Appendix A – Terms and Condition for the Request for ...

Appendix A ? Terms and Condition for the Request for Proposal (RFP)

1. Examination of Documents

Before submitting a submission the Bidder shall:

? Carefully examine the specifications outlined in the RFP document and Appendices;

? Be fully informed of all conditions and limitations specified in all parts of this document;

Include in the submission sufficient information to cover all requirements listed in the Product Specifications (Appendix "B") section.

2. Interpretation,

Should the Bidder find discrepancies in, or omissions from, the RFP document, specifications, or other terms and conditions, or be in doubt as to their meaning, it shall at once notify the Purchasing Department which will issue written instructions or addenda. The Division will not be responsible for oral or telephone interpretations, all inquiries must be in writing. Questions received less than three (3) business days before the date and time of closing cannot be answered. All addenda issued during the time of bidding shall be incorporated into the final contract.

3. Addenda

Bidders are required to monitor the bid opportunity as posted on our website mitt.ca for all addenda to the RFP. Additional copies of any addendum(s) will be available from the administrating Division if needed. It is the responsibility of the Bidder to ensure all addenda were received and to acknowledge receipt of all addenda, on the bid form. Failure to comply may result in your bid being rejected.

4. Submission

a. One (1) paper copies and one (1) electronic copy (on USB or other electronic media) of the Bidders submission to this RFP will be received at the below address in a sealed envelope & clearly marked with the RFP name and number on it no later than the RFP closing date. This deadline will be strictly enforced. The official time shall be taken from the reception desk's telephone digital display, located in the Receiving Office at (7 Fultz Blvd). RFP submissions will not be accepted via fax or email.

b. Submissions received after the date and time of closing will not be accepted and will be returned to the Bidder unopened.

c. Bids are to be valid for sixty (60) days.

5. Sustainable Initiatives

The Division is committed to considering all environmental, social and economic impacts of all its purchases. The Division is requesting that all products, where applicable and possible, be third party sustainably certified such as EcoLogoTM, Green SealTM, and BPITM , to support the Division's ongoing commitment to sustainable development. Please identify, in reasonable detail, within your RFP submission any sustainable initiatives your company is currently undertaking as they pertain to this specific purchase and, in general, as a responsible business. We will, in accordance with the RFP's Submission Evaluation and Award clause, consider these initiatives as part of our evaluation.

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6. Evidence of Qualification

Upon request of the Division, a Bidder whose proposal is under consideration for award of the final contract shall promptly submit satisfactory evidence of its experience and the organization and equipment available for the performance of the contract.

7. Contract Documents

a. The successful Bidder understands and agrees that upon acceptance of their response by the Division, the Contract shall be formed between the Division and the successful Bidder and the documents forming the Contract shall be the RFP document and the successful Bidder's response along with all applicable terms and conditions as itemized in the Appendices of the RFP document.

b. The Bidder warrants to the best of their knowledge, that no potential Conflict of Interest exists with the administrating School Division staff, either in the RFP proposal and/or evaluation process, nor would any potential Conflict of Interest exist with any Division staff, if awarded the contract under this RFP.

c. In the event the Bidder cannot comply with the terms and conditions of any of the RFP appendices or with any requirements of this Request for Proposal, such non-compliance must be clearly noted on the Bidder's letterhead and included with their submission.

8. Delivery and Lead Time

a. If goods and/or services cannot be delivered in the time required, the Division reserves the right to cancel the order and purchase from an alternate Supplier.

b. Delivery time may be taken into consideration when evaluating Bidders submissions prior to award.

c. All deliveries should be made between 9:00 a.m. and 3:00 p.m. Monday to Friday.

9. Payment Terms

a. Payment terms are net 30 days upon receipt of goods and department sign-off.

b. All invoices must reference the purchase order number and forwarded to the address indicated on the purchase order.

c. The Division will not provide prepayment for any order.

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10. Rejection of RFPs

a. The Division reserves the right to reject the RFP where:

i. The bid form is not signed by an authorized agent of the Bidder's organization; ii. The bid form is illegible; iii. The procurement need has ceased to exist or changed significantly; iv. Insufficient funding is available for the procurement; v. There is a significant change in the required technical details, RFP conditions, conditions of contract or

other details, such as the recommencement of proceedings is necessary; vi. Insufficient or no responsive RFPs are received; or vii. There is evidence of corruption, fraud, coercion or collusion among Bidders.

b. If the RFP is rejected, notice of and grounds for the rejection shall be given to participating Bidders. Justification is not required to be given and the administrating School Division shall not incur liability towards the Bidder.

c. Notice of the rejection shall be given to participating Bidders within three (3) business days from the date the Division decides to discontinue the RFP process. If the decision to reject RFPs is taken before the closing date, any RFPs received shall be returned unopened to the Bidder.

d. In the event of rejection of all RFPs, the procurement shall not be re-proposed to the same specifications and contract conditions unless the rejection of the initial proposals is for budgetary or other reasons unrelated to the specifications and contract conditions.

11. Termination of the RFP

a. This Agreement may be terminated by the administrating Division for any of the following reasons: a. In the reasonable opinion of the Division, the Services provided by the Vendor are unsatisfactory, inadequate, or are improperly provided; b. Erroneous charges or incorrect charges on invoices c. Substitution of articles of inferior quality or of increased dollar value to that accepted in the RFP d. In the reasonable opinion of the Division, the Vendor has failed to comply with any term or condition of this agreement; e. The Vendor no longer is honoring their bid price for the duration of the contract f. The Vendor is dissolved or becomes bankrupt or insolvent; g. At any time following the failure of the Vendor to remedy, repair, or correct any deficiency or defect upon receiving notice from the Division; h. By mutual agreement of the parties, expressed in writing.

b. Upon termination of this Agreement, the Vendor shall cease to provide any further Services. The Division shall be under no obligation to the Vendor other than to pay, upon receipt of an invoice and satisfactory supporting documentation, for work completed to the satisfaction of the Division up to the date of termination.

c. Notice of Termination will be provided by letter with 30 days' notice provided.

12. The Vendor agrees that records and information that are in the care and custody of the Division are subject to The Public School Act and The Freedom of Information and Protection of Privacy Act (Manitoba) (please review the province of Manitoba website for documentation).

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13. General Conditions

a. Material Safety Data Sheets (M.S.D.S.) should accompany RFPs for all chemical supplies/material identified on the RFP document. Chemical supplies/material without safety sheets will not be considered for award. Materials quoted on must contain no known toxic materials in sufficient quantities to be injurious to the human body. A chemical analysis must be printed on the package.

b. If the product proposed is sold only in units other than specified on the RFP form, the unit of sale should be clearly stated and the price proposed shall be based on the unit of sale. Items may not necessarily be purchased by the case. RFPs using the metric system is preferred and encouraged.

c. Prices quoted are to be for such quantities as may be required from time to time during the period of RFP. Prices are to be net and include delivery (Goods and Services Tax and Manitoba Revenue Tax extra), in good order, and all other charges

d. SAMPLES: If requested, a sample item must be received no later than 5 working days after being requested. The samples must be of the same quality as the material proposed. Each sample must be identified by the "RFP Item No.", "Brand Name" and "Firm Name". The Bidder should provide product samples sufficient for a one week trial and all samples will become the property of the Committee.

e. Should a product become unavailable and substituted, or a catalogue number changed during the period of the RFP, it is the responsibility of the successful bidder to notify your contact person from the administrating Division.

f. In the event that the Bidder cannot provide pricing for any of the types of products, the Bidder MUST indicate this by inserting a price of $0.00 or N/A in the appropriate column.

g. MITT administrating office reserves the right to award any agreement resulting from this process in whole or in part.

h. The lowest price may not be the deciding factor when awarding the item.

i. Proposed submissions will be evaluated based on, but not limited to, the following criteria: i. Historical customer service performance ii. Trade references

iii. Quality of product iv. Quoted prices of proposed product v. Delivery of product

j. No employee of the participating School Divisions shall act as agent or promote the sale of any item for use in a facility; or receive any remuneration or other benefit from the award of the RFP.

k. AWARDS: The individual items are to be provided with prices on an Excel spreadsheet template. Awards may be for items on an individual basis or for a whole section.

l. We reserve the right to guarantee faithful performance of the contract. The successful bidder will be required to provide goods exactly as proposed in their bids. In cases where bidders do not perform in accordance with the terms and conditions of the purchase order/offer, we reserve the right to:

? Refuse partial shipments ? Deny extended delivery periods as proposed by the vendor ? Cancel the purchase order/offer, in whole or part ? Obtain requested items from other sources

m. Artwork and Materials: All artwork, dyes, drawings, photographs, negatives and other materials involved in the production of the Product that are supplies shall be and remain the property of the owner and shall be returned to the owner on demand.

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14. Liability

a. It is understood that this Agreement does not constitute an employment agreement and that the status of the Contractor/Vendor and the Contractor/Vendor's officers, employees and agents is that of an independent Contractor/Vendor and not that of an employee or agent of the Division. The Contractor/Vendor shall not commit the Division to any expenditures or obligations to third parties.

b. The Contractor/Vendor:

i. Acknowledges that the Contractor/Vendor is solely responsible for ensuring that the Contractor/Vendor has appropriate disability, malpractice and comprehensive general liability insurance coverage (minimum of 2 million); and

ii. Releases the Division from any obligation of responsibility to provide such coverage. The Contractor/Vendor indemnifies and saves harmless the Division, the Division's officers, employees and agents against any and all liability, loss, damage, cost or expense which the Division may hereafter sustain, incur, suffer or be required to pay by reason of:

? The wilful or negligent act or omission of the Contractor/Vendor; or

? Any assessment, re-assessment or any other act of an official of the federal, provincial and/or territorial governments relating to the Contractor/Vendor; and

? The Contractor/Vendor's failure to secure the appropriate or any insurance coverage as specified under this Agreement.

c. The Contractor/Vendor represents that:

i. The Contractor/Vendor has the necessary authority and capacity to enter into this Agreement;

ii. The Contractor/Vendor has no conflict of interest in providing the Services, and that the Division will not be thereby compromised nor suffer loss;

iii. It is the Contractor/Vendor's own responsibility to declare to Revenue Canada payments received from the Division under this Agreement based on the Contractor/Vendor's invoices and the Division's general cheques;

iv. The obligations hereunder shall not be undertaken on the Division's time or using the Division's resources or facilities;

15. This Agreement or any of the rights or obligations thereunder shall not be assigned in whole or in part by the Contractor/Vendor without the prior written consent of the Division.

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