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HomeMy WebLinkAboutRFP - COMMERCIAL EXTRACTOR WASHING MACHINESRFP- 8170 Commercial Extractor Washing Machines Page 1 of 14 REQUEST FOR PROPOSAL 8170 COMMERCIAL EXTRACTOR WASHING MACHINES The City of Fort Collins (City), on behalf of Poudre Fire Authority (PFA), is requesting proposals from qualified vendors to supply commercial grade extractor washing machines, to be delivered and installed at the following five (5) PFA Stations:  No. 2 at 415 S. Bryan Ave., Fort Collins, Colorado 80521.  No. 3 at 2000 Mathews Street, Fort Collins, Colorado 80525.  No. 6 at 2511 Donella Court, Fort Collins, Colorado 80524.  No. 7 at 2817 North Overland Trail, LaPorte, Colorado 80535.  No. 10 at 2067 Vermont Drive, Fort Collins, Colorado 80525. As part of the City’s commitment to Sustainable Purchasing, proposals submission via email is preferred. Proposals shall be submitted in a single Microsoft Word or PDF file under 20MB and e-mailed to: purchasing@fcgov.com. If electing to submit hard copy proposals instead, four (4) copies, will be received at the City of Fort Collins' Purchasing Division, 215 North Mason St., 2nd floor, Fort Collins, Colorado 80524. Proposals must be received before 3:00 p.m. (our clock), October 2, 2015 and referenced as Proposal No. 8170. If delivered, they are to be sent to 215 North Mason Street, 2nd Floor, Fort Collins, Colorado 80524. If mailed, the address is P.O. Box 580, Fort Collins, 80522-0580. Please note, additional time is required for bids mailed to the PO Box to be received at the Purchasing Office. The City encourages all Disadvantaged Business Enterprises (DBEs) to submit proposals in response to all requests for proposals. No individual or business will be discriminated against on the grounds of race, color, sex, or national origin. It is the City’s policy to create a level playing field on which DBEs can compete fairly and to ensure nondiscrimination in the award and administration of all contracts. Questions concerning the scope of the project should be directed to the Project Manager, Gary Nuckols at (970) 416-2862 or gnuckols@poudre-fire.org. Questions regarding bid submittal or process should be directed to Jill Wilson, Buyer at (970) 221-6216 or jwilson@fcgov.com. Site visits with representatives of prospective proposers will be held at 10:00 a.m. September 23, 2015, starting at station No.10 located at 2067 Vermont Dr. Fort Collins, Colorado 80525 and will progress to the other four stations. Please RSVP via email to the Project Manager with a copy to Jill Wilson no later than 5:00 p.m. (our clock) September 18, 2015. If no RSVP’s are received by this date and time, the City and PFA reserves the right to withdraw the site visits. The deadline for submitting questions is 5:00 p.m. (our clock) on September 24, 2015. Please submit your questions via email to the Project Manager with a copy to Jill Wilson. Financial Services Purchasing Division 215 N. Mason St. 2nd Floor PO Box 580 Fort Collins, CO 80522 970.221.6775 970.221.6707 RFP- 8170 Commercial Extractor Washing Machines Page 2 of 14 Questions received after the deadline will 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. A copy of the RFP may be obtained at www.rockymountainbidsystem.com. The City of Fort Collins is subject to public information laws, which permit access to most records and documents. Proprietary information in your response must be clearly identified and will be protected to the extent legally permissible. Proposals may not be marked ‘Proprietary’ in their entirety. All provisions of any contract resulting from this request for proposal will be public information. New Vendors: The City requires new vendors receiving awards from the City to fill out and submit an IRS form W-9 and to register for 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. 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 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 Service Provider shall be expected to sign the City’s standard Agreement without revision prior to commencing Services (see sample attached to this Proposal). Sincerely, Gerry S. Paul Purchasing Director RFP- 8170 Commercial Extractor Washing Machines Page 3 of 14 REQUEST FOR PROPOSAL 8170 COMMERCIAL EXTRACTOR WASHING MACHINES I. INTRODUCTION The City of Fort Collins (City), on behalf of Poudre Fire Authority (PFA), is requesting proposals from qualified vendors to supply commercial grade extractor washing machines, to be delivered and installed at the following five (5) PFA Stations:  No. 2 at 415 S. Bryan, Fort Collins, Colorado 80521.  No. 3 at 2000 Mathews, Fort Collins, Colorado 80525.  No. 6 at 2511 Donella Ct, Fort Collins, Colorado 80524.  No. 7 at 2817 North Overland Trail, LaPorte, Colorado 80535.  No. 10 at 2067 Vermont Dr, Fort Collins, Colorado 80525. At the option of the City and PFA, purchases for additional extractor washing machines may be made for up to five (5) years following the initial award subject to mutual agreement by the parties for pricing. The City and PFA expects to enter into an Agreement with the awarded vendor. The anticipated terms and conditions of the Agreement are set forth in attached Exhibit “A”, consisting of eight (8) pages and incorporated herein by reference; however, the City and/or PFA may include additional terms and conditions in the Agreement as deemed necessary. II. SCOPE OF WORK A. Equipment Specifications: PFA intends to purchase a 20-25 lb. extractor washing machine for each identified fire station. Extractor must be capable of operating on a 110 electrical power outlet. Extractor must meet all NFPA 1851 requirements. Base unit/frame, if needed, must be included. Extractor must be capable of being connected to an Ecolab brand detergent dispenser. B. Warranty: The awarded vendor is expected to uphold the most current manufacturers’ warranty for all equipment, parts, labor and accessories. All workmanship shall be guaranteed against defects resulting from faulty installation methods for a period of no less than two (2) years from the date of final acceptance by the City and/or PFA. C. Delivery: The awarded vendor must arrange for all equipment and parts to be delivered within eight (8) weeks of receipt of a purchase order, unless otherwise mutually agreed upon. All freight, shipping and handling charges must be included in proposed pricing. D. Installation: Installation of the extractor and parts must be performed by awarded vendor or vendor’s subcontractor with PFA’s written approval. Installation includes on- site delivery to each designated PFA Station, unwrapping of equipment and parts, disposal of packaging/pallets, full assembly and set- up/programming of the extractor, and prepared for connection to an Ecolab brand detergent dispenser. Delivery and installation must be coordinated with the Project Manager prior to delivery. Installation must be included in proposed pricing. Installation of extractor or base unit/frame will be on an existing concrete slab floor. RFP- 8170 Commercial Extractor Washing Machines Page 4 of 14 E. Training: Pursuant to delivery and installation, the awarded vendor shall provide on-site training to available PFA staff on the basic functionality of the extractor. F. Service: A toll- free phone number for service calls shall be available to PFA and calls made after hours shall be returned the following business day. Upon receipt of PFA service calls, the awarded vendor shall dispatch a licensed manufacturer service technician within forty- eight (48) hours and shall be located within 100 miles of the City of Fort Collins. III. SUBMITTAL REQUIREMENTS The following information must be included in the proposal. The required proposal documents must be arranged in the order listed below. Proposals shall be limited to ten (10) pages, excluding brochures. The City reserves the right to reject any proposal exceeding ten pages. 1. Company name and address, as well as the name and contact information of the primary contact. 2. Brief company profile to include service standards and post-sale support capabilities. 3. Manufacturer’s equipment specifications. 4. Acknowledge consent to adhere to the Scope of Work and sample Services Agreement (including Insurance Requirements). 5. Confirm delivery and installation will be completed within eight (8) weeks after receipt of order (ARO) or propose an alternate delivery schedule. State if the installation is going to be completed in- house or by a subcontractor. 6. Price offer to include Make and Model of equipment proposed. Delivery (including shipping and handling) and installation listed under the Scope of Work must be included in the proposed price. 7. Manufacturer’s warranty terms and conditions on the proposed extractor washing machine and parts. 8. List of three (3) current references, with whom the Project Manager can contact, in which comparable equipment was purchased from the proposing vendor. Include the name and address of each referenced company, as well as the name, title, and phone number of the reference contact person. IV. PROPOSAL TERMS The City and PFA assumes no responsibility for liability for any costs vendors may incur in responding to this Request for Proposals (RFP); including attending meetings, site visits and/or contract negotiations. The RFP may be amended and/or revoked at any time prior to final execution of an Agreement with the City and PFA. RFP- 8170 Commercial Extractor Washing Machines Page 5 of 14 In evaluating the Proposals, the City and/or PFA may seek information from a Proposer to clarify their Proposal. In that event, the proposer must submit written and signed clarifications and such clarifications shall become part of the Proposal. Commodity Codes used for this RFP are: 50020, 50025 and 50095. V. TIMETABLE The following is a proposed timetable developed for this project. Firms will be notified of any significant changes which might occur: Item: Date: Site Visits 10:00 a.m. (our clock) September 23, 2015 Questions due to the City 5:00 PM (our clock) on September 24, 2015 Written proposals due to the City 3:00 p.m. (our clock), October 2, 2015 Service Provider notified of award Mid- October, 2015 Contract Signed First week in November, 2015 VI. REVIEW AND ASSESSMENT: Firms will be evaluated on the following criteria. These criteria will be the basis for review of the written proposals. The City may, at its option, choose the highest ranked firm based on the written proposals. Alternatively, at the City’ sole option, the City may interview the top ranked firms. The rating scale shall be from 1 to 5, with 1 being a poor rating, 3 being an average rating, and 5 being an outstanding rating. WEIGHTING FACTOR QUALIFICATION STANDARD 2.0 Specifications and Service Does the proposed product meet all specifications? What is the level of service standards and post-sale support capabilities? Are there any deviations from the Scope of Work or Agreement? 1.0 Delivery and Installation Will delivery be made within specified schedule? Will the firm complete the installation or will the installation be subcontracted? 3.0 Cost and Warranty Is the total cost competitive? Is each cost element of the proposed price fair and reasonable? Is the warranty comprehensive? What is the warranty term? RFP- 8170 Commercial Extractor Washing Machines Page 6 of 14 VII. REFERENCE EVALUATION (TOP RANKED FIRM): The Project Manager will check references using the following criteria. The evaluation rankings will be labeled Satisfactory/Unsatisfactory. QUALIFICATION STANDARD Overall Performance Would you hire this firm again? Did they show the skills required for this project? Timetable Was the original Scope of Work completed within the specified time? Were interim deadlines met in a timely manner? Completeness Was the firm responsive to client needs; did the firm anticipate problems? Were problems solved quickly and effectively? Budget Was the original Scope of Works completed within the project budget? Job Knowledge Did firm meet the Scope of Work? Was the project properly completed? Were problems corrected quickly and effectively? RFP- 8170 Commercial Extractor Washing Machines Page 7 of 14 EXHIBIT A SAMPLE SERVICES AGREEMENT (For informational purposes, do not fill in or submit with proposal) THIS AGREEMENT made and entered into the day and year set forth below by and between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter referred to as the "City", as agent, on behalf of the Poudre Fire Authority (PFA), and , hereinafter referred to as "Service Provider". 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 Services. The Service Provider agrees to provide services in accordance with the scope of services attached hereto as Exhibit "A", consisting of ( ) page and incorporated herein by this reference. Irrespective of references in Exhibit A to certain named third parties, Service Provider shall be solely responsible for performance of all duties hereunder. 2. Contract Period. This Agreement shall commence , 200 , and shall continue in full force and effect until , 200 , unless sooner terminated as herein provided. In addition, at the option of the City and/or PFA, the Agreement may be extended for additional one year periods not to exceed ( ) additional one year periods. Renewals and pricing changes shall be negotiated by and agreed to by both parties. Written notice of renewal shall be provided to the Service Provider and mailed no later than thirty (30) days prior to contract end. 3. Delay. If either party is prevented in whole or in part from performing its obligations by unforeseeable causes beyond its reasonable control and without its fault or negligence, then the party so prevented shall be excused from whatever performance is prevented by such cause. To the extent that the performance is actually prevented, the Service Provider must provide written notice to the City and PFA of such condition within fifteen (15) days from the onset of such condition. 4. Early Termination by City/Notice. Notwithstanding the time periods contained herein, the City and/or PFA may terminate this Agreement at any time without cause by providing written notice of termination to the Service Provider. Such notice shall be delivered at least fifteen (15) days prior to the termination date contained in said notice unless otherwise agreed in writing by the parties. All notices provided under this Agreement shall be effective when mailed, postage prepaid and sent to the following addresses: Service Provider: City: Copy to: Attn: Poudre Fire Authority Attn: City of Fort Collins Attn: Purchasing Dept. RFP- 8170 Commercial Extractor Washing Machines Page 8 of 14 102 Remington Street Fort Collins, CO 80524 PO Box 580 Fort Collins, CO 80522 In the event of early termination by the and/or PFA, the Service Provider shall be paid for services rendered to the date of termination, subject only to the satisfactory performance of the Service Provider's obligations under this Agreement. Such payment shall be the Service Provider's sole right and remedy for such termination. 5. Contract Sum. The City and/or PFA shall pay the Service Provider for the performance of this Contract, subject to additions and deletions provided herein, ($ ) as per the attached Exhibit " ", consisting of page , and incorporated herein by this reference. 6. City Representative. The and/or PFA will designate, prior to commencement of the work, its representative who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the services provided under this agreement. All requests concerning this agreement shall be directed to the City and/or PFA Representative. 7. Independent Service provider. The services to be performed by Service Provider are those of an independent service provider and not of an employee of the City of Fort Collins or the Poudre Fire Authority. The City and/or PFA shall not be responsible for withholding any portion of Service Provider's compensation hereunder for the payment of FICA, Workmen's Compensation or other taxes or benefits or for any other purpose. 8. Subcontractors. Service Provider may not subcontract any of the Work set forth in the Exhibit A, Statement of Work without the prior written consent of the City and/or PFA, which shall not be unreasonably withheld. If any of the Work is subcontracted hereunder (with the consent of the City and/or PFA), then the following provisions shall apply: (a) the subcontractor must be a reputable, qualified firm with an established record of successful performance in its respective trade performing identical or substantially similar work, (b) the subcontractor will be required to comply with all applicable terms of this Agreement, (c) the subcontract will not create any contractual relationship between any such subcontractor and the City and/or PFA, nor will it obligate the City and/or PFA to pay or see to the payment of any subcontractor, and (d) the work of the subcontractor will be subject to inspection by the City and/or PFA to the same extent as the work of the Service Provider. 9. Personal Services. It is understood that the City and PFA enter into the Agreement based on the special abilities of the Service Provider and that this Agreement shall be considered as an agreement for personal services. Accordingly, the Service Provider shall neither assign any responsibilities nor delegate any duties arising under the Agreement without the prior written consent of the City and/or PFA. 10. Acceptance Not Waiver. The City's approval or acceptance of, or payment for any of the RFP- 8170 Commercial Extractor Washing Machines Page 9 of 14 services shall not be construed to operate as a waiver of any rights or benefits provided to the City and/or PFA under this Agreement or cause of action arising out of performance of this Agreement. 11. Warranty. a. Service Provider warrants that all work performed hereunder shall be performed with the highest degree of competence and care in accordance with accepted standards for work of a similar nature. b. Unless otherwise provided in the Agreement, all materials and equipment incorporated into any work shall be new and, where not specified, of the most suitable grade of their respective kinds for their intended use, and all workmanship shall be acceptable to City and/or PFA. c. Service Provider warrants all equipment, materials, labor and other work, provided under this Agreement, except City and/or PFA -furnished materials, equipment and labor, against defects and nonconformances in design, materials and workmanship/workwomanship for a period beginning with the start of the work and ending twenty-four (24) months from and after final acceptance under the Agreement, regardless whether the same were furnished or performed by Service Provider or by any of its subcontractors of any tier. Upon receipt of written notice from City and/or PFA of any such defect or nonconformances, the affected item or part thereof shall be redesigned, repaired or replaced by Service Provider in a manner and at a time acceptable to City and/or PFA. 12. 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 or refuse to perform according to the terms of this agreement, such party may be declared in default thereof. 13. Remedies. In the event a party has been declared in default, such defaulting party shall be allowed a period of ten (10) days 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 himself of any other remedy at law or equity. If the non-defaulting party commences legal or equitable actions against the defaulting party, the defaulting party shall be liable to the non-defaulting party for the non-defaulting party's reasonable attorney fees and costs incurred because of the default. 14. Binding Effect. This writing, together with the exhibits hereto, constitutes the entire agreement between the parties and shall be binding upon said 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. 15. Indemnity/Insurance. a. The Service Provider agrees to indemnify and save harmless the City and/or PFA, their RFP- 8170 Commercial Extractor Washing Machines Page 10 of 14 officers, agents and employees against and from any and all actions, suits, claims, demands or liability of any character whatsoever brought or asserted for injuries to or death of any person or persons, or damages to property arising out of, result from or occurring in connection with the performance of any service hereunder. b. The Service Provider shall take all necessary precautions in performing the work hereunder to prevent injury to persons and property. c. Without limiting any of the Service Provider's obligations hereunder, the Service Provider shall provide and maintain insurance coverage naming the City and PFA as an additional insured under this Agreement of the type and with the limits specified within Exhibit , consisting of one (1) page, attached hereto and incorporated herein by this reference. The Service Provider before commencing services hereunder, shall deliver to the City's Director of Purchasing and Risk Management, P. O. Box 580 Fort Collins, Colorado 80522 one copy of a certificate evidencing the insurance coverage required from an insurance company acceptable to the City. 16. Entire Agreement. This Agreement, along with all Exhibits and other documents incorporated herein, shall constitute the entire Agreement of the parties. Covenants or representations not contained in this Agreement shall not be binding on the parties. 17. Law/Severability. The laws of the State of Colorado shall govern the construction interpretation, execution and enforcement of this Agreement. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement. 18. Prohibition Against Employing Illegal Aliens. Pursuant to Section 8-17.5-101, C.R.S., et. seq., Service Provider represents and agrees that: a. As of the date of this Agreement: 1. Service Provider does not knowingly employ or contract with an illegal alien who will perform work under this Agreement; and 2. Service Provider will participate in either the e-Verify program created in Public Law 208, 104th Congress, as amended, and expanded in Public Law 156, 108th Congress, as amended, administered by the United States Department of Homeland Security (the “e-Verify Program”) or the Department Program (the “Department Program”), an employment verification program established pursuant to Section 8-17.5-102(5)(c) C.R.S. in order to confirm the employment eligibility of all newly hired employees to perform work under this Agreement. b. Service Provider shall not knowingly employ or contract with an illegal alien to perform work under this Agreement or knowingly enter into a contract with a subcontractor that knowingly employs or contracts with an illegal alien to perform work under this Agreement. c. Service Provider is prohibited from using the e-Verify Program or Department Program RFP- 8170 Commercial Extractor Washing Machines Page 11 of 14 procedures to undertake pre-employment screening of job applicants while this Agreement is being performed. d. If Service Provider obtains actual knowledge that a subcontractor performing work under this Agreement knowingly employs or contracts with an illegal alien, Service Provider shall: 1. Notify such subcontractor and the City within three days that Service Provider has actual knowledge that the subcontractor is employing or contracting with an illegal alien; and 2. Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to this section the subcontractor does not cease employing or contracting with the illegal alien; except that Service Provider shall not terminate the contract with the subcontractor if during such three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. e. Service Provider shall comply with any reasonable request by the Colorado Department of Labor and Employment (the “Department”) made in the course of an investigation that the Department undertakes or is undertaking pursuant to the authority established in Subsection 8-17.5-102 (5), C.R.S. f. If Service Provider violates any provision of this Agreement pertaining to the duties imposed by Subsection 8-17.5-102, C.R.S. the City may terminate this Agreement. If this Agreement is so terminated, Service Provider shall be liable for actual and consequential damages to the City arising out of Service Provider’s violation of Subsection 8-17.5-102, C.R.S. g. The City will notify the Office of the Secretary of State if Service Provider violates this provision of this Agreement and the City terminates the Agreement for such breach. 19. Special Provisions. Special provisions or conditions relating to the services to be performed pursuant to this Agreement are set forth in Exhibit " " - Confidentiality, consisting of one (1) page, attached hereto and incorporated herein by this reference. RFP- 8170 Commercial Extractor Washing Machines Page 12 of 14 THE CITY OF FORT COLLINS, COLORADO By: Gerry Paul Purchasing Director DATE: POUDRE FIRE AUTHORITY By: _________________________________ Tom DeMint, Fire Chief Date: ______________________________ ATTEST: City Clerk APPROVED AS TO FORM: Assistant City Attorney SERVICE PROVIDER'S NAME By: Printed: Title: CORPORATE PRESIDENT OR VICE PRESIDENT Date: RFP- 8170 Commercial Extractor Washing Machines Page 13 of 14 EXHIBIT INSURANCE REQUIREMENTS 1. The Service Provider will provide, from insurance companies acceptable to the City and PFA, the insurance coverage designated hereinafter and pay all costs. Before commencing work under this bid, the Service Provider shall furnish the City and PFA with certificates of insurance showing the type, amount, class of operations covered, effective dates and date of expiration of policies, and containing substantially the following statement: “The insurance evidenced by this Certificate will not reduce coverage or limits and will not be cancelled, except after thirty (30) days written notice has been received by the City of Fort Collins and Poudre Fire Authority.” In case of the breach of any provision of the Insurance Requirements, the City and/or PFA, at its option, may take out and maintain, at the expense of the Service Provider, such insurance as the City and PFA may deem proper and may deduct the cost of such insurance from any monies which may be due or become due the Service Provider under this Agreement. The City, its officers, agents and employees, and PFA shall be named as additional insureds on the Service Provider's general liability and automobile liability insurance policies for any claims arising out of work performed under this Agreement. 2. Insurance coverages shall be as follows: A. Workers' Compensation & Employer's Liability. The Service Provider shall maintain during the life of this Agreement for all of the Service Provider's employees engaged in work performed under this agreement: 1. Workers' Compensation insurance with statutory limits as required by Colorado law. 2. Employer's Liability insurance with limits of $100,000 per accident, $500,000 disease aggregate, and $100,000 disease each employee. B. Commercial General & Vehicle Liability. The Service Provider shall maintain during the life of this Agreement such commercial general liability and 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 each coverage, Commercial General and Vehicle, shall not be less than $1,000,000 combined single limits for bodily injury and property damage. In the event any work is performed by a subcontractor, the Service Provider shall be responsible for any liability directly or indirectly arising out of the work performed under this Agreement by a subcontractor, which liability is not covered by the subcontractor's insurance. RFP- 8170 Commercial Extractor Washing Machines Page 14 of 14 EXHIBIT CONFIDENTIALITY IN CONNECTION WITH SERVICES provided to the City of Fort Collins (the “City”), as agent, on behalf of the Poudre Fire Authority (the “PFA”) pursuant to this Agreement (the “Agreement”), the Service Provider hereby acknowledges that it has been informed that the City has established policies and procedures with regard to the handling of confidential information and other sensitive materials. In consideration of access to certain information, data and material (hereinafter individually and collectively, regardless of nature, referred to as “information”) that are the property of and/or relate to the City and/or PFA or their employees, customers or suppliers, which access is related to the performance of services that the Service Provider has agreed to perform, the Service Provider hereby acknowledges and agrees as follows: That information that has or will come into its possession or knowledge in connection with the performance of services for the City and/or PFA may be confidential and/or proprietary. The Service Provider agrees to treat as confidential (a) all information that is owned by the City and/or PFA, or that relates to the business of the City and/or PFA, or that is used by the City and/or PFA in carrying on business, and (b) all information that is proprietary to a third party (including but not limited to customers and suppliers of the City and/or PFA). The Service Provider shall not disclose any such information to any person not having a legitimate need-to- know for purposes authorized by the City and/or PFA. Further, the Service Provider shall not use such information to obtain any economic or other benefit for itself, or any third party, except as specifically authorized by the City and/or PFA. The foregoing to the contrary notwithstanding, the Service Provider understands that it shall have no obligation under this Agreement with respect to information and material that (a) becomes generally known to the public by publication or some means other than a breach of duty of this Agreement, or (b) is required by law, regulation or court order to be disclosed, provided that the request for such disclosure is proper and the disclosure does not exceed that which is required. In the event of any disclosure under (b) above, the Service Provider shall furnish a copy of this Agreement to anyone to whom it is required to make such disclosure and shall promptly advise the City and/or PFA in writing of each such disclosure. In the event that the Service Provider ceases to perform services for the City and/or PFA, or the City and/or PFA so requests for any reason, the Service Provider shall promptly return to the City and/or PFA any and all information described hereinabove, including all copies, notes and/or summaries (handwritten or mechanically produced) thereof, in its possession or control or as to which it otherwise has access. The Service Provider understands and agrees that the City and/or PFA’s remedies at law for a breach of the Service Provider’s obligations under this Confidentiality Agreement may be inadequate and that the City and/or PFA shall, in the event of any such breach, be entitled to seek equitable relief (including without limitation preliminary and permanent injunctive relief and specific performance) in addition to all other remedies provided hereunder or available at law.