HomeMy WebLinkAboutAddenda - RFP - 8348 TRANSFORT NETWORK MONITORING TOOL (3)RFP- 8348 TransFort Network Monitoring Tool Page 1 of 39
REQUEST FOR PROPOSAL
8348 TRANSFORT NETWORK MONITORING TOOL
The City of Fort Collins (City) is requesting proposals from qualified firms to design, with option
to implement, a network monitoring tool built from an existing platform already in use by
TransFort. The existing platform is the Genesis-Iconics system.
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, six (6) 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), August 1, 2016 and referenced as Proposal No. 8348. 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.
This is a federally funded project and the DBE goal is 5%. In order for a bidder to be
responsive one must make a good faith effort to meet the DBE goal. The bidder can meet this
requirement in either of two ways. First, the bidder can meet the goal, documenting
commitments for participation by DBE firms sufficient to meet the goal. Second, the bidder can
document adequate good faith efforts. This means that the bidder must show that it took all
necessary and reasonable steps to achieve the DBE goal which by their scope, intensity, and
appropriateness to the objective, could reasonably be expected to obtain sufficient DBE
participation, even if the goal is not met. These good faith efforts must be completed prior to
submittal of the bid. For additional guidance regarding good faith efforts see 49 CFR Part 26
including Appendix A. To meet the DBE eligibility requirements, DBE firms must be certified by
CDOT. The CDOT DBE Directory is available at https://www.codot.gov/business/civilrights/dbe.
If the apparent low bidder does not meet the project DBE goal, three copies of the contractor’s
good faith effort needs to be submitted to the City of Fort Collins Purchasing Department by
4PM on the next business day after bid opening.
Questions concerning the scope of the bid should be directed to Craig Dubin at (970) 224-6196
or cdubin@fcgov.com.
Questions regarding bid submittal or process should be directed to Jill Wilson, Buyer at
(970) 221-6216 or jwilson@fcgov.com.
All questions must be submitted in writing via email to Craig Dubin, with a copy to Jill
Wilson, no later than 5:00 PM our clock on July 20, 2016. Questions received after this
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.
Commodity Codes used for this RFP:
20928 Communications: Networking, Linking, etc.
20991 Utilities: Back-up, Batch File, Menus, Network Management, Operating System,
Recovery, Screen, Security, Virus Protection, etc.
Financial Services
Purchasing Division
215 N. Mason St. 2nd Floor
PO Box 580
Fort Collins, CO 80522
970.221.6775
970.221.6707
fcgov.com/purchasing
RFP- 8348 TransFort Network Monitoring Tool Page 2 of 39
91830 Computer Network Consulting
92037 Networking Services (Including Installation and Maintenance)
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 Professional 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- 8348 TransFort Network Monitoring Tool Page 3 of 39
REQUEST FOR PROPOSAL
8348 TRANSFORT NETWORK MONITORING TOOL
I. SCOPE OF SERVICES
A. INTRODUCTION
The City of Fort Collins (City) is requesting proposals from qualified firms to design, with option
to implement, a network monitoring tool built from an existing platform already in use by
TransFort. The existing platform is the Genesis-Iconics system. The firm will recommend a
design utilizing this system and detail how it will monitor the network’s status and translate that
status-data into the Iconics GUI component GraphWorX. At the City’s sole option, the selected
firm will implement the network monitoring tool after the design phase is completed.
The City expects to enter into a Professional Services Agreement (Agreement) with the
awarded Professional. This project involves Federal Transit Administrative (FTA) funding and
incorporated within the Agreement are required FTA contract clauses. FTA contract clauses
must be accepted without exception. The terms and conditions of the Agreement are set forth
in attached Exhibit “A”, Sample Professional Services Agreement, consisting of twenty six (26)
pages and incorporated herein by reference; however, the City may include additional terms
and conditions in the Agreement as deemed necessary.
B. DESIRED RESULT
TransFort seeks solutions for a tool to monitor all transit related network systems for the
purpose of “at-a-glance” awareness and proactive maintenance. The GUI will display a map-
like overlay indicating the location of a given device, its type, and the network status. The
desired network status indicator is color coded; for example, red would mean there is no
network connectivity, green would indicate consistent and steady communication, and yellow
might signify a potential problem such as latency or interruptions to the communication. The
following conditions will apply:
1. The interface will monitor a flood ping, or utilize a similar method, to capture network
connectivity from all devices. The current topology functions using LAN, WiFi, and Cellular
solutions.
2. The given thresholds for connectivity or network latency need to be modifiable at any given
time, for any length of time.
3. The GUI must be searchable by network condition (color), region, location, TAG, IP
Address, and device type.
4. The designed system must produce email and/or text alerts for devices that are losing
network connectivity, or have lost network connectivity, to an unlimited number of users,
customizable by TransFort to add and remove users frequently and at will.
C. DATA ANALYSIS & REPORTING SPECIFICATIONS
TransFort seeks a design that imports the connectivity data into the Genesis-Iconic’s reporting
feature and integrates said data on the City’s instance of SQL Server 2008 R2. This instance
resides on a Virtual Machine (VMWare) database server. The City maintains an enterprise
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Crystal Reports 2008 site license and would like to use this enterprise licensing in lieu of third
party report licensing. The proposed system should allow the City to access the connectivity
data from the system using ODBC without restriction of data selection or export. The following
conditions will apply:
1. The TransFort Network Monitoring Tool (TNMT) must be capable of storing event data for
each day of each year and grouped by various categories including:
TAG
Location
Device Type
Connectivity
Date & Time
2. The reporting function should provide a fully integrated solution supporting ad-hoc and
standard reports based on data generated by user entry and data import.
3. The reporting feature should include a power-user query writing function that allows data
analysts to write more complex and graphically designed reports. All tables and columns
must be available to select power-users with no restrictions on joins. ANSI-92 JOIN syntax is
preferable through the reporting tool; however, ANSI-89 and other JOIN syntax standards
will be considered. Query writing tools with the ability to write complex joins on multiple join
filters with a preference allowing for table aliasing.
4. In addition to a built-in query writing function, the network monitoring tool must allow system
administrators to access all columns and tables through ODBC via the central relational
database management system for the purpose of writing data integrity reports, creating data
exports to a disparate data warehouse and other data analyst tasks.
5. The report function must provide security controls to manage user access to reports and
dashboards based on security group level.
6. The report writing portion should allow reports to be designed for viewing in graphical,
tabular or a combination of both formats.
7. The report writing component should allow users to clone and modify reports based on
standard canned reports.
8. The report writing feature should allow reports to be published using standard scheduling
recurrence logic (nth day, week template, nth month, monthly, weekly, daily, day of week
etc.). Logic should permit event based scheduling which allows for triggering of reports due
to absence or presence of data (Late PM for example). Reports should be deliverable in
multiple formats such as PDF, XLSX, DOC, CSV and other formats.
9. Standard reports should be available in a commercial “off the shelf” format, based on transit
industry standards, FTA and NTD requirements.
10. The reporting element should contain a dashboard interface that allows users to configure
charts, gauges and other widgets. Dashboards should be based on real-time information
(where available). Refresh rate for dashboards which use imported data from existing
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disparate data sources will be assessed and determined during operational and design
review during project implementation.
11. The reporting feature should provide a library of standard dashboard measurements with
definitions of key performance indicators. Definitions should include methodology of
measurements, such as connectivity, ping rate and latency.
12. The report writing component should allow users to clone and modify dashboards based on
standard dashboards.
13. The report writing function should provide a library of standard gauges, graphs, charts and
widgets that can be edited by users.
14. The report writing portion should allow dashboards to be configured by users to control
maximum and minimum limits on gauges. Users should have the ability to set alerts which
change the appearance of gauges when a user-defined threshold has been exceeded.
15. The reporting element should allow for notifications, either through the report writing tool or
a dedicated notifications module within the application in order to send alerts and
notifications to users based on events within the application.
16. The Professional shall provide network access to the raw database as well as standard
reports for staff assigned to work with the data from the TNMT. The database requires
access using standard ODBC protocols. TransFort currently utilizes Microsoft SQL 2008 R2
as its enterprise database. Data Storage shall make use of the existing TransFort hardware
and software as much as possible.
D. CITY OF FORT COLLINS IT STANDARDS
As a Department of the City of Fort Collins, TransFort maintains and supports various transit
specific software programs at the department level with an internal technical team. TransFort
conforms to and complies with the City of Fort Collins IT standards. More detailed information
relative to the architecture of the network and environment will be provided during operational
and design review. The City will provide and maintain its own hardware. This project integrates
existing data sources, which the City is responsible for providing, and the Professional will
provide the importing of said data into the designed GUI.
Minimum and recommended system requirements must be provided as part of the proposal.
Existing application data will be provided if necessary during operational and design review to
the awarded Professional. VPN access can be provided to the awarded Professional during
implementation phase. The City IT department standards must be followed and will be
coordinated through the TransFort Contract Manager.
The option to set up TNMT in advanced security mode will enable both IT and Security
Managers to collectively integrate the product into existing Microsoft Windows networks without
compromising the existing security protocols.
The TransFort Network Monitoring Tool will be compatible with the leading brands of anti-virus
software in order to detect and deactivate malicious software that may attempt to attack the
system.
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E. HARDWARE DEVICES MONITORED
Every data packet monitored has a unique number and is identified in the Iconics system as a
“TAG.” For the purpose of this tool, a TAG is the equivalent of data we wish to monitor. The
product will display each TAG, its location, and the current network status of the device. The
hardware and network connections requiring monitoring are as follows:
Network Radio Sets (15)
Environmental Monitoring Devices – Battery Backup (66)
IP Cameras (171)*
LED VMS Signs (26)
LCD VMS Signs (26)
Paging Endpoints (27)
Ticket Selling Machines (26)
Emergency Call Boxes (20)
Switches (32)
Mobile Routers (63)
Virtual Servers (45)
Gate Control Units (9)
Future Expansion (74)
Total Devices= (600)
*The City anticipates expanding by 35-50 additional cameras
F. CUSTOMER SUPPORT
TransFort requires access to a toll- free customer support phone line, a maximum two (2)
business day response time for TNMT failures and acknowledgement of the issue by phone or
email within one (1) business day. Confirmation of scheduled response time shall be included
in the acknowledgement of the issue.
G. WARRANTY PERIOD
TNMT design shall have a per occurrence warranty pursuant to the work performed. If
available, provide additional warranty information in proposal concerning updates, patches,
method of patching, deployment, etc.
II. TIMELTABLE
The following is the anticipated timetable developed for this RFP and may be subject to change.
ITEM: DATE:
Question due to the City July 21, 2016 at 5:00 P.M. (our clock)
Submittal Deadline August 1, 2016 at 3:00 P.M. (our clock)
Interviews (optional) Week of August 15th, 2016
Contract Signing Early September, 2016
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III. SUBMITTAL REQUIREMENTS
The following information must be included in the proposal and will be evaluated according to
the criteria annotated in Section V of this RFP. Required proposal documents must be arranged
in the order listed below. Proposals shall be limited to twenty five (25) pages, excluding the
report catalog listed as item 2 below. The City reserves the right to reject any proposal
exceeding these limits or omitting any submittal requirement.
Scope of Proposal
1. Acknowledge consent to adhere to the Scope of Services (including, but not limited to, the
TNMT design warranty period and the City of Fort Collins IT Standards) and sample
Agreement (including FTA Requirements) by completing and submitting the Vendor
Statement, attached and incorporated herein on page 11.
2. Explain the complete function of the architecture, how the data and status are captured (and
archived), and the configuration for translating the system’s status into the GraphWorX GUI;
ideally, this interface will scale for variation in screen size from large physical monitors to
mobile devices. State minimum and recommended system requirements.
3. A complete report catalog with report definitions and sample reports demonstrating at a
minimum the following report categories:
Network connectivity and latency
Device communication up and down time
Bus communication up and down time
Ability to query for problematic trends and diminishing performance highly desired
4. Describe the level of maintenance coverage for routine services on a periodic basis,
including platform updates, patches, and upgrades.
Assigned Personnel & Availability
5. Provide a list of key service personnel and their roles.
6. Provide a project timeline and include the anticipated completion date of the design phase
and optional implementation phase.
7. Provide a brief description of your emergency response service and include a guaranteed
response time, hours of operation, location of dispatch by responding party, process to be
followed for TNMT outages or failure, and how the system auto-restarts.
8. Describe how service calls are monitored and managed and hours of operation. What is the
standard response time to non- urgent and urgent service calls?
Cost and Work Hours
9. Provide a total cost and estimated hours required for each phase separately: design and
optional implementation. The cost estimate for each phase shall include itemized details for
all key tasks/deliverables with estimated hours by job title and associated hourly rates.
Pricing must include rates for non-warranty service calls and maintenance. The proposal
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must also provide itemized cost for an operations manual, optional upgrade support and
allow for distribution of complete technical diagrams with a preference for Visio compatibility.
Firm Capability
10. Provide details and address the following questions regarding upgrades:
For this type of design and service, what is the history of upgrade frequency?
If the platform is updated will technical issues arise in the designed system? If so,
the City will need the awarded Professional to work with the City to upgrade the
designed module; therefore, the proposal must include pricing for upgrade support.
How will upgrades be applied, remotely or on-site?
How are patches and fixes deployed and applied?
11. Provide three (3) examples of similar work conducted within the last five (5) years that can
serve as references. Each example must include a brief description of the services provided
and if design schedules were met. Include the name and address of each referenced
company, as well as the name, title, and phone number of the referenced contact person.
DBE
12. Submit completed “Anticipated DBE Participation Plan” form, attached and incorporated
herein on page 12, to demonstrate firm meets the DBE goal or has demonstrated a good
faith effort pursuant to 49 CFR Part 26 for both the design and optional implementation
phases, as specified in this RFP.
IV. PROPOSAL GUIDELINES
The City assumes no responsibility for liability for any costs firms may incur in responding to this
RFP; including, but not limited to, attending meetings, optional interview sessions and/or
contract negotiations.
In evaluating the proposals, the City may seek information from a Proposer to clarify their
proposal. In that event, Proposer must submit written and signed clarifications and such
clarifications shall become part of the proposal.
All proposals shall remain subject to initial acceptance ninety (90) days after the day of
submittal.
This RFP may be amended and/or revoked at any time prior to final execution of an Agreement
with the City.
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V. REVIEW AND ASSESSMENT
Firms will be evaluated on the following criteria. These criteria will be the basis for review and
assessment of the written proposals and optional interview session.
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 Scope of Proposal Does the proposal address all elements of the RFP?
Does the proposal show an understanding of the
project objectives, methodology to be used and
results/outcomes required by the project? Are there
any exceptions to the specifications, Scope of
Services, or Agreement?
2.0 Assigned Personnel Do the persons who will be working on the project have
the necessary skills and qualifications? Are sufficient
people of the requisite skills and qualifications
assigned to the project?
1.0 Availability Can the work be completed in the necessary time?
Can the target start and completion dates be met? 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 Services?
2.0 Cost and
Work Hours
Does the proposal include detailed cost break-down for
each cost element as applicable and are the line-item
costs competitive? Do the proposed cost and work
hours compare favorably with the Project Manager's
estimate? Are the work hours presented reasonable
for the effort required by each project task or phase?
2.0 Firm Capability Does the firm have the resources, financial strength,
capacity and support capabilities required to
successfully complete the project on-time and in-
budget? Has the firm successfully completed previous
projects of this type and scope?
1.0
DBE Is the primary firm a DBE or has the primary firm
submitted DBE participation that meets or exceeds DBE
goal for the project? If not, has the firm demonstrated a
good faith effort per 49 CFR Part 26?
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VI. REFERENCE EVALUATION (TOP RATED 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 Professional again? Did they show
the skills required by this project?
Timetable
Was the original Scope of Services completed within the
specified time? Were interim deadlines met in a timely
manner?
Completeness
Was the Professional responsive to client needs; did the
Professional anticipate problems? Were problems solved
quickly and effectively?
Budget
Was the original Scope of Services completed within the
project budget?
Job Knowledge Were problems corrected quickly and effectively?
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VENDOR STATEMENT
I have read and understand the specifications and requirements for RFP 8348, including all FTA
Requirements, and I agree to comply with such specifications and requirements. I further agree
that the method of award is acceptable to my company. I also agree to complete a Professional
Services Agreement, and submit required insurance certificates to the City of Fort Collins (City)
within fifteen (15) days of notice of award. I understand that if the contract is not completed and
signed within 15 days, the City reserves the right to cancel and award to the next highest ranked
firm.
FIRM NAME:
ADDRESS:
CITY, STATE, ZIP:
EMAIL ADDRESS: PHONE:
CONTACT’S NAME:
SIGNATURE:
TELEPHONE: CELL:
EMAIL:
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RFP- 8348 TransFort Network Monitoring Tool Page 13 of 39
EXHIBIT A
SAMPLE PROFESSIONALSERVICES 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" and , hereinafter referred to as "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 Services. The Professional agrees to provide services in accordance with the
scope of services attached hereto as Exhibit "A", consisting of ( ) pages, and
incorporated herein by this reference. Irrespective of references in Exhibit A to certain
named third parties, Professional shall be solely responsible for performance of all duties
hereunder.
2. The Work Schedule. [Optional] The services to be performed pursuant to this Agreement
shall be performed in accordance with the Work Schedule attached hereto as Exhibit "B",
consisting of ( ) pages, and incorporated herein by this reference.
3. 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, the Agreement may be extended for
additional one year periods not to exceed four (4) 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 Professional and mailed no later than thirty (30) days prior
to contract end.
4. Early Termination by City. Notwithstanding the time periods contained herein, the City
may terminate this Agreement at any time without cause by providing written notice of
termination to the Professional. 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:
Professional: City: Copy to:
Attn:
City of Fort Collins
Attn:
PO Box 580
Fort Collins, CO 80522
City of Fort Collins
Attn: Purchasing Dept.
PO Box 580
Fort Collins, CO 80522
In the event of any such early termination by the City, the Professional shall be paid for
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services rendered prior to the date of termination, subject only to the satisfactory
performance of the Professional's obligations under this Agreement. Such payment shall
be the Professional's sole right and remedy for such termination.
5. Design, Project Indemnity and Insurance Responsibility. The Professional shall be
responsible for the professional quality, technical accuracy, timely completion and the
coordination of all services rendered by the Professional, including but not limited to
designs, plans, reports, specifications, and drawings and shall, without additional
compensation, promptly remedy and correct any errors, omissions, or other deficiencies.
The Professional shall indemnify, save and hold harmless the City, its officers and
employees in accordance with Colorado law, from all damages whatsoever claimed by
third parties against the City; and for the City's costs and reasonable attorney’s fees,
arising directly or indirectly out of the Professional's negligent performance of any of the
services furnished under this Agreement. The Professional shall maintain insurance in
accordance with Exhibit , consisting of one (1) page, attached hereto and
incorporated herein.
6. Compensation. [Use this paragraph or Option 1 below.] In consideration of the
services to be performed pursuant to this Agreement, the City agrees to pay Professional
a fixed fee in the amount of ($ ) plus reimbursable direct costs. All such fees
and costs shall not exceed ($ ) in accordance with Exhibit “ ”, consisting
of ( ) page , attached hereto and incorporated herein. Monthly partial
payments based upon the Professional's billings and itemized statements are permissible.
The amounts of all such partial payments shall be based upon the Professional's
City-verified progress in completing the services to be performed pursuant hereto and
upon the City's approval of the Professional's actual reimbursable expenses. [Optional]
Insert Subcontractor Clause Final payment shall be made following acceptance of the
work by the City. Upon final payment, all designs, plans, reports, specifications, drawings,
and other services rendered by the Professional shall become the sole property of the
City.
6. Compensation. [Option 1] In consideration of the services to be performed pursuant to
this Agreement, the City agrees to pay Professional on a time and reimbursable direct cost
basis in accordance with Exhibit “ ”, consisting of ( ) page ,
attached hereto and incorporated herein, with maximum compensation (for both
Professional's time and reimbursable direct costs) not to exceed ($ ). Monthly
partial payments based upon the Professional's billings and itemized statements of
reimbursable direct costs are permissible. The amounts of all such partial payments shall
be based upon the Professional's City-verified progress in completing the services to be
performed pursuant hereto and upon the City's approval of the Professional's reimbursable
direct costs. Final payment shall be made following acceptance of the work by the City.
Upon final payment, all designs, plans, reports, specifications, drawings and other services
rendered by the Professional shall become the sole property of the City.
7. City Representative. The City will designate, prior to commencement of work, its project
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representative who shall make, within the scope of his or her authority, all necessary and
proper decisions with reference to the project. All requests for contract interpretations,
change orders, and other clarification or instruction shall be directed to the City
Representative.
8. Project Drawings. [Optional] Upon conclusion of the project and before final payment, the
Professional shall provide the City with reproducible drawings of the project containing
accurate information on the project as constructed. Drawings shall be of archival,
prepared on stable Mylar base material using a non-fading process to provide for long
storage and high quality reproduction. "CD" disc of the as-built drawings shall also be
submitted to the City in an AutoCAD version no older then the established city standard.
9. Monthly Report. Commencing thirty (30) days after the date of execution of this
Agreement and every thirty (30) days thereafter, Professional is required to provide the
City Representative with a written report of the status of the work with respect to the
Scope of Services, Work Schedule, and other material information. Failure to provide any
required monthly report may, at the option of the City, suspend the processing of any
partial payment request.
10. Independent Contractor. The services to be performed by Professional are those of an
independent contractor and not of an employee of the City of Fort Collins. The City shall
not be responsible for withholding any portion of Professional's compensation hereunder
for the payment of FICA, Workers' Compensation, other taxes or benefits or for any other
purpose.
11. Subcontractors. Professional may not subcontract any of the Work set forth in the Exhibit
A, Statement of Work without the prior written consent of the city, which shall not be
unreasonably withheld. If any of the Work is subcontracted hereunder (with the consent of
the City), 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, nor
will it obligate the City 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 to the same extent as the
work of the Professional.
12. Personal Services. It is understood that the City enters into the 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 the Agreement without the prior
written consent of the City.
13. Acceptance Not Waiver. The City's approval of drawings, designs, plans, specifications,
reports, and incidental work or materials furnished hereunder shall not in any way relieve
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the Professional of responsibility for the quality or technical accuracy of the work. 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.
14. 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.
15. 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.
16. 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.
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.
17. Prohibition Against Employing Illegal Aliens. Pursuant to Section 8-17.5-101, C.R.S., et.
seq., Professional represents and agrees that:
a. As of the date of this Agreement:
1. Professional does not knowingly employ or contract with an illegal alien who will
perform work under this Agreement; and
2. Professional 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. Professional 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
RFP- 8348 TransFort Network Monitoring Tool Page 17 of 39
knowingly employs or contracts with an illegal alien to perform work under this
Agreement.
c. Professional is prohibited from using the e-Verify Program or Department Program
procedures to undertake pre-employment screening of job applicants while this
Agreement is being performed.
d. If Professional obtains actual knowledge that a subcontractor performing work under
this Agreement knowingly employs or contracts with an illegal alien, Professional shall:
1. Notify such subcontractor and the City within three days that Professional 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 Professional 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. Professional 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 Professional 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, Professional shall be liable for actual and
consequential damages to the City arising out of Professional’s violation of Subsection
8-17.5-102, C.R.S.
g. The City will notify the Office of the Secretary of State if Professional 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 attached Exhibit " " -
Confidentiality, consisting of one (1) page, and Exhibit " ", consisting of pages,
both incorporated herein by this reference.
RFP- 8348 TransFort Network Monitoring Tool Page 18 of 39
THE CITY OF FORT COLLINS, COLORADO
By:
Gerry Paul
Purchasing Director
DATE:
ATTEST:
City Clerk
APPROVED AS TO FORM:
Assistant City Attorney
PROFESSIONAL'S NAME
By:
Printed:
Title:
CORPORATE PRESIDENT OR VICE
PRESIDENT
Date:
RFP- 8348 TransFort Network Monitoring Tool Page 19 of 39
EXHIBIT
INSURANCE REQUIREMENTS
1. 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, 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.”
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, such insurance
as the City may deem proper and may deduct the cost of such insurance from any
monies which may be due or become due the Professional under this Agreement. The
City, its officers, agents and employees shall be named as additional insureds on
the Professional '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 Professional shall maintain
during the life of this Agreement for all of the Professional'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 Professional 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 Professional 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.
C. Errors & Omissions. The Professional shall maintain errors and omissions
insurance in the amount of $1,000,000.
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EXHIBIT
CONFIDENTIALITY
IN CONNECTION WITH SERVICES provided to the City of Fort Collins (the “City”) pursuant to
this Agreement (the “Agreement”), the Professional 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 or its employees, customers or suppliers, which access is related to the
performance of services that the Professional has agreed to perform, the Professional 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 may be confidential and/or proprietary. The Professional
agrees to treat as confidential (a) all information that is owned by the City, or that relates to the
business of the City, or that is used by the City 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). The Professional shall not disclose any such information to any person not having a
legitimate need-to-know for purposes authorized by the City. Further, the Professional 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.
The foregoing to the contrary notwithstanding, the Professional 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 Professional shall furnish a copy of this
Agreement to anyone to whom it is required to make such disclosure and shall promptly advise
the City in writing of each such disclosure.
In the event that the Professional ceases to perform services for the City, or the City so requests
for any reason, the Professional shall promptly return to the City 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 Professional understands and agrees that the City’s remedies at law for a breach of the
Professional’s obligations under this Confidentiality Agreement may be inadequate and that the
City 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.
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EXHIBIT
FEDERAL TRANSIT ADMINISTRATION
FEDERALLY REQUIRED AND OTHER MODEL CONTRACT CLAUSES
TABLE OF CONTENTS
1. NO GOVERNMENT OBLIGATION TO THIRD PARTIES .............................................................................
2. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS AND RELATED ACTS ...........................
3. ACCESS TO RECORDS AND REPORTS .....................................................................................................
4. FEDERAL CHANGES ................................................................................................................................
5. CIVIL RIGHTS REQUIREMENTS ...............................................................................................................
6. INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS ............................................
7. ENERGY CONSERVATION REQUIREMENTS ............................................................................................
8. TERMINATION .......................................................................................................................................
9. GOVERNMENT-WIDE DEBARMENT AND SUSPENSION (NONPROCUREMENT) ....................................
10. BREACHES AND DISPUTE RESOLUTION .................................................................................................
11. LOBBYING ..............................................................................................................................................
12. CLEAN AIR ..............................................................................................................................................
13. CLEAN WATER REQUIREMENTS ............................................................................................................
14. COPELAND ANTI-KICKBACK ACTS ..........................................................................................................
15. PATENT AND RIGHTS IN DATA ..............................................................................................................
16. DISADVANTAGED BUSINESS ENTERPRISE (DBE) ...................................................................................
17. CITY OF FORT COLLINS BID PROTEST PROCEDURES ..............................................................................
RFP- 8348 TransFort Network Monitoring Tool Page 22 of 39
NO GOVERNMENT OBLIGATION TO THIRD PARTIES
Applicability to Contracts
Applicable to all contracts.
Flow Down
Not required by statute or regulation for either primary contractors or subcontractors, this
concept should flow down to all levels to clarify, to all parties to the contract, that the
Federal Government does not have contractual liability to third parties, absent specific
written consent.
Model Clause/Language
While no specific language is required, FTA has developed the following language.
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.
PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS AND RELATED ACTS
(31 U.S.C. 3801 et seq. 49 CFR Part 31 18 U.S.C. 1001 49 U.S.C. 5307)
Applicability to Contracts
These requirements are applicable to all contracts.
Flow Down
These requirements flow down to contractors and subcontractors who make, present, or
submit covered claims and statements.
Model Clause/Language
These requirements have no specified language, so FTA proffers the following language.
Program Fraud and False or Fraudulent Statements or Related Acts.
(1) The Contractor acknowledges that the provisions of the Program Fraud Civil Remedies
Act of 1986, as amended, 31 U.S.C. § 3801 et seq. and U.S. DOT regulations,
"Program Fraud Civil Remedies," 49 C.F.R. Part 31, apply to its actions pertaining to
this Project. Upon execution of the underlying contract, the Contractor certifies or
affirms the truthfulness and accuracy of any statement it has made, it makes, it may
make, or causes to be made, pertaining to the underlying contract or the FTA assisted
project for which this contract work is being performed. In addition to other penalties
that may be applicable, the Contractor further acknowledges that if it makes, or causes
to be made, a false, fictitious, or fraudulent claim, statement, submission, or
certification, the Federal Government reserves the right to impose the penalties of the
Program Fraud Civil Remedies Act of 1986 on the Contractor to the extent the Federal
Government deems appropriate.
(2) The Contractor also acknowledges that if it makes, or causes to be made, a false,
fictitious, or fraudulent claim, statement, submission, or certification to the Federal
Government under a contract connected with a project that is financed in whole or in part
RFP- 8348 TransFort Network Monitoring Tool Page 23 of 39
with Federal assistance originally awarded by FTA under the authority of 49 U.S.C. §
5307, the Government reserves the right to impose the penalties of 18 U.S.C. § 1001
and 49 U.S.C. § 5307(n)(1) on the Contractor, to the extent the Federal Government
deems appropriate.
(3) The Contractor agrees to include the above two clauses in each subcontract financed in
whole or in part with Federal assistance provided by FTA. It is further agreed that the
clauses shall not be modified, except to identify the subcontractor who will be subject to
the provisions.
ACCESS TO RECORDS AND REPORTS
(49 U.S.C. 5325, 18 CFR 18.36 (i), 49 CFR 633.17)
Applicability to Contracts
Reference Chart "Requirements for Access to Records and Reports by Type of Contracts"
Flow Down
FTA does not require the inclusion of these requirements in subcontracts.
Model Clause/Language
The specified language is not mandated by the statutes or regulations referenced, but the
language provided paraphrases the statutory or regulatory language.
Access to Records - The following access to records requirements apply to this Contract:
1. Where the Purchaser is not a State but a local government and is the FTA Recipient or
a subgrantee of the FTA Recipient in accordance with 49 C.F.R. 18.36(i), the
Contractor agrees to provide the Purchaser, the FTA Administrator, the Comptroller
General of the United States or any of their authorized representatives access to any
books, documents, papers and records of the Contractor which are directly pertinent to
this contract for the purposes of making audits, examinations, excerpts and
transcriptions. Contractor also agrees, pursuant to 49 C.F.R. 633.17 to provide the
FTA Administrator or his authorized representatives including any PMO Contractor
access to Contractor's records and construction sites pertaining to a major capital
project, defined at 49 U.S.C. 5302(a)1, which is receiving federal financial assistance
through the programs described at 49 U.S.C. 5307, 5309 or 5311.
2. Where the Purchaser is a State and is the FTA Recipient or a subgrantee of the FTA
Recipient in accordance with 49 C.F.R. 633.17, Contractor agrees to provide the
Purchaser, the FTA Administrator or his authorized representatives, including any
PMO Contractor, access to the Contractor's records and construction sites pertaining
to a major capital project, defined at 49 U.S.C. 5302(a)1, which is receiving federal
financial assistance through the programs described at 49 U.S.C. 5307, 5309 or 5311.
By definition, a major capital project excludes contracts of less than the simplified
acquisition threshold currently set at $100,000.
3. Where the Purchaser enters into a negotiated contract for other than a small purchase
or under the simplified acquisition threshold and is an institution of higher education, a
hospital or other non-profit organization and is the FTA Recipient or a subgrantee of
the FTA Recipient in accordance with 49 C.F.R. 19.48, Contractor agrees to provide
the Purchaser, FTA Administrator, the Comptroller General of the United States or any
of their duly authorized representatives with access to any books, documents, papers
RFP- 8348 TransFort Network Monitoring Tool Page 24 of 39
and record of the Contractor which are directly pertinent to this contract for the
purposes of making audits, examinations, excerpts and transcriptions.
4. Where any Purchaser which is the FTA Recipient or a subgrantee of the FTA Recipient
in accordance with 49 U.S.C. 5325(a) enters into a contract for a capital project or
improvement (defined at 49 U.S.C. 5302(a)1) through other than competitive bidding,
the Contractor shall make available records related to the contract to the Purchaser,
the Secretary of Transportation and the Comptroller General or any authorized officer
or employee of any of them for the purposes of conducting an audit and inspection.
5. The Contractor agrees to permit any of the foregoing parties to reproduce by any
means whatsoever or to copy excerpts and transcriptions as reasonably needed.
6. The Contractor agrees to maintain all books, records, accounts and reports required
under this contract for a period of not less than three years after the date of termination
or expiration of this contract, except in the event of litigation or settlement of claims
arising from the performance of this contract, in which case Contractor agrees to
maintain same until the Purchaser, the FTA Administrator, the Comptroller General, or
any of their duly authorized representatives, have disposed of all such litigation,
appeals, claims or exceptions related thereto. Reference 49 CFR 18.39(i)(11).
7. FTA does not require the inclusion of these requirements in subcontracts.
Requirements for Access to Records and Reports by Types of Contract
Contract
Characteristics
Operational
Service
Contract
Turnkey Construction
Architectural
Engineering
Acquisition
of Rolling
Stock
Professional
Services
I State Grantees
a. Contracts
below SAT
($100,000)
b. Contracts
above
$100,000/Capital
Projects
None
None
unless1 non-
competitive
award
Those imposed
on state pass
thru to
Contractor
None
Yes, if non-
competitive
award or if
funded thru2
5307/5309/53
11
None
None unless
non-
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FEDERAL CHANGES
(49 CFR Part 18)
Applicability to Contracts
The Federal Changes requirement applies to all contracts.
Flow Down
The Federal Changes requirement flows down appropriately to each applicable changed
requirement.
Model Clause/Language
No specific language is mandated. The following language has been developed by FTA.
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.
CIVIL RIGHTS REQUIREMENTS
(29 U.S.C. § 623, 42 U.S.C. § 2000 42 U.S.C. § 6102, 42 U.S.C. § 12112 42 U.S.C. §
12132, 49 U.S.C. § 5332 29 CFR Part 1630, 41 CFR Parts 60 et seq.)
Applicability to Contracts
The Civil Rights Requirements apply to all contracts.
Flow Down
The Civil Rights requirements flow down to all third party contractors and their contracts at
every tier.
Model Clause/Language
The following clause was predicated on language contained at 49 CFR Part 19, Appendix
A, but FTA has shortened the lengthy text.
Civil Rights - The following requirements apply to the underlying contract:
(1) Nondiscrimination - In accordance with Title VI of the Civil Rights Act, as amended, 42
U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42
U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. §
12132, and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees that it will
not discriminate against any employee or applicant for employment because of race,
color, creed, national origin, sex, age, or disability. In addition, the Contractor agrees
to comply with applicable Federal implementing regulations and other implementing
requirements FTA may issue.
(2) Equal Employment Opportunity - The following equal employment opportunity
requirements apply to the underlying contract:
(a) Race, Color, Creed, National Origin, Sex - In accordance with Title VII of the Civil
Rights Act, as amended, 42 U.S.C. § 2000e, and Federal transit laws at 49 U.S.C.
§ 5332, the Contractor agrees to comply with all applicable equal employment
opportunity requirements of U.S. Department of Labor (U.S. DOL) regulations,
"Office of Federal Contract Compliance Programs, Equal Employment Opportunity,
Department of Labor," 41 C.F.R. Parts 60 et seq., (which implement Executive
Order No. 11246, "Equal Employment Opportunity," as amended by Executive
RFP- 8348 TransFort Network Monitoring Tool Page 26 of 39
Order No. 11375, "Amending Executive Order 11246 Relating to Equal
Employment Opportunity," 42 U.S.C. § 2000e note), and with any applicable
Federal statutes, executive orders, regulations, and Federal policies that may in
the future affect construction activities undertaken in the course of the Project. The
Contractor agrees to take affirmative action to ensure that applicants are
employed, and that employees are treated during employment, without regard to
their race, color, creed, national origin, sex, or age. 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. In
addition, the Contractor agrees to comply with any implementing requirements FTA
may issue.
(b) Age - In accordance with section 4 of the Age Discrimination in Employment Act of
1967, as amended, 29 U.S.C. § § 623 and Federal transit law at 49 U.S.C. § 5332,
the Contractor agrees to refrain from discrimination against present and
prospective employees for reason of age. In addition, the Contractor agrees to
comply with any implementing requirements FTA may issue.
(c) Disabilities - In accordance with section 102 of the Americans with Disabilities Act,
as amended, 42 U.S.C. § 12112, the Contractor agrees that it will comply with the
requirements of U.S. Equal Employment Opportunity Commission, "Regulations to
Implement the Equal Employment Provisions of the Americans with Disabilities
Act," 29 C.F.R. Part 1630, pertaining to employment of persons with disabilities. In
addition, the Contractor agrees to comply with any implementing requirements FTA
may issue.
(3) The Contractor also agrees to include these requirements in each subcontract financed
in whole or in part with Federal assistance provided by FTA, modified only if necessary
to identify the affected parties.
INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS
(FTA Circular 4220.1E)
Applicability to Contracts
The incorporation of FTA terms applies to all contracts.
Flow Down
The incorporation of FTA terms has unlimited flow down.
Model Clause/Language
FTA has developed the following incorporation of terms language:
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 4220.1E, 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 (name of grantee) requests which would cause (name of grantee) to be in
violation of the FTA terms and conditions.
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ENERGY CONSERVATION REQUIREMENTS
(42 U.S.C. 6321 et seq. 49 CFR Part 18)
Applicability to Contracts
The Energy Conservation requirements are applicable to all contracts.
Flow Down
The Energy Conservation requirements extend to all third party contractors and their
contracts at every tier and subrecipients and their subagreements at every tier.
Model Clause/Language
No specific clause is recommended in the regulations because the Energy Conservation
requirements are so dependent on the state energy conservation plan. The following
language has been developed by FTA:
Energy Conservation - The contractor agrees to comply with mandatory standards and
policies relating to energy efficiency which are contained in the state energy conservation
plan issued in compliance with the Energy Policy and Conservation Act.
TERMINATION
(49 U.S.C. Part 18 FTA Circular 4220.1E)
Applicability to Contracts
All contracts (with the exception of contracts with nonprofit organizations and institutions of
higher education,) in excess of $10,000 shall contain suitable provisions for termination by
the grantee including the manner by which it will be effected and the basis for settlement.
(For contracts with nonprofit organizations and institutions of higher education the
threshold is $100,000.) In addition, such contracts shall describe conditions under which
the contract may be terminated for default as well as conditions where the contract may be
terminated because of circumstances beyond the control of the contractor.
Flow Down
The termination requirements flow down to all contracts in excess of $10,000, with the
exception of contracts with nonprofit organizations and institutions of higher learning.
Model Clause/Language
FTA does not prescribe the form or content of such clauses. The following are
suggestions of clauses to be used in different types of contracts:
a. Termination for Convenience (General Provision) The (Recipient) may terminate
this contract, in whole or in part, at any time by written notice to the Contractor when it
is in the Government's best interest. The Contractor shall be paid its costs, including
contract close-out costs, and profit on work performed up to the time of termination.
The Contractor shall promptly submit its termination claim to (Recipient) to be paid the
Contractor. If the Contractor has any property in its possession belonging to the
(Recipient), the Contractor will account for the same, and dispose of it in the manner
the (Recipient) directs.
b. Termination for Default [Breach or Cause] (General Provision) If the Contractor
does not deliver supplies in accordance with the contract delivery schedule, or, if the
contract is for services, the Contractor fails to perform in the manner called for in the
contract, or if the Contractor fails to comply with any other provisions of the contract,
the (Recipient) may terminate this contract for default. Termination shall be effected
RFP- 8348 TransFort Network Monitoring Tool Page 28 of 39
by serving a notice of termination on the contractor setting forth the manner in which
the Contractor is in default. The contractor will only be paid the contract price for
supplies delivered and accepted, or services performed in accordance with the manner
of performance set forth in the contract.
If it is later determined by the (Recipient) that the Contractor had an excusable reason
for not performing, such as a strike, fire, or flood, events which are not the fault of or
are beyond the control of the Contractor, the (Recipient), after setting up a new
delivery of performance schedule, may allow the Contractor to continue work, or treat
the termination as a termination for convenience.
c. Opportunity to Cure (General Provision) The (Recipient) in its sole discretion may, in
the case of a termination for breach or default, allow the Contractor [an appropriately
short period of time] in which to cure the defect. In such case, the notice of termination
will state the time period in which cure is permitted and other appropriate conditions
If Contractor fails to remedy to (Recipient)'s satisfaction the breach or default of any of
the terms, covenants, or conditions of this Contract within [ten (10) days] after receipt
by Contractor of written notice from (Recipient) setting forth the nature of said breach
or default, (Recipient) shall have the right to terminate the Contract without any further
obligation to Contractor. Any such termination for default shall not in any way operate
to preclude (Recipient) from also pursuing all available remedies against Contractor
and its sureties for said breach or default.
d. Waiver of Remedies for any Breach In the event that (Recipient) elects to waive its
remedies for any breach by Contractor of any covenant, term or condition of this
Contract, such waiver by (Recipient) shall not limit (Recipient)'s remedies for any
succeeding breach of that or of any other term, covenant, or condition of this Contract.
e. Termination for Convenience (Professional or Transit Service Contracts) The
(Recipient), by written notice, may terminate this contract, in whole or in part, when it is
in the Government's interest. If this contract is terminated, the Recipient shall be liable
only for payment under the payment provisions of this contract for services rendered
before the effective date of termination.
f. Termination for Default (Supplies and Service) If the Contractor fails to deliver
supplies or to perform the services within the time specified in this contract or any
extension or if the Contractor fails to comply with any other provisions of this contract,
the (Recipient) may terminate this contract for default. The (Recipient) shall terminate
by delivering to the Contractor a Notice of Termination specifying the nature of the
default. The Contractor will only be paid the contract price for supplies delivered and
accepted, or services performed in accordance with the manner or performance set
forth in this contract.
If, after termination for failure to fulfill contract obligations, it is determined that the
Contractor was not in default, the rights and obligations of the parties shall be the
same as if the termination had been issued for the convenience of the Recipient.
g. Termination for Default (Transportation Services) If the Contractor fails to pick up
the commodities or to perform the services, including delivery services, within the time
specified in this contract or any extension or if the Contractor fails to comply with any
other provisions of this contract, the (Recipient) may terminate this contract for default.
The (Recipient) shall terminate by delivering to the Contractor a Notice of Termination
specifying the nature of default. The Contractor will only be paid the contract price for
RFP- 8348 TransFort Network Monitoring Tool Page 29 of 39
services performed in accordance with the manner of performance set forth in this
contract.
If this contract is terminated while the Contractor has possession of Recipient goods,
the Contractor shall, upon direction of the (Recipient), protect and preserve the goods
until surrendered to the Recipient or its agent. The Contractor and (Recipient) shall
agree on payment for the preservation and protection of goods. Failure to agree on an
amount will be resolved under the Dispute clause.
If, after termination for failure to fulfill contract obligations, it is determined that the
Contractor was not in default, the rights and obligations of the parties shall be the
same as if the termination had been issued for the convenience of the (Recipient).
h. Termination for Default (Construction) If the Contractor refuses or fails to prosecute
the work or any separable part, with the diligence that will insure its completion within
the time specified in this contract or any extension or fails to complete the work within
this time, or if the Contractor fails to comply with any other provisions of this contract,
the (Recipient) may terminate this contract for default. The (Recipient) shall terminate
by delivering to the Contractor a Notice of Termination specifying the nature of the
default. In this event, the Recipient may take over the work and compete it by contract
or otherwise, and may take possession of and use any materials, appliances, and
plant on the work site necessary for completing the work. The Contractor and its
sureties shall be liable for any damage to the Recipient resulting from the Contractor's
refusal or failure to complete the work within specified time, whether or not the
Contractor's right to proceed with the work is terminated. This liability includes any
increased costs incurred by the Recipient in completing the work.
The Contractor's right to proceed shall not be terminated nor the Contractor charged
with damages under this clause if-
1. the delay in completing the work arises from unforeseeable causes beyond the
control and without the fault or negligence of the Contractor. Examples of such
causes include: acts of God, acts of the Recipient, acts of another Contractor in the
performance of a contract with the Recipient, epidemics, quarantine restrictions,
strikes, freight embargoes; and
2. the contractor, within [10] days from the beginning of any delay, notifies the
(Recipient) in writing of the causes of delay. If in the judgment of the (Recipient),
the delay is excusable, the time for completing the work shall be extended. The
judgment of the (Recipient) shall be final and conclusive on the parties, but subject
to appeal under the Disputes clauses.
If, after termination of the Contractor's right to proceed, it is determined that the
Contractor was not in default, or that the delay was excusable, the rights and
obligations of the parties will be the same as if the termination had been issued for the
convenience of the Recipient.
i. Termination for Convenience or Default (Architect and Engineering) The
(Recipient) may terminate this contract in whole or in part, for the Recipient's
convenience or because of the failure of the Contractor to fulfill the contract
obligations. The (Recipient) shall terminate by delivering to the Contractor a Notice of
Termination specifying the nature, extent, and effective date of the termination. Upon
receipt of the notice, the Contractor shall (1) immediately discontinue all services
RFP- 8348 TransFort Network Monitoring Tool Page 30 of 39
affected (unless the notice directs otherwise), and (2) deliver to the Contracting Officer
all data, drawings, specifications, reports, estimates, summaries, and other information
and materials accumulated in performing this contract, whether completed or in
process.
If the termination is for the convenience of the Recipient, the Contracting Officer shall
make an equitable adjustment in the contract price but shall allow no anticipated profit
on unperformed services.
If the termination is for failure of the Contractor to fulfill the contract obligations, the
Recipient may complete the work by contact or otherwise and the Contractor shall be
liable for any additional cost incurred by the Recipient.
If, after termination for failure to fulfill contract obligations, it is determined that the
Contractor was not in default, the rights and obligations of the parties shall be the
same as if the termination had been issued for the convenience of the Recipient.
j. Termination for Convenience of Default (Cost-Type Contracts) The (Recipient) may
terminate this contract, or any portion of it, by serving a notice or termination on the
Contractor. The notice shall state whether the termination is for convenience of the
(Recipient) or for the default of the Contractor. If the termination is for default, the
notice shall state the manner in which the contractor has failed to perform the
requirements of the contract. The Contractor shall account for any property in its
possession paid for from funds received from the (Recipient), or property supplied to
the Contractor by the (Recipient). If the termination is for default, the (Recipient) may
fix the fee, if the contract provides for a fee, to be paid the contractor in proportion to
the value, if any, of work performed up to the time of termination. The Contractor shall
promptly submit its termination claim to the (Recipient) and the parties shall negotiate
the termination settlement to be paid the Contractor.
If the termination is for the convenience of the (Recipient), the Contractor shall be paid
its contract close-out costs, and a fee, if the contract provided for payment of a fee, in
proportion to the work performed up to the time of termination.
If, after serving a notice of termination for default, the (Recipient) determines that the
Contractor has an excusable reason for not performing, such as strike, fire, flood,
events which are not the fault of and are beyond the control of the contractor, the
(Recipient), after setting up a new work schedule, may allow the Contractor to continue
work, or treat the termination as a termination for convenience.
GOVERNMENT-WIDE DEBARMENT AND SUSPENSION (NONPROCUREMENT)
Background and Applicability
In conjunction with the Office of Management and Budget and other affected Federal
agencies, DOT published an update to 49 CFR Part 29 on November 26, 2003. This
government-wide regulation implements Executive Order 12549, Debarment and
Suspension, Executive Order 12689, Debarment and Suspension, and 31 U.S.C. 6101
note (Section 2455, Public Law 103-355, 108 Stat. 3327).
The provisions of Part 29 apply to all grantee contracts and subcontracts at any level
expected to equal or exceed $25,000 as well as any contract or subcontract (at any level)
for Federally required auditing services. 49 CFR 29.220(b). This represents a change
from prior practice in that the dollar threshold for application of these rules has been
RFP- 8348 TransFort Network Monitoring Tool Page 31 of 39
lowered from $100,000 to $25,000. These are contracts and subcontracts referred to in
the regulation as “covered transactions.”
Grantees, contractors, and subcontractors (at any level) that enter into covered
transactions are required to verify that the entity (as well as its principals and affiliates)
they propose to contract or subcontract with is not excluded or disqualified. They do this
by (a) Checking the Excluded Parties List System, (b) Collecting a certification from that
person, or (c) Adding a clause or condition to the contract or subcontract. This represents
a change from prior practice in that certification is still acceptable but is no longer required.
49 CFR 29.300.
Grantees, contractors, and subcontractors who enter into covered transactions also must
require the entities they contract with to comply with 49 CFR 29, subpart C and include
this requirement in their own subsequent covered transactions (i.e., the requirement flows
down to subcontracts at all levels).
Clause Language
The following clause language is suggested, not mandatory. It incorporates the optional
method of verifying that contractors are not excluded or disqualified by certification.
Suspension and Debarment
This contract is a covered transaction for purposes of 49 CFR Part 29. As such, the
contractor is required to verify that none of the contractor, its principals, as defined at 49
CFR 29.995, or affiliates, as defined at 49 CFR 29.905, are excluded or disqualified as
defined at 49 CFR 29.940 and 29.945.
The contractor is required to comply with 49 CFR 29, Subpart C and must include the
requirement to comply with 49 CFR 29, Subpart C in any lower tier covered transaction it
enters into.
By signing and submitting its bid or proposal, the bidder or proposer certifies as follows:
The certification in this clause is a material representation of fact relied upon by the City of
Fort Collins. If it is later determined that the bidder or proposer knowingly rendered an
erroneous certification, in addition to remedies available to the City of Fort Collins, the
Federal Government may pursue available remedies, including but not limited to
suspension and/or debarment. The bidder or proposer agrees to comply with the
requirements of 49 CFR 29, Subpart C while this offer is valid and throughout the period of
any contract that may arise from this offer. The bidder or proposer further agrees to
include a provision requiring such compliance in its lower tier covered transactions.
BREACHES AND DISPUTE RESOLUTION
(49 CFR Part 18FTA Circular 4220.1E)
Applicability to Contracts
All contracts in excess of $100,000 shall contain provisions or conditions which will allow
for administrative, contractual, or legal remedies in instances where contractors violate or
breach contract terms, and provide for such sanctions and penalties as may be
appropriate. This may include provisions for bonding, penalties for late or inadequate
performance, retained earnings, liquidated damages or other appropriate measures.
Flow Down
The Breaches and Dispute Resolutions requirements flow down to all tiers.
Model Clauses/Language
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FTA does not prescribe the form or content of such provisions. What provisions are
developed will depend on the circumstances and the type of contract. Recipients should
consult legal counsel in developing appropriate clauses. The following clauses are
examples of provisions from various FTA third party contracts.
Disputes - Disputes arising in the performance of this Contract which are not resolved by
agreement of the parties shall be decided in writing by the authorized representative of
(Recipient)'s [title of employee]. This decision shall be final and conclusive unless within
[ten (10)] days from the date of receipt of its copy, the Contractor mails or otherwise
furnishes a written appeal to the [title of employee]. In connection with any such appeal,
the Contractor shall be afforded an opportunity to be heard and to offer evidence in
support of its position. The decision of the [title of employee] shall be binding upon the
Contractor and the Contractor shall abide be the decision.
Performance During Dispute - Unless otherwise directed by (Recipient), Contractor shall
continue performance under this Contract while matters in dispute are being resolved.
Claims for Damages - Should either party to the Contract suffer injury or damage to
person or property because of any act or omission of the party or of any of his employees,
agents or others for whose acts he is legally liable, a claim for damages therefor shall be
made in writing to such other party within a reasonable time after the first observance of
such injury of damage.
Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes
and other matters in question between the (Recipient) and the Contractor arising out of or
relating to this agreement or its breach will be decided by arbitration if the parties mutually
agree, or in a court of competent jurisdiction within the State in which the (Recipient) is
located.
Rights and Remedies - The duties and obligations imposed by the Contract Documents
and the rights and remedies available thereunder shall be in addition to and not a limitation
of any duties, obligations, rights and remedies otherwise imposed or available by law. No
action or failure to act by the (Recipient), (Architect) or Contractor shall constitute a waiver
of any right or duty afforded any of them under the Contract, nor shall any such action or
failure to act constitute an approval of or acquiescence in any breach thereunder, except
as may be specifically agreed in writing.
LOBBYING
(31 U.S.C. 1352 49 CFR Part 19 49 CFR Part 20)
Applicability to Contracts
The Lobbying requirements apply to Construction/Architectural and
Engineering/Acquisition of Rolling Stock/Professional Service Contract/Operational
Service Contract/Turnkey contracts.
Flow Down
The Lobbying requirements mandate the maximum flow down, pursuant to Byrd Anti-
Lobbying Amendment, 31 U.S.C. § 1352(b)(5) and 49 C.F.R. Part 19, Appendix A, Section
7.
Mandatory Clause/Language
Clause and specific language therein are mandated by 49 CFR Part 19, Appendix A.
Modifications have been made to the Clause pursuant to Section 10 of the Lobbying
Disclosure Act of 1995, P.L. 104-65 [to be codified at 2 U.S.C. § 1601, et seq.]
RFP- 8348 TransFort Network Monitoring Tool Page 33 of 39
- Lobbying Certification and Disclosure of Lobbying Activities for third party contractors
are mandated by 31 U.S.C. 1352(b)(5), as amended by Section 10 of the Lobbying
Disclosure Act of 1995, and DOT implementing regulation, "New Restrictions on
Lobbying," at 49 CFR § 20.110(d)
- Language in Lobbying Certification is mandated by 49 CFR Part 19, Appendix A,
Section 7, which provides that contractors file the certification required by 49 CFR Part
20, Appendix A.
Modifications have been made to the Lobbying Certification pursuant to Section 10 of the
Lobbying Disclosure Act of 1995.
- Use of "Disclosure of Lobbying Activities," Standard Form-LLL set forth in Appendix B
of 49 CFR Part 20, as amended by "Government wide Guidance For New Restrictions
on Lobbying," 61 Fed. Reg. 1413 (1/19/96) is mandated by 49 CFR Part 20, Appendix
A.
Byrd Anti-Lobbying Amendment, 31 U.S.C. 1352, as amended by the Lobbying
Disclosure Act of 1995, P.L. 104-65 [to be codified at 2 U.S.C. § 1601, et seq.] -
Contractors who apply or bid for an award of $100,000 or more shall file the certification
required by 49 CFR part 20, "New Restrictions on Lobbying." Each tier certifies to the tier
above 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. Each tier shall also disclose the name of any registrant
under the Lobbying Disclosure Act of 1995 who has made lobbying contacts on its behalf
with non-Federal funds with respect to that Federal contract, grant or award covered by 31
U.S.C. 1352. Such disclosures are forwarded from tier to tier up to the recipient.
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
RFP- 8348 TransFort Network Monitoring Tool Page 34 of 39
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 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
___________________________ Date
CLEAN AIR
(42 U.S.C. 7401 et seq, 40 CFR 15.61, 49 CFR Part 18)
Applicability to Contracts
The Clean Air requirements apply to all contracts exceeding $100,000, including indefinite
quantities where the amount is expected to exceed $100,000 in any year.
Flow Down
The Clean Air requirements flow down to all subcontracts which exceed $100,000.
Model Clauses/Language
No specific language is required. FTA has proposed the following language.
Clean Air - (1) The Contractor agrees to comply with all applicable standards, orders or
regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. §§ 7401 et seq.
The Contractor agrees to report each violation to the Purchaser and understands and
agrees that the Purchaser will, in turn, report each violation as required to assure
notification to FTA and the appropriate EPA Regional Office.
(2) The Contractor also agrees to include these requirements in each subcontract
exceeding $100,000 financed in whole or in part with Federal assistance provided by
FTA.
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CLEAN WATER REQUIREMENTS
(33 U.S.C. 1251)
Applicability to Contracts
The Clean Water requirements apply to each contract and subcontract which exceeds
$100,000.
Flow Down
The Clean Water requirements flow down to FTA recipients and subrecipients at every
tier.
Model Clause/Language
While no mandatory clause is contained in the Federal Water Pollution Control Act, as
amended, the following language developed by FTA contains all the mandatory
requirements:
Clean Water - (1) The Contractor agrees to comply with all applicable standards, orders or
regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33
U.S.C. 1251 et seq. The Contractor agrees to report each violation to the Purchaser and
understands and agrees that the Purchaser will, in turn, report each violation as required
to assure notification to FTA and the appropriate EPA Regional Office.
(2) The Contractor also agrees to include these requirements in each subcontract
exceeding $100,000 financed in whole or in part with Federal assistance provided by
FTA.
COMPLIANCE WITH COPELAND ACT REQUIREMENTS
The contractor shall comply with the requirements of 29 CFR part 3, which are
incorporated by reference in this contract.
PATENT AND RIGHTS IN DATA
(37 CFR Part 401, 49 CFR Parts 18 and 19)
Applicability to Contracts
Patent and rights in data requirements for federally assisted projects ONLY apply to
research projects in which FTA finances the purpose of the grant is to finance the
development of a product or information. These patent and data rights requirements do
not apply to capital projects or operating projects, even though a small portion of the sales
price may cover the cost of product development or writing the user's manual.
Flow Down
The Patent and Rights in Data requirements apply to all contractors and their contracts at
every tier.
Model Clause/Language
The FTA patent clause is substantially similar to the text of 49 C.F.R. Part 19, Appendix A,
Section 5, but the rights in data clause reflects FTA objectives. For patent rights, FTA is
governed by Federal law and regulation. For data rights, the text on copyrights is
insufficient to meet FTA's purposes for awarding research grants. This model clause, with
larger rights as a standard, is proposed with the understanding that this standard could be
modified to FTA's needs.
CONTRACTS INVOLVING EXPERIMENTAL, DEVELOPMENTAL, OR RESEARCH
WORK.
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A. Rights in Data - This following requirements apply to each contract involving
experimental, developmental or research work:
(1) The term "subject data" used in this clause means recorded information, whether or
not copyrighted, that is delivered or specified to be delivered under the contract.
The term includes graphic or pictorial delineation in media such as drawings or
photographs; text in specifications or related performance or design-type
documents; machine forms such as punched cards, magnetic tape, or computer
memory printouts; and information retained in computer memory. Examples
include, but are not limited to: computer software, engineering drawings and
associated lists, specifications, standards, process sheets, manuals, technical
reports, catalog item identifications, and related information. The term "subject
data" does not include financial reports, cost analyses, and similar information
incidental to contract administration.
(2) The following restrictions apply to all subject data first produced in the performance
of the contract to which this Attachment has been added:
(a) Except for its own internal use, the Purchaser or Contractor may not publish or
reproduce subject data in whole or in part, or in any manner or form, nor may
the Purchaser or Contractor authorize others to do so, without the written
consent of the Federal Government, until such time as the Federal Government
may have either released or approved the release of such data to the public;
this restriction on publication, however, does not apply to any contract with an
academic institution.
(b) In accordance with 49 C.F.R. § 18.34 and 49 C.F.R. § 19.36, the Federal
Government reserves a royalty-free, non-exclusive and irrevocable license to
reproduce, publish, or otherwise use, and to authorize others to use, for
"Federal Government purposes," any subject data or copyright described in
subsections (2)(b)1 and (2)(b)2 of this clause below. As used in the previous
sentence, "for Federal Government purposes," means use only for the direct
purposes of the Federal Government. Without the copyright owner's consent,
the Federal Government may not extend its Federal license to any other party.
1. Any subject data developed under that contract, whether or not a copyright
has been obtained; and
2. Any rights of copyright purchased by the Purchaser or Contractor using
Federal assistance in whole or in part provided by FTA.
(c) When FTA awards Federal assistance for experimental, developmental, or
research work, it is FTA's general intention to increase transportation
knowledge available to the public, rather than to restrict the benefits resulting
from the work to participants in that work. Therefore, unless FTA determines
otherwise, the Purchaser and the Contractor performing experimental,
developmental, or research work required by the underlying contract to which
this Attachment is added agrees to permit FTA to make available to the public,
either FTA's license in the copyright to any subject data developed in the
course of that contract, or a copy of the subject data first produced under the
contract for which a copyright has not been obtained. If the experimental,
developmental, or research work, which is the subject of the underlying
contract, is not completed for any reason whatsoever, all data developed under
that contract shall become subject data as defined in subsection (a) of this
RFP- 8348 TransFort Network Monitoring Tool Page 37 of 39
clause and shall be delivered as the Federal Government may direct. This
subsection (c) , however, does not apply to adaptations of automatic data
processing equipment or programs for the Purchaser or Contractor's use
whose costs are financed in whole or in part with Federal assistance provided
by FTA for transportation capital projects.
(d) Unless prohibited by state law, upon request by the Federal Government, the
Purchaser and the Contractor agree to indemnify, save, and hold harmless the
Federal Government, its officers, agents, and employees acting within the
scope of their official duties against any liability, including costs and expenses,
resulting from any willful or intentional violation by the Purchaser or Contractor
of proprietary rights, copyrights, or right of privacy, arising out of the
publication, translation, reproduction, delivery, use, or disposition of any data
furnished under that contract. Neither the Purchaser nor the Contractor shall be
required to indemnify the Federal Government for any such liability arising out
of the wrongful act of any employee, official, or agents of the Federal
Government.
(e) Nothing contained in this clause on rights in data shall imply a license to the
Federal Government under any patent or be construed as affecting the scope
of any license or other right otherwise granted to the Federal Government
under any patent.
(f) Data developed by the Purchaser or Contractor and financed entirely without
using Federal assistance provided by the Federal Government that has been
incorporated into work required by the underlying contract to which this
Attachment has been added is exempt from the requirements of subsections
(b), (c), and (d) of this clause, provided that the Purchaser or Contractor
identifies that data in writing at the time of delivery of the contract work.
(g) Unless FTA determines otherwise, the Contractor agrees to include these
requirements in each subcontract for experimental, developmental, or research
work financed in whole or in part with Federal assistance provided by FTA.
(3) Unless the Federal Government later makes a contrary determination in writing,
irrespective of the Contractor's status (i.e., a large business, small business, state
government or state instrumentality, local government, nonprofit organization,
institution of higher education, individual, etc.), the Purchaser and the Contractor
agree to take the necessary actions to provide, through FTA, those rights in that
invention due the Federal Government as described in
U.S. Department of Commerce regulations, "Rights to Inventions Made by
Nonprofit Organizations and Small Business Firms Under Government Grants,
Contracts and Cooperative Agreements," 37 C.F.R. Part 401.
(4) The Contractor also agrees to include these requirements in each subcontract for
experimental, developmental, or research work financed in whole or in part with
Federal assistance provided by FTA.
B. Patent Rights - The following requirements apply to each contract involving
experimental, developmental, or research work:
(1) General - If any invention, improvement, or discovery is conceived or first actually
reduced to practice in the course of or under the contract to which this Attachment
has been added, and that invention, improvement, or discovery is patentable under
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the laws of the United States of America or any foreign country, the Purchaser and
Contractor agree to take actions necessary to provide immediate notice and a
detailed report to the party at a higher tier until FTA is ultimately notified.
(2) Unless the Federal Government later makes a contrary determination in writing,
irrespective of the Contractor's status (a large business, small business, state
government or state instrumentality, local government, nonprofit organization,
institution of higher education, individual), the Purchaser and the Contractor agree
to take the necessary actions to provide, through FTA, those rights in that invention
due the Federal Government as described in U.S. Department of Commerce
regulations, "Rights to Inventions Made by Nonprofit Organizations and Small
Business Firms Under Government Grants, Contracts and Cooperative
Agreements," 37 C.F.R. Part 401.
(3) The Contractor also agrees to include the requirements of this clause in each
subcontract for experimental, developmental, or research work financed in whole
or in part with Federal assistance provided by FTA.
DISADVANTAGED BUSINESS ENTERPRISE (DBE)
(49 CFR Part 26)
Background and Applicability
The newest version on the Department of Transportation’s Disadvantaged Business
Enterprise (DBE) program became effective July 16, 2003. The rule provides guidance to
grantees on the use of overall and contract goals, requirement to include DBE provisions
in subcontracts, evaluating DBE participation where specific contract goals have been set,
reporting requirements, and replacement of DBE subcontractors. Additionally, the DBE
program dictates payment terms and conditions (including limitations on retainage)
applicable to all subcontractors regardless of whether they are DBE firms or not.
The DBE program applies to all DOT-assisted contracting activities. A formal clause such
as that below must be included in all contracts above the micro-purchase level. The
requirements of clause subsection b flow down to subcontracts.
A substantial change to the payment provisions in this newest version of Part 26 concerns
retainage (see section 26.29). Grantee choices concerning retainage should be reflected
in the language choices in clause subsection d.
Clause Language
The following clause language is suggested, not mandatory. It incorporates the payment
terms and conditions applicable to all subcontractors based in Part 26 as well as those
related only to DBE subcontractors. The suggested language allows for the options
available to grantees concerning retainage, specific contract goals, and evaluation of DBE
subcontracting participation when specific contract goals have been established.
Disadvantaged Business Enterprises
a. This contract is subject to the requirements of Title 49, Code of Federal Regulations,
Part 26, Participation by Disadvantaged Business Enterprises in Department of
Transportation Financial Assistance Programs. The national goal for participation of
Disadvantaged Business Enterprises (DBE) is 10%. The agency’s overall goal for
DBE participation is 5%. A contract goal of 5% DBE participation has been
established for this procurement.
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b. The contractor shall not discriminate on the basis of race, color, national origin, or sex
in the performance of this contract. The contractor shall carry out applicable
requirements of 49 CFR Part 26 in the award and administration of this DOT-assisted
contract. Failure by the contractor to carry out these requirements is a material breach
of this contract, which may result in the termination of this contract or such other
remedy as the City of Fort Collins deems appropriate. Each subcontract the contractor
signs with a subcontractor must include the assurance in this paragraph (see 49 CFR
26.13(b)).
c. Bidders/offerors are required to document sufficient DBE participation to meet these
goals or, alternatively, document adequate good faith efforts to do so, as provided for
in 49 CFR 26.53. Award of this contract is conditioned on submission of the
following concurrent with and accompanying sealed bid:
1. The names and addresses of DBE firms that will participate in this contract;
2. A description of the work each DBE will perform;
3. The dollar amount of the participation of each DBE firm participating;
4. Written documentation of the bidder/offeror’s commitment to use a DBE
subcontractor whose participation it submits to meet the contract goal;
5. Written confirmation from the DBE that it is participating in the contract as provided
in the prime contractor’s commitment; and
6. If the contract goal is not met, evidence of good faith efforts to do so.
Bidders must present the information required above as a matter of responsiveness
(see 49 CFR 26.53(3)).
{If no separate contract goal has been established, use the following} The
successful bidder/offeror will be required to report its DBE participation obtained
through race-neutral means throughout the period of performance.
d. The contractor 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
contractor’s receipt of payment for that work from the City of Fort Collins. In addition,
the contractor may not hold retainage from its subcontractors and is required to return
any retainage payments to those subcontractors within 30 days after the
subcontractor's work related to this contract is satisfactorily completed.
e. The contractor must promptly notify the City of Fort Collins 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 contractor 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 of Fort Collins.
CITY OF FORT COLLINS BID PROTEST PROCEDURES
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.
competitive
award
None
None unless
non-
competitive
award
None
None unless
non-
competitive
award
II Non State
Grantees
a. Contracts
below SAT
($100,000)
b. Contracts
above
$100,000/Capital
Projects
Yes3
Yes3
Those imposed
on non-state
Grantee pass
thru to
Contractor
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Sources of Authority:
1
49 USC 5325 (a)
2
49 CFR 633.17
3
18 CFR 18.36 (i)