFESSIONAL Receiving Party acknowledges that the Disclosing Party
may, based upon the representations made in this AGREEMENT, disclose security
information that is critical to the continued success of the Discloser’s business. Accordingly,
Receiving Party agrees that the Disclosing Party does not have an adequate remedy at law
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for breach of this AGREEMENT and therefore, the Disclosing Party shall be entitled, as a non-
exclusive remedy, and in addition to an action for damages, to seek and obtain an injunction
or decree of specific performance or any other remedy, from a court of competent jurisdiction
to enjoin or remedy any violation of this AGREEMENT.
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EXHIBIT G
PROMPT PAYMENT CERTIFICATION
The PROFESSIONAL is required to pay its subcontractors performing work related to this contract
for satisfactory performance of that work no later than 30 days after the PROFESSIONAL’s receipt
of payment for that work from the CITY. In addition, all retainage amounts withheld from
subcontractors must be paid no later than 30 days after it satisfactorily completed its work,
whether or not the CITY has paid said amounts to the PROFESSIONAL. The PROFESSIONAL
must promptly notify the CITY whenever a DBE subcontractor performing work related to this
contract is terminated or fails to complete its work and must make good faith efforts to engage
another DBE subcontractor to perform at least the same amount of work. The PROFESSIONAL
may not terminate any DBE subcontractor and perform that work through its own forces or those
of an affiliate without prior written consent of the CITY. The PROFESSIONAL shall complete and
submit the following Prompt Payment Certification form with each invoice.
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PROMPT PAYMENT CERTIFICATION
PROFESSIONAL will place a check in the appropriate box below that applies to this payment
request.
TO: City of Fort Collins, Colorado (hereinafter referred to as the "OWNER")
PROFESSIONAL:
PROJECT:
CONTRACT DATE:
This certification is submitted in conjunction with Pay Application or Invoice # .
In accordance with the requirements of 49 CFR §26.29, the PROFESSIONAL hereby states the
following with regard to payments made under the Professional Services Agreement for [RFP #
and Name] (the “AGREEMENT”)
1. Subcontractors, at the first tier, both DBE and non-DBE, who satisfactorily
completed work and were listed for payment on the prior Payment Application No.
dated , 20 , were paid no later than 30 days after the PROFESSIONAL’s
receipt of payment for that work from the CITY.
2. All retainage amounts withheld from any subcontractor who satisfactorily completed
its portion of the AGREEMENT work, including punch list items, were paid to the
subcontractor(s) no later than 30 days after it satisfactorily completed its work, whether or
not the CITY has paid said amounts to PROFESSIONAL.
3. There was no delay in or postponement of any payment owed to a subcontractor,
whether period payment or retainage amount, except for good cause and after receipt of
prior written approval from the CITY.
The PROFESSIONAL shall retain all subcontractor payment records for a minimum period of
three (3) years from the date of Substantial Completion under the AGREEMENT. The CITY shall
have the right, with reasonable notice to audit such payment records.
Signed this day of , 20 .
By:
Printed:
Title:
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EXHIBIT H
FEDERAL TRANSIT ADMINISTRATION
FEDERALLY REQUIRED AND OTHER MODEL CONTRACT CLAUSES
1. NO FEDERAL GOVERNMENT OBLIGATION TO THIRD PARTIES
Applies to all FTA-Assisted Third-Party Contracts and Subcontracts.
No Obligation by the Federal Government.
1. The Purchaser and Contractor acknowledge and agree that, notwithstanding any
concurrence by the Federal Government in or approval of the solicitation or award of the
underlying contract, absent the express written consent by the Federal Government, the
Federal Government is not a party to this contract and shall not be subject to any
obligations or liabilities to the Purchaser, Contractor, or any other party (whether or not
a party to that contract) pertaining to any matter resulting from the underlying contract.
2. The Contractor agrees to include the above clause in each subcontract financed in whole
or in part with Federal assistance provided by FTA. It is further agreed that the clause
shall not be modified, except to identify the sub-contractor who will be subject to it
provisions.
2. RECORDS RETENTIONS AND ACCESS TO SITES OF PERFORMANCE
Applies to all FTA-Assisted Third-Party Contracts and Subcontracts.
1. For a period of three years following Contract closing, the Contractor and its
subcontractors shall maintain, preserve and make available to the City, the FTA
Administrator, the Comptroller General of the United States, and any of their authorized
representatives, access at all reasonable times to any books, documents, papers and
records of Contractor which are directly pertinent to this Contract for the purposes of
making audits, examinations, excerpts and transcriptions. Contractor also agrees,
otherwise comply with 49 U.S.C. § 5325(g), and federal access to records requirements
as set forth in the applicable U.S. DOT Common Rule.
2. The Contractor shall maintain and the City shall have the right to examine and audit all
records and other evidence sufficient to reflect properly all prices, costs or rates
negotiated and invoiced in performance of this Contract. This right of examination shall
include inspection at all reasonable times of the Contractor’s offices engaged in
performing the Contract.
3. If this Contract is completely or partially terminated, the Contractor shall make available
the records relating to the work terminated until 3 years after any resulting final
termination settlement. The Contractor shall make available records relating to appeals
under the Disputes clause or to litigation or the settlement of claims arising under or
relating to this Contract until such appeals, litigation, or claims are finally resolved.
4. Access to Records and Reports” applies with equal force and effect to any
subcontractors hired by the Contractor to perform Work under this Contract. The
Contractor shall insert this provision in all subcontracts under this Contract and require
subcontractor compliance therewith.
5. Access to the Sites of Performance. The Recipient agrees to permit, and to require its
Third Party Participants to permit, FTA to have access to the sites of performance of its
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Award, the accompanying Underlying Agreement, and any Amendments thereto, and to
make site visits as needed in compliance with the U.S. DOT Common Rules.
6. Closeout. Closeout of the Award does not alter the record retention or access
requirements of this section of this Master Agreement.
3. FEDERAL CHANGES
Applies to all FTA-Assisted Third-Party Contracts and Subcontracts.
Federal Changes - Contractor shall at all times comply with all applicable FTA regulations,
policies, procedures and directives, including without limitation those listed directly or by
reference in the Master Agreement between Purchaser and FTA, as they may be amended
or promulgated from time to time during the term of this contract. Contractor's failure to so
comply shall constitute a material breach of this contract.
4. CIVIL RIGHTS (EEO, TITLE VI & ADA)
Applies to all FTA-Assisted Third-Party Contracts and Subcontracts.
The following requirements apply to the underlying contract:
a) The Recipient agrees that it must comply with applicable federal civil rights laws,
regulations, requirements, and guidance, and follow applicable federal guidance,
except as the Federal Government determines otherwise in writing. Therefore, unless
a Recipient or a federal program, including the Tribal Transit Program or the Indian
Tribe Recipient, is specifically exempted from a civil rights statute, FTA requires
compliance with that civil rights statute, including compliance with equity in service.
b) Nondiscrimination in Federal Public Transportation Programs. The Recipient agrees
to, and assures that it and each Third-Party Participant, will: (1) Prohibit discrimination
based on the basis of race, color, religion, national origin, sex, disability, or age. (2)
Prohibit the: (a) Exclusion from participation in employment or a business opportunity
for reasons identified in 49 U.S.C. § 5332, (b) Denial of program benefits in
employment or a business opportunity identified in 49 U.S.C. § 5332, or (c)
Discrimination, including discrimination in employment or a business opportunity
identified in 49 U.S.C. § 5332. (3) Follow: (a) The most recent edition of FTA Circular
4702.1, “Title VI Requirements and Guidelines for Federal Transit Administration
Recipients,” to the extent consistent with applicable federal laws, regulations,
requirements, and guidance, and other applicable federal guidance that may be
issued, but (b) FTA does not require an Indian Tribe to comply with FTA program-
specific guidelines for Title VI when administering its Underlying Agreement supported
with federal assistance under the Tribal Transit Program.
c) Nondiscrimination – Title VI of the Civil Rights Act. The Recipient agrees to, and
assures that each Third Party Participant, will: (1) Prohibit discrimination based on
race, color, or national origin, (2) Comply with: (a) Title VI of the Civil Rights Act of
1964, as amended, 42 U.S.C. § 2000d et seq., (b) U.S. DOT regulations,
“Nondiscrimination in Federally-Assisted Programs of the Department of
Transportation – Effectuation of Title VI of the Civil Rights Act of 1964,” 49 C.F.R. part
21, and (c) Federal transit law, specifically 49 U.S.C. § 5332, and (3) Follow: (a) The
most recent edition of FTA Circular 4702.1, “Title VI Requirements and Guidelines for
Federal Transit Administration Recipients,” to the extent consistent with applicable
federal laws, regulations, requirements, and guidance, (b) U.S. DOJ, “Guidelines for
the enforcement of Title VI, Civil Rights Act of 1964,” 28 C.F.R. § 50.3, and (c) All other
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applicable federal guidance that may be issued.
d) Equal Employment Opportunity. (1) Federal Requirements and Guidance. The
Recipient agrees to, and assures that each Third Party Participant will, prohibit
discrimination on the basis of race, color, religion, sex, or national origin, and: (a)
Comply with Title VII of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000e
et seq., (b) Facilitate compliance with Executive Order No. 11246, “Equal Employment
Opportunity,” as amended by Executive Order No. 11375, “Amending Executive Order
No. 11246, Relating to Equal Employment Opportunity,” 42U.S.C. § 2000e note, (c)
Comply with Federal transit law, specifically 49 U.S.C. § 5332, as stated in section a,
and (d) Comply with FTA Circular 4704.1other applicable EEO laws and regulations,
as provided in Federal guidance, including laws and regulations prohibiting
discrimination on the basis of disability, except as the Federal Government determines
otherwise in writing, (2) General. The Recipient agrees to: (a) Ensure that applicants
for employment are employed and employees are treated during employment without
discrimination on the basis of their: 1 Race, 2 Color, 3 Religion, 4 Sex, 5 Disability, 6
Age, or 7 National origin, (b) Take affirmative action that includes, but is not limited to:
1 Recruitment advertising, 2 Recruitment, 3Employment, 4 Rates of pay, 5 Other forms
of compensation, 6 Selection for training, including apprenticeship, 7 Upgrading, 8
Transfers, 9 Demotions, 10 Layoffs, and 11 Terminations, but (b) Indian Tribe. Title
VII of the Civil Rights Act of 1964, as amended, exempts Indian Tribes under the
definition of "Employer". (3) Equal Employment Opportunity Requirements for
Construction Activities. In addition to the foregoing, when undertaking “construction”
as recognized by the U.S. Department of Labor (U.S. DOL), the Recipient agrees to
comply, and assures the compliance of each Third Party Participant, with: (a) U.S.
DOL regulations, “Office of Federal Contract Compliance Programs, September 2019
Equal Employment Opportunity, Department of Labor,” 41 C.F.R. chapter 60, and (b)
Executive Order No. 11246, “Equal Employment Opportunity,” as amended by
Executive Order No. 11375, “Amending Executive Order No. 11246, Relating to Equal
Employment Opportunity,” 42U.S.C. § 2000e note.
e) Disadvantaged Business Enterprise. To the extent authorized by applicable federal
laws and regulations, the Recipient agrees to facilitate, and assures that each Third-
Party Participant will facilitate, participation by small business concerns owned and
controlled by socially and economically disadvantaged individuals, also referred to as
“Disadvantaged Business Enterprises” (DBEs), in the Underlying Agreement as
follows: (1) Statutory and Regulatory Requirements. The Recipient agrees to comply
with: (a) Section 1101(b) of the FAST Act, 23 U.S.C. §101 note, (b) U.S. DOT
regulations, “Participation by Disadvantaged Business Enterprises in Department of
Transportation Financial Assistance Programs,” 49 C.F.R. part 26, and (c) Federal
transit law, specifically 49 U.S.C. § 5332, as provided in section 12a of this Master
Agreement. (2) DBE Program Requirements. A Recipient that receives planning,
capital and/or operating assistance and that will award prime third-party contracts
exceeding $250,000 in a federal fiscal year must have a DBE program meeting the
requirements of 49 C.F.R. Part 26, which is approved by FTA, and establish an annual
DBE participation goal. (3) Special Requirements for a Transit Vehicle Manufacturer
(TVM). The Recipient agrees that: (a) TVM Certification. Each TVM, as a condition of
being authorized to bid or propose on FTA-assisted transit vehicle procurements, must
certify that it has complied with the requirements of 49 C.F.R. part 26, and (b)
Reporting TVM Awards. Within 30 days of any third-party contract award for a vehicle
purchase, the Recipient must submit to FTA the name of the TVM contractor and the
total dollar value of the third-party contract and notify FTA that this information has
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been attached to FTA’s electronic award and management system, the Recipient must
also submit subsequent notifications if options are exercised in subsequent years to
ensure the TVM is still in good standing. (4) Assurance. As required by 49 C.F.R. §
26.13(a): (a) Recipient Assurance. The Recipient agrees and assures that: 1 It must
not discriminate on the basis of race, color, national origin, or sex in the award and
performance of any FTA or U.S. DOT-assisted contract, or in the administration of its
DBE program or the requirements of 49 C.F.R. part 26, 2 It must take all necessary
and reasonable steps under 49 C.F.R. part 26 to ensure nondiscrimination in the
award and administration of U.S. DOT- assisted contracts, 3 Its DBE program, as
required under 49 C.F.R. part 26 and as approved by U.S. DOT, is incorporated by
reference and made part of the Underlying Agreement, and 4 Implementation of its
DBE program approved by U.S. DOT is a legal obligation and failure to carry out its
terms shall be treated as a violation of this Master Agreement. (b) Subrecipient/Third
Party Contractor/Third Party Subcontractor Assurance. The Recipient agrees and
assures that it will include the following assurance in each subagreement and third
party contract it signs with a Subrecipient or Third Party Contractor and agrees to
obtain the agreement of each of its Subrecipients, Third Party Contractors, and Third
Party Subcontractors to include the following assurance in every subagreement and
third party contract it signs: 1 The Subrecipient, each Third Party Contractor, and each
Third Party Subcontractor must not discriminate on the basis of race, color, national
origin, or sex in the award and performance of any FTA or U.S. DOT-assisted
subagreement, third party contract, and third party subcontract, as applicable, and the
administration of its DBE program or the requirements of 49 C.F.R. part 26, 2 The
Subrecipient, each Third Party Contractor, and each Third Party Subcontractor must
take all necessary and reasonable steps under 49 C.F.R. part 26 to ensure
nondiscrimination in the award and administration of U.S. DOT-assisted
subagreements, third party contracts, and third party subcontracts, as applicable, 3
Failure by the Subrecipient and any of its Third Party Contractors or Third Party
Subcontractors to carry out the requirements of this subparagraph 13.d(4)(b) is a
material breach of this subagreement, third party contract, or third party subcontract,
as applicable, and 4 The following remedies, or such other remedy as the Recipient
deems appropriate, include, but are not limited to, withholding monthly progress
payments; assessing sanctions; liquidated damages; and/or disqualifying the
Subrecipient, Third Party Contractor, or Third Party Subcontractor from future bidding
as non-responsible. (5) Remedies. Upon notification to the Recipient of its failure to
carry out its approved program, FTA or U.S. DOT may impose sanctions as provided
for under 49 C.F.R. part 26, and, in appropriate cases, refer the matter
for enforcement under either or both 18 U.S.C. § 1001, and/or the Program Fraud
Civil Remedies Act of 1986, 31 U.S.C. § 3801 et seq.
f) Nondiscrimination on the Basis of Sex. The Recipient agrees to comply with federal
prohibitions against discrimination on the basis of sex, including: (1) Title IX of the
Education Amendments of 1972, as amended, 20 U.S.C. § 1681 et seq., (2) U.S. DOT
regulations, “Nondiscrimination on the Basis of Sex in Education Programs or
Activities Receiving Federal Financial Assistance,” 49 C.F.R. part 25, and (3) Federal
transit law, specifically 49 U.S.C. § 5332.
g) Nondiscrimination on the Basis of Age. The Recipient agrees to comply with federal
prohibitions against discrimination on the basis of age, including: (1) The Age
Discrimination in Employment Act, 29 U.S.C. §§ 621 – 634, which prohibits
discrimination on the basis of age, (2) U.S. Equal Employment Opportunity
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Commission (U.S. EEOC) regulations, “Age Discrimination in Employment Act,” 29
C.F.R. part 1625, (3) The Age Discrimination Act of 1975, as amended, 42 U.S.C. §
6101 et seq., which prohibits discrimination against individuals on the basis of age in
the administration of Programs, Projects, and related activities receiving federal
assistance, (4) U.S. Health and Human Services regulations, “Nondiscrimination on
the Basis of Age in Programs or Activities Receiving Federal Financial Assistance,” 45
C.F.R. part 90, and (5) Federal transit law, specifically 49 U.S.C. § 5332.
h) Nondiscrimination on the Basis of Disability. The Recipient agrees to comply with the
following federal prohibitions against discrimination on the basis of disability: (1)
Federal laws, including: (a) section 504 of the Rehabilitation Act of 1973, as amended,
29 U.S.C. § 794, which prohibits discrimination on the basis of disability in the
administration of federally assisted Programs, Projects, or activities, (b) The
Americans with Disabilities Act of 1990 (ADA), as amended, 42 U.S.C. § 12101 et
seq., which requires that accessible facilities and services be made available to
individuals with disabilities: 1 For FTA Recipients generally, Titles I, II, and III of the
ADA apply, but 2 For Indian Tribes, Titles II and III of the ADA apply, but Title I of the
ADA does not apply because it exempts Indian Tribes from the definition of “employer,”
(c) The Architectural Barriers Act of 1968, as amended, 42 U.S.C. § 4151 et seq.,
which requires that buildings and public accommodations be accessible to individuals
with disabilities, (d) Federal transit law, specifically 49 U.S.C. § 5332, which now
includes disability as a prohibited basis for discrimination, and (e) Other applicable
federal laws, regulations and requirements pertaining to access for seniors or
individuals with disabilities. (2) Federal regulations, including: (a) U.S. DOT
regulations, “Transportation Services for Individuals with Disabilities (ADA),” 49 C.F.R.
part 37, (b) U.S. DOT regulations, “Nondiscrimination on the Basis of Disability in
Programs and Activities Receiving or Benefiting from Federal Financial Assistance,”
49 C.F.R. part 27, (c) Joint U.S. Architectural and Transportation Barriers Compliance
Board (U.S. ATBCB) and U.S. DOT regulations, “Americans With Disabilities (ADA)
Accessibility Specifications for Transportation Vehicles,” 36 C.F.R. part 1192 and 49
C.F.R. part 38, (d) U.S. DOT regulations, “Transportation for Individuals with
Disabilities: Passenger Vessels,” 49 C.F.R. part 39, (e) U.S. DOJ regulations,
“Nondiscrimination on the Basis of Disability in State and Local Government Services,”
28 C.F.R. part 35, (f) U.S. DOJ regulations, “Nondiscrimination on the Basis of
Disability by Public Accommodations and in Commercial Facilities,” 28 C.F.R. part 36,
(g) U.S. EEOC, “Regulations to Implement the Equal Employment Provisions of the
Americans with Disabilities Act,” 29 C.F.R. part 1630, (h) U.S. Federal
Communications Commission regulations, “Telecommunications Relay Services and
Related Customer Premises Equipment for Persons with Disabilities,” 47 C.F.R. part
64, Subpart F, (i) U.S. ATBCB regulations, “Electronic and Information Technology
Accessibility Standards,” 36 C.F.R. part 1194, and (j) FTA regulations, “Transportation
for Elderly and Handicapped Persons,” 49 C.F.R. part 609, and (k) Other applicable
federal civil rights and nondiscrimination guidance.
(i) Drug or Alcohol Abuse - Confidentiality and Other Civil Rights Protections. The
Recipient agrees to comply with the confidentiality and civil rights protections of: (1)
The Drug Abuse Office and Treatment Act of 1972, as amended, 21 U.S.C. § 1101 et
seq., (2) The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment
and Rehabilitation Act of 1970, as amended, 42 U.S.C. § 4541 et seq., and (3) The
Public Health Service Act, as amended, 42 U.S.C. §§ 290dd – 290dd-2.
(j) Access to Services for Persons with Limited English Proficiency. The Recipient agrees
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to promote accessibility of public transportation services to persons with limited
understanding of English by following: (1) Executive Order No. 13166, “Improving
Access to Services for Persons with Limited English Proficiency,” August 11, 2000, 42
U.S.C. § 2000d-1 note, and (2) U.S. DOT Notice, “DOT Policy Guidance Concerning
Recipients’ Responsibilities to Limited English Proficiency (LEP) Persons,” 70 Fed.
Reg. 74087, December 14, 2005.
(k) Other Nondiscrimination Laws, Regulations, Requirements, and Guidance. The
Recipient agrees to comply with other applicable federal nondiscrimination laws,
regulations, and requirements, and follow federal guidance prohibiting discrimination.
(l) Remedies. Remedies for failure to comply with applicable federal Civil Rights laws,
regulations, requirements, and guidance may be enforced as provided in those federal
laws, regulations, or requirements.
(m) Free Speech and Religious Liberty. The recipient shall ensure that Federal funding is
expended in full accordance with the U.S. Constitution, Federal Law, and statutory and
public policy requirements: including, but not limited to, those protecting free speech,
religious liberty, public welfare, the environment, and prohibiting discrimination.
5. INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS
(Per FTA C 4330.1F)
Applies to all FTA-Assisted Third-Party Contracts and Subcontracts.
Incorporation of Federal Transit Administration (FTA) Terms - The preceding provisions
include, in part, certain Standard Terms and Conditions required by DOT, whether or not
expressly set forth in the preceding contract provisions. All contractual provisions required
by DOT, as set forth in FTA Circular 4220.1F, are hereby incorporated by reference.
Anything to the contrary herein notwithstanding, all FTA mandated terms shall be deemed
to control in the event of a conflict with other provisions contained in this Agreement. The
Contractor shall not perform any act, fail to perform any act, or refuse to comply with any
City requests which would cause the City to be in violation of the FTA terms and conditions.
6. ENERGY CONSERVATION REQUIREMENTS
Applies to all FTA-Assisted Third-Party Contracts and Subcontracts.
Energy Conservation - The contractor agrees to comply with mandatory standards and
policies relating to energy efficiency which are contained in the state energy conservation
plans under the Energy Policy and Conservation Act, as amended 42 U.S.C. § 6321, et.
seq., and perform an energy assessment for any building constructed, reconstructed, or
modified with federal assistance required under FTA regulations, “Requirements for Energy
Assessments,” 49 CFR Part 622, subpart C.
7. VETERANS EMPLOYEMENT
Applies to all FTA-Assisted Third-Party Contracts and Subcontracts.
Veterans Employment. As provided by 49 U.S.C. § 5325(k):
To the extent practicable, the contractor agrees and assures that each of its
subcontractors:
1. Will give a hiring preference to veterans (as defined in 5 U.S.C. § 2108), who have the
skills and abilities required to perform construction work required under a third-party
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contract in connection with a capital project supported with funds made available or
appropriated for 49 U.S.C. chapter 53, and
2. Will not require an employer to give a preference to any veteran over any equally
qualified applicant who is a member of any racial or ethnic minority, female, an
individual with a disability, or a former employee.
8. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE
SERVICES OR EQUIPMENT (2 CFR §200.216)
Applies to all FTA-Assisted Third-Party Contracts and Subcontracts.
Contractor is prohibited from using equipment, services, or systems that uses covered
telecommunications equipment or services as a substantial or essential component of any
system, or as critical technology as part of any system. As described in Public Law 115-232,
section 889, covered telecommunications equipment is telecommunications equipment
produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or
affiliate of such entities).
a. For the purpose of public safety, security of government facilities, physical security
surveillance of critical infrastructure, and other national security purposes, video
surveillance and telecommunications equipment produced by Hytera Communications
Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology
Company (or any subsidiary or affiliate of such entities).
b. Telecommunications or video surveillance services provided by such entities or using
such equipment.
c. Telecommunications or video surveillance equipment or services produced or
provided by an entity that the Secretary of Defense, in consultation with the Director
of the National Intelligence or the Director of the Federal Bureau of Investigation,
reasonably believes to be an entity owned or controlled by, or otherwise connected to,
the government of a covered foreign country.
9. TERMINATION PROVISIONS (APPENDIX II TO PART 200)
Applies to all contracts except micro-purchases.
a. Termination for Convenience. The City may terminate this Contract, in whole or in part,
for any reason, upon five (5) days written notice to the Contractor. In such event, the
City shall pay the Contractor its costs, including reasonable Contract close-out costs,
and profit on Work performed up to the time of termination. The Contractor shall
promptly submit its termination claim to the City to be paid the Contractor. If the
Contractor has any property in its possession belonging to the City, the Contractor will
account for the same, and dispose of it in a manner the City directs.
b. Termination for Breach. Either Party’s failure to perform any of its material obligations
under this Contract, in whole or in part or in a timely or satisfactory manner, will be a
breach. The institution of proceedings under any bankruptcy, insolvency, reorganization
or similar law, by or against Contractor, or the appointment of a receiver or similar officer
for Contractor or any of its property, which is not vacated or fully stayed within thirty (30)
days after the institution of such proceeding, will also constitute a breach. In the event
of a breach, the non-breaching Party may provide written notice of the breach to the
other Party. If the notified Party does not cure the breach, at its sole expense, within
thirty (30) days after delivery of notice, the non-breaching Party may exercise any of its
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remedies provided under this Contract or at law, including immediate termination of the
Contract.
10. GOVERNMENT-WIDE DEBARMENT AND SUSPENSION
Applies to all contracts and subcontracts exceeding $25,000.
Suspension and Debarment Executive.
The contractor attests that it is not listed on the government-wide exclusions in the System
for Award Management (SAM).
The Contractor agrees to the following:
(a) It will comply with the requirements of 2 C.F.R. part 180, subpart C, as adopted and
supplemented by U.S. DOT regulations at 2 C.F.R. part 1200, which include the
following: (a) It will not enter into any arrangement to participate in the development or
implementation of the Project with any Third Party Participant that is debarred or
suspended except as authorized by: 1 U.S. DOT regulations, “Non-procurement
Suspension and Debarment,” 2 C.F.R. part 1200, 2 U.S. OMB, “Guidelines to
Agencies on Government wide Debarment and Suspension (Non-procurement),” 2
C.F.R. part 180, including any amendments thereto, and 3 Executive Orders Nos.
12549 and 12689, “Debarment and Suspension,” 31 U.S.C. § 6101 note, (b) It will
review the U.S. GSA “System for Award Management,” https://www.sam.gov, if
required by U.S. DOT regulations, 2 C.F.R. part 1200, and (c) It will include, and
require each of its Third Party Participants to include, a similar provision in each lower
tier covered transaction, ensuring that each lower tier Third Party Participant: 1 Will
comply with Federal debarment and suspension requirements, and 2 Reviews the
“System for Award Management” at https://www.sam.gov, if necessary to comply with
U.S. DOT regulations, 2 C.F.R. part 1200, and
(b) If the Recipient suspends, debars, or takes any similar action against a Third-Party
Participant or individual, the Recipient will provide immediate written notice to the: (a)
FTA Regional Counsel for the Region in which the Recipient is located or implements
the Project, (b) FTA Project Manager if the Project is administered by an FTA
Headquarters Office, or (c) FTA Chief Counsel.
11. NOTICE TO FTA AND U.S. DOT INSPECTOR GENERAL OF INFORMATION RELATED
TO FRAUD, WASTE, ABUSE OR OTHER LEGAL MATTERS
Applies to all contracts and subcontracts exceeding $25,000. The prime contractor is
required to “flow down” this requirement to subcontractors.
a. If a current or prospective legal matter that may affect the Federal Government emerges,
the Recipient must promptly notify the FTA Chief Counsel and FTA Regional Counsel
for the Region in which the Recipient is located. The Recipient must include a similar
notification requirement in its Third Party Agreements and must require each Third Party
Participant to include an equivalent provision in its subagreements at every tier, for any
agreement that is a “covered transaction” according to 2 C.F.R. §§ 180.220 and
1200.220.
1. The types of legal matters that require notification include, but are not limited to, a
major dispute, breach, default, litigation, or naming the Federal Government as a
party to litigation or a legal disagreement in any forum for any reason.
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2. Matters that may affect the Federal Government include, but are not limited to, the
Federal Government’s interests in the Award, the accompanying Underlying
Agreement, and any Amendments thereto, or the Federal Government’s
administration or enforcement of federal laws, regulations, and requirements.
3. Additional Notice to U.S. DOT Inspector General. The Recipient must promptly notify
the U.S. DOT Inspector General in addition to the FTA Chief Counsel or Regional
Counsel for the Region in which the Recipient is located, if the Recipient has
knowledge of potential fraud, waste, or abuse occurring on a Project receiving
assistance from FTA. The notification provision applies if a person has or may have
submitted a false claim under the False Claims Act, 31 U.S.C. § 3729, et seq., or
has or may have committed a criminal or civil violation of law pertaining to such
matters as fraud, conflict of interest, bid rigging, misappropriation or embezzlement,
bribery, gratuity, or similar misconduct involving federal assistance. This
responsibility occurs whether the Project is subject to this Agreement or another
agreement between the Recipient and FTA, or an agreement involving a principal,
officer, employee, agent, or Third Party Participant of the Recipient. It also applies
to subcontractors at any tier. Knowledge, as used in this paragraph, includes, but is
not limited to, knowledge of a criminal or civil investigation by a Federal, state, or
local law enforcement or other investigative agency, a criminal indictment or civil
complaint, or probable cause that could support a criminal indictment, or any other
credible information in the possession of the Recipient. In this paragraph, “promptly”
means to refer information without delay and without change. This notification
provision applies to all divisions of the Recipient, including divisions tasked with law
enforcement or investigatory functions.
b. Federal Interest in Recovery. The Federal Government retains the right to a
proportionate share of any proceeds recovered from any third party, based on the
percentage of the federal share for the Underlying Agreement. Notwithstanding the
preceding sentence, the Recipient may return all liquidated damages it receives to its
Award Budget for its Underlying Agreement rather than return the federal share of those
liquidated damages to the Federal Government, provided that the Recipient receives
FTA’s prior written concurrence.
c. Enforcement. The Recipient must pursue its legal rights and remedies available under
any third party agreement or any federal, state, or local law or regulation.
12. BYRD ANTI-LOBBYING AMENDMENT (31 U.S.C. 1352)
Applies to all contracts exceeding $100,000.
Byrd Anti-Lobbying Amendment (31 U.S.C. 1352). Contractor attests that it has filed the
required certification under the Byrd Anti-Lobbying Amendment. Contractor attests that it
has certified that it will not and has not used Federal appropriated funds to pay any person
or organization for influencing or attempting to influence an officer or employee of any
agency, a member of Congress, officer or employee of Congress, or an employee of a
member of Congress in connection with obtaining any Federal Contract, grant or any other
award covered by 31 U.S.C. 1352. Contractor further attests that it has disclosed, and will
continue to disclose, any lobbying with non-Federal funds that takes place in connection
with obtaining any Federal award.
If contract exceeds $100,000 the contractor is required to sign the attached certification.
13. COPELAND ANTI-KICKBACK ACTS (APPENDIX II TO PART 200)
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Applies to all prime construction contracts in excess of $2,000.
Copeland “Anti-Kickback” Act (40 U.S.C. 3145). Contractor must fully comply with the
Copeland “Anti-Kickback” Act (40 U.S.C. 3145), as supplemented by Department of Labor
regulations (29 CFR Part 3, “Contractors and Subcontractors on Public Building or Public
Work Financed in Whole or in Part by Loans or Grants from the United States”). Pursuant
to the Act, Contractor is prohibited from inducing, by any means, any person employed in
the construction, completion, or repair of public work, to give up any part of the
compensation to which he or she is otherwise entitled. The City shall report all suspected
or reported violations of the Copeland “Anti-Kickback” Act to the Federal awarding agency.
14. EQUAL EMPLOYMENT OPPORTUNITY (APPENDIX II TO PART 200)
Applies to all contracts that meet the definition of “federally assisted construction contract”.
Equal Employment Opportunity. Contractor agrees to comply with the Equal Opportunity
Clause provided under 41 CFR 60-1.4(a) (Government Contracts) and 41 CFR 60-1.4(b)
(Federal Assisted Construction Contracts), in accordance with Executive Order 11246,
“Equal Employment Opportunity” (30 FR 12319, 12935, 3 CFR Part, 1964-1965 Comp., p.
339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating
to Equal Employment Opportunity,” and implementing regulations at 41 CFR part 60, “Office
of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of
Labor.” Contractor further agrees to include this provision, including the Equal Opportunity
Clause or a reference thereto, in any subcontracts it enters into pursuant to the Contract.
During the performance of this Contract, the Contractor agrees as follows:
(1) The Contractor will not discriminate against any employee or applicant for employment
because of race, color, religion, sex, sexual orientation, gender identity, or national
origin. The Contractor will take affirmative action to ensure that applicants are employed,
and that employees are treated during employment without regard to their race, color,
religion, sex, sexual orientation, gender identity, or national origin. Such action shall
include, but not be limited to the following:
Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising;
layoff or termination; rates of pay or other forms of compensation; and selection for
training, including apprenticeship. The Contractor agrees to post in conspicuous places,
available to employees and applicants for employment, notices to be provided setting
forth the provisions of this nondiscrimination clause.
(2) The Contractor will, in all solicitations or advertisements for employees placed by or on
behalf of the Contractor, state that all qualified applicants will receive consideration for
employment without regard to race, color, religion, sex, sexual orientation, gender
identity, or national origin.
(3) The Contractor will not discharge or in any other manner discriminate against any
employee or applicant for employment because such employee or applicant has inquired
about, discussed, or disclosed the compensation of the employee or applicant or another
employee or applicant. This provision shall not apply to instances in which an employee
who has access to the compensation information of other employees or applicants as a
part of such employee's essential job functions discloses the compensation of such other
employees or applicants to individuals who do not otherwise have access to such
information, unless such disclosure is in response to a formal complaint or charge, in
furtherance of an investigation, proceeding, hearing, or action, including an investigation
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conducted by the employer, or is consistent with the Contractor's legal duty to furnish
information.
(4) The Contractor will send to each labor union or representative of workers with which he
has a collective bargaining agreement or other Contract or understanding, a notice to
be provided advising the said labor union or workers' representatives of the Contractor's
commitments under this section, and shall post copies of the notice in conspicuous
places available to employees and applicants for employment.
(5) The Contractor will comply with all provisions of Executive Order 11246 of September
24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor.
(6) The Contractor will furnish all information and reports required by Executive Order 11246
of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor,
or pursuant thereto, and will permit access to his books, records, and accounts by the
administering agency and the Secretary of Labor for purposes of investigation to
ascertain compliance with such rules, regulations, and orders.
(7) In the event of the Contractor's noncompliance with the nondiscrimination clauses of this
Contract or with any of the said rules, regulations, or orders, this Contract may be
canceled, terminated, or suspended in whole or in part and the Contractor may be
declared ineligible for further Government Contracts or federally assisted construction
Contracts in accordance with procedures authorized in Executive Order 11246 of
September 24, 1965, and such other sanctions may be imposed and remedies invoked
as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or
order of the Secretary of Labor, or as otherwise provided by law.
(8) The Contractor will include the portion of the sentence immediately preceding paragraph
(1) and the provisions of paragraphs (1) through (8) in every subContract or purchase
order unless exempted by rules, regulations, or orders of the Secretary of Labor issued
pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such
provisions will be binding upon each subcontractor or vendor. The Contractor will take
such action with respect to any subContract or purchase order as the administering
agency may direct as a means of enforcing such provisions, including sanctions for
noncompliance:
Provided, however, that in the event a Contractor becomes involved in, or is threatened
with, litigation with a subcontractor or vendor as a result of such direction by the
administering agency, the Contractor may request the United States to enter into such
litigation to protect the interests of the United States.
The applicant further agrees that it will be bound by the above equal opportunity clause
with respect to its own employment practices when it participates in federally assisted
construction work: Provided, that if the applicant so participating is a State or local
government, the above equal opportunity clause is not applicable to any agency,
instrumentality or subdivision of such government which does not participate in work on
or under the Contract.
The applicant agrees that it will assist and cooperate actively with the administering
agency and the Secretary of Labor in obtaining the compliance of Contractors and
subcontractors with the equal opportunity clause and the rules, regulations, and relevant
orders of the Secretary of Labor, that it will furnish the administering agency and the
Secretary of Labor such information as they may require for the supervision of such
compliance, and that it will otherwise assist the administering agency in the discharge
of the agency's primary responsibility for securing compliance.
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The applicant further agrees that it will refrain from entering into any Contract or Contract
modification subject to Executive Order 11246 of September 24, 1965, with a Contractor
debarred from, or who has not demonstrated eligibility for, Government Contracts and
federally assisted construction Contracts pursuant to the Executive Order and will carry
out such sanctions and penalties for violation of the equal opportunity clause as may be
imposed upon Contractors and subcontractors by the administering agency or the
Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the
applicant agrees that if it fails or refuses to comply with these undertakings, the
administering agency may take any or all of the following actions: Cancel, terminate, or
suspend in whole or in part this grant (Contract, loan, insurance, guarantee); refrain from
extending any further assistance to the applicant under the program with respect to
which the failure or refund occurred until satisfactory assurance of future compliance
has been received from such applicant; and refer the case to the Department of Justice
for appropriate legal proceedings.
(9) [Reserved]
(c) Subcontracts. Each nonexempt prime Contractor or subcontractor shall include the
equal opportunity clause in each of its nonexempt subcontracts.
(d) Inclusion of the equal opportunity clause by reference. The equal opportunity clause
may be included by reference in all Government Contracts and subcontracts,
including Government bills of lading, transportation requests, Contracts for deposit
of Government funds, and Contracts for issuing and paying U.S. savings bonds and
notes, and such other Contracts and subcontracts as the Director of OFCCP may
designate.
(e) Incorporation by operation of the order. By operation of the order, the equal
opportunity clause shall be considered to be a part of every Contract and
subContract required by the order and the regulations in this part to include such a
clause whether or not it is physically incorporated in such Contracts and whether or
not the Contract between the agency and the Contractor is written.
(f) Adaptation of language. Such necessary changes in language may be made in the
equal opportunity clause as shall be appropriate to identify properly the parties and
their undertakings.
15. NONCONSTRUCTION EMPLOYEE PROTECTION (CONTRACT WORK HOURS AND
SAFETY STANDARDS ACT)
Applies to all turnkey, rolling stock and operational contracts (excluding contracts for
transportation services exceeding $100,000.
The contractor agrees to comply and assures that each subcontractor will comply with all
federal laws, regulations, and requirements providing wage and hour protections for
nonconstruction employees, including Section 102 of the Contract Work Hours and Safety
Standards Act, as amended, 40 U.S.C. § 3702, and other relevant parts of that Act, 40
U.S.C. § 3701, et seq., and U.S. DOL regulations, “Labor Standards Provisions Applicable
to Contracts Covering Federally Financed and Assisted Construction (also Labor Standards
Provisions Applicable to Nonconstruction Contracts Subject to the Contract Work Hours and
Safety Standards Act),” 29 CFR Part 5.
16. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT
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Applies to “funding agreement” under 37 CFR Part §401.2(a)
Rights to Inventions Made Under a Contract or Contract. For Contracts entered into by
the Contractor or the City with a small business firm or nonprofit organization regarding the
substitution of parties, assignment or performance of experimental, developmental, or
research work under that “funding agreement,” the parties must comply with the
requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations
and Small Business Firms Under Government Grants, Contracts and Cooperative
Contracts,” and any implementing regulations issued by the awarding agency.
17. 6002 OF THE SOLID WASTE DISPOSAL ACT (2 CFR 200.322)
Applies to all contracts except micro-purchases.
Recovered Materials - All parties agree to comply with all applicable requirements of
Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation
and Recovery Act. The requirements of Section 6002 include procuring only items
designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR part 247
that contain the highest percentage of recovered materials practicable, consistent with
maintaining a satisfactory level of competition, where the purchase price of the item exceeds
$10,000 or the value of the quantity acquired during the preceding fiscal year exceeded
$10,000; procuring solid waste management services in a manner that maximizes energy
and resource recovery; and establishing an affirmative procurement program for
procurement of recovered materials identified in the EPA guidelines.
a. In the performance of this contract, the Contractor shall make maximum use of products
containing recovered materials that are EPA-designated items unless the product
cannot be acquired:
• Competitively within a timeframe providing for compliance with the contract
performance schedule;
• Meeting contract performance requirements; or
• At a reasonable price.
b. Information about this requirement, along with the list of EPA-designated items, is
available at EPA’s Comprehensive Procurement Guidelines web site:
https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program
18. ADA ACCESS
Applies to contracts for rolling stock or facilities construction/renovation
1. The City must comply with 49 U.S.C. § 5332, which states the Federal policy that elderly
individuals and individuals with disabilities have the same right as other individuals to
use public transportation services and facilities, and that special efforts shall be made
in planning and designing those services and facilities to implement transportation
accessibility rights for elderly individuals and individuals with disabilities; all applicable
provisions of section 504 of the Rehabilitation Act of 1973, as amended, 29 U.S.C. §
794, which prohibits discrimination on the basis of disability; the Americans with
Disabilities Act of 1990 (ADA), as amended; 42 U.S.C. § 12101 et seq., which requires
that accessible facilities and services be made available to individuals with disabilities;
and the Architectural Barriers Act of 1968, as amended, 42 U.S.C. § 4151 et seq., which
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requires that buildings and public accommodations be accessible to individuals with
disabilities.
2. All deliverable items deliverable items provided by the contractor for the City under this
contract shall comply with the above-referenced laws as well as all other applicable
federal, state and local regulations and directives and any subsequent amendments
19. ASSIGNABILITY
Applies to all contracts except micro-purchases.
Neither the City nor the Contractor shall assign or transfer any of its rights or obligations
hereunder without the prior written consent of the other.
20. CITY OF FORT COLLINS BID PROTEST PROCEDURES
Applies to all contracts except micro-purchases.
The City of Fort Collins has a protest procedure, covering any phase of solicitation or award,
including but not limited to specification or award. The protest procedures are available
from the Purchasing Department, City of Fort Collins, 215 N. Mason, Street, 2nd Floor, P.
O. Box 580, Fort Collins, CO. 80522. You may also request a copy of the procedures by
emailing: Purchasing@fcgov.com or calling 970-221-6775.
21. TITLE VI OF THE CIVIL RIGHTS ACT OF 1964
Applies to all contracts except micro-purchases.
The sub-grantee, contractor, subcontractor, successor, transferee, and assignee shall
comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal
financial assistance from excluding from a program or activity, denying benefits of, or
otherwise discriminating against a person on the basis of race, color, or national origin (42
U.S.C. § 2000d et seq.), as implemented by the Department of the Treasury’s Title VI
regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part
of this contract (or agreement). Title VI also includes protection to persons with “Limited
English Proficiency” in any program or activity receiving federal financial assistance, 42
U.S.C. § 2000d et seq., as implemented by the Department of the Treasury’s Title VI
regulations, 31 CFR Part 22, and herein incorporated by reference and made a part of this
contract or agreement.
22. INCREASING SEAT BELT USE IN THE UNITED STATES
Applies to all contracts except micro-purchases.
Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), the City encourages its
contractors to adopt and enforce on-the-job seat belt policies and programs for their
employees when operating company-owned, rented, or personally owned vehicles.
23. REDUCING TEXT MESSAGING WHILE DRIVING
Applies to all contracts except micro-purchases.
Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), the City encourages its
employees, subrecipients, and contractors to adopt and enforce policies that ban text
messaging while driving, and the City has established workplace safety policies to decrease
accidents caused by distracted drivers.